FORM 10Q



                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549





[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE QUARTER ENDED February 28, 1997

                                       OR


[ ]  TRANSITION  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934.


Commission file number 0-12132

                              SILVERADO MINES LTD.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                            British Columbia, Canada
         (State or other jurisdiction of incorporation or organization)

                                   98 -0045034
                           (I.R.S. Employer I.D. No.)

                      Suite 505, 1111 West Georgia Street
                  Vancouver, British Columbia, Canada V6E 4M3
                    (Address of Principal Executive Offices)

                                 (604) 689-1535
                        (Registrant's telephone number)
--------------------------------------------------------------------------------


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 13(d) of the  Securities  and  Exchange Act of 1934
during the preceding 12 months (or for a shorter  period that the registrant was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. 
Yes [X] No [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Class                                               Outstanding at April 7, 1997
--------------------                                ----------------------------
(Common stock (npv))                                64,071,493

<PAGE>

<TABLE>
SILVERADO MINES LTD.
CONSOLIDATED BALANCE SHEETS                                              
EXPRESSED IN U.S. DOLLARS
<CAPTION>
                                                                          As at
                                                              February 28     November 30
                                                                     1997            1996
                                                             ------------    ------------
<S>                                                          <C>             <C>
Assets
Current Assets
  Cash and cash equivalents                                  $    478,828    $  1,925,469
  Gold inventory (Note 2)                                         190,795         213,004
  Accounts receivable                                              17,698          11,265
  Prepaid expenses                                                610,971         479,959
  Deferred employment contract expense                               --           350,000
                                                             ------------    ------------
                                                                1,298,292       2,979,697
Mineral Properties and Development
  Claims and options                                            2,352,660       2,327,025
  Deferred exploration and development expenditures            11,800,489      11,286,816
                                                             ------------    ------------
                                                               14,153,149      13,613,841
  Less accumulated amortization                                (1,384,338)     (1,384,338)
                                                             ------------    ------------
                                                               12,768,811      12,229,503

  Building, Plant and Equipment                                 3,438,378       3,503,182

  Deferred Financing Fees (net of amortization of $96,338)         89,662          98,962
                                                             ------------    ------------
                                                             $ 17,595,143    $ 18,811,344
                                                             ============    ============

Liabilities and Shareholders' Equity
Current Liabilities
  Accounts payable and accrued liabilities (Note 4)          $    248,013    $    351,154
  Loans payable secured by gold inventory                            --            66,511
  Current portion of mineral claims payable                       119,000         179,000
  Capital lease obligations - current                              56,414          64,939
  Receivable from related parties                                (451,869)           --
                                                             ------------    ------------
                                                                  (28,442)        661,604

Long Term Liabilities
  Capital lease obligations                                        92,214          92,214
  Convertible debenture (Note 6)                                2,000,000       2,000,000
                                                             ------------    ------------
                                                                2,092,214       2,092,214
Shareholders' Equity
  Share capital (Note 5)
  Authorized: 75,000,000 common shares
  Issued and outstanding: 
    February 28, 1997 - 59,071,493 shares                      39,589,238      38,506,711
    November 30, 1996 - 56,406,493 shares
  Capital surplus                                                  46,352          46,352
  Deficit                                                     (24,104,219)    (22,495,537)
                                                             ------------    ------------
                                                               15,531,371      16,057,526
                                                             ------------    ------------
                                                             $ 17,595,143    $ 18,811,344
                                                             ============    ============
</TABLE>


See accompanying notes to consolidated financial statements
<PAGE>

<TABLE>
SILVERADO MINES LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
AND ACCUMULATED DEFICIT
EXPRESSED IN U.S. DOLLARS
<CAPTION>

                                                  Three Months Ended
                                              February 28    February 29
                                                     1997           1996
                                             ------------   ------------ 
<S>                                          <C>            <C>         
Revenue from gold sales                      $     57,902   $     69,585
  Less Mining and processing costs                 22,914         47,684
                                             ------------   ------------ 
Gain from Operations                               34,988         21,901

Administrative Expenditures                       572,980        347,799

Employment contract expense (Note 5d)           1,070,690        531,085
                                             ------------   ------------ 

Loss for the period                            (1,608,682)      (856,983)

Accumulated deficit at beginning of period    (22,495,537)   (18,165,277)
                                             ------------   ------------ 

Accumulated deficit at end of period         $(24,104,219)  $(19,022,260)
                                             ============   ============ 

Loss per share                               $     (0.028)  $      (0.02)
                                             ============   ============ 
</TABLE>

See accompanying notes to consolidated financial statements
<PAGE>

<TABLE>
SILVERADO MINES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
EXPRESSED IN U.S. DOLLARS
<CAPTION>
                                                                 Three Months Ended
                                                            February 28     February 29
                                                                   1997            1996
                                                           ------------    ------------
CASH PROVIDED BY (USED FOR):
<S>                                                        <C>             <C>
Operations:
  Loss for the period                                      $ (1,608,682)   $   (856,983)
  Items not involving cash:
    Employment contract expense                               1,070,690         531,085
    Depreciation                                                116,042          50,140
    Amortization of deferred financing fees                       9,300           9,300
  Changes in non-cash operating working capital:
    Increase in accounts receivable                              (6,433)        (51,055)
    Decrease in gold inventory                                   22,209          47,684
    Decrease (increase) in prepaid expenses                    (131,012)         40,515
    Decrease in accounts payable and accrued liabilities        (76,554)       (124,210)
                                                           ------------    ------------
                                                               (604,440)       (353,524)
Financing:
   Shares issued for cash                                       335,250         835,915
   Increase in unsecured loan                                      --           130,000
   Decrease in loans payable secured by gold inventory          (66,511)        (10,087)
   Decrease in payable to related parties                      (451,869)       (252,174)
   Decrease in mineral claims payable                           (60,000)           --
   Decrease in capital lease obligation                          (8,525)        (36,521)
                                                           ------------    ------------
                                                               (251,655)        667,133
Investments:
   Mineral claims and options                                   (25,635)       (110,000)
   Deferred exploration and development expenditures           (513,673)       (166,173)
   Purchases of equipment                                       (51,238)           --
                                                           ------------    ------------
                                                               (590,546)       (276,173)

Increase (decrease) in cash and cash equivalents             (1,446,641)         37,436
Cash and cash equivalents at beginning of year                1,925,469         155,849
                                                           ------------    ------------

Cash and cash equivalents at end of the year               $    478,828    $    193,285
                                                           ============    ============

Supplemental cash flow information
   Interest paid                                           $     80,000    $     80,000
                                                           ============    ============
</TABLE>

See accompanying notes to consolidated financial statements

<PAGE>

SILVERADO MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED) FEBRUARY 28, 1997

1.   Basis of Presentation

     The  financial  information  at  February  28, 1997 and for the three month
     period ended February 28, 1997 included herein is unaudited;  however, such
     information reflects all adjustments (consisting solely of normal recurring
     adjustments) which are, in the opinion of management,  necessary for a fair
     statement of results for the interim periods.  These consolidated financial
     statements are presented in accordance with generally  accepted  accounting
     principles in the United  States.  The results of operations  for the three
     month period ended February 28, 1997 are not necessarily  indicative of the
     results to be expected for the full year.

2.   Inventories

     Gold inventory is valued at the lower of weighted average cost or estimated
     net realizable value.

3.   Deferred Production Expenditures

     Costs  associated  with waste removal and preparation for gold recovery are
     deferred and charged to production on a unit of production basis.

4.   Accounts Payable

     Accounts payable and accrued liabilities consists of:

                                                     FEBRUARY 28,   NOVEMBER 30,
                                                    ------------   ------------
                                                        1997           1996

     Accounts payable                                     84,703        118,858
     Accrued interest                                     26,666         64,065
     Accrued employment contract expense (Note 5d)        71,644         98,231
     Accrued reclamation expenses                         65,000         70,000
                                                    ------------   ------------
                                                    $    248,013   $    351,154
                                                    ============   ============

5.   Share Capital

     (a)  Common  Shares.  Authorized:  75,000,000  common  shares,  without par
          value.

     (b)  Directors  Options.  The Company  has  reserved  3,475,000  shares for
     issuance,  exercisable  until August 14, 2004, in accordance with the terms
     and  conditions  of its December 12, 1994,  Stock Option Plan;  and 450,000
     shares for issuance, exercisable until June 1, 1997, in accordance with the
     terms and conditions of its June 1, 1992, Stock Option Plan.

     (c)  Warrants.  The Company has  reserved a total of  1,200,000  shares for
     issuance  with respect to a warrant for 600,000  shares  exercisable  until
     March 6, 1998, and a warrant for 600,000 shares exercisable until September
     6, 1999.

<PAGE>

SILVERADO MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED) FEBRUARY 28, 1997

     (d) Employee Options and Other Share  Transactions.  From time to time, the
     Company  issues  options for the purchase of common shares to selected part
     time  employees as sole  compensation  for employment  contract  expense in
     accordance  with the terms and  conditions  of its  April 20,  1994,  Stock
     Option and Stock Bonus Plan. The Company accounts for compensation  arising
     from these  options in  accordance  with APB 25. If the market price of the
     Company's  shares exceed the exercise  price of the options at the date the
     options are granted, then this excess is accrued and expensed as contracted
     services  over the term of the  employment  contracts,  on a straight  line
     basis.  When the options are exercised,  share capital is credited based on
     the market price at the date the options were granted.

     The company has reserved  1,029,750 shares for issuance,  exercisable until
     October 21, 1998, in accordance with the terms and conditions of this plan.
     The  Company  has also  reserved  1,000,000  shares for  issuance  upon the
     potential conversion of a convertible debenture.

6.   Convertible Debenture

     In July,  1994,  the Company issued an 8%  convertible  callable  debenture
     which is unsecured and is due July 2, 1999,  subject to prior redemption or
     conversion.  The  debenture  may be  converted  in  whole or in part by the
     holder into common  shares of the  Company at a  Conversion  Price of $2.00
     U.S.  per share (the  "Conversion  Price").  In  addition,  the Company may
     require the holder to convert the  debenture at the  Conversion  Price,  in
     whole or in part, if the average  market price of the Company's  shares has
     exceeded  125% of the  Conversion  Price  for a  period  of 20  consecutive
     trading  days.  Financing  fees paid  related  to the  debenture  have been
     deferred are being  amortized  on a straight  line basis over the five year
     term of the debenture.


7.   Commitments and Contingencies

     The  Company has a lease  agreement  for office  premises  for a term of 10
     years commencing April 1, 1994, with an approximate annual rate of $120,000
     (Cdn.) including operating costs.

<PAGE>

SILVERADO MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED) FEBRUARY 28, 1997


                      MANAGEMENT DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


The following is  management's  discussion and analysis of certain factors which
have  significantly  affected the  Company's  financial  position and  operating
results during the period included in the  accompanying  condensed  consolidated
financial statements.


Three Months 1997 v. 1996
-------------------------

Revenue  during the first three months of 1997 is from  continued  sales of gold
from the Company's gold inventory.  Current liabilities  decreased from $661,604
to a debit  balance of $28,442 as a function of advances to related  parties and
the Company's  continued  reduction of its trade payables;  while current assets
decreased  from  $2,979,697  to  $1,298,292  as  a  function  of  the  Company's
commitment of funds to its drilling and  exploration  programs on its Fairbanks,
Alaska,  properties.  Prepaid  expenses  represent  contractual  payments to the
Company's  principal  contractor to fund this exploration and development  work.
The Company's  remaining long term liabilities consist primarily of a $2,000,000
convertible debenture.


Liquidity and Capital Resources at February 28, 1997
----------------------------------------------------

At February 28, 1997,  the Company's cash position was reduced to $478,828 as it
continued to fund active exploration and development  programs on several of its
Fairbanks, Alaska, gold properties.  During the quarter funds were received from
sales  of gold  inventory,  and  through  the  exercise  of new and  outstanding
options,  and subsequent to the quarter,  from shares issued in accordance  with
Regulation "S" (see Item 5).  Management  believes that the $1,227,280 raised by
these subsequent issues restores the Company's  liquidity to its fiscal year-end
level.


Results of Operations
---------------------

     (a)  Ester Dome Gold Project
At Ester Dome, near Fairbanks,  Alaska,  the Company is continuing to define the
St. Paul ore zone through an active  drilling  and  trenching  program,  and has
completed  drilling on 20 exploration  holes.  The Company is presently  seeking
additional capital in order to bring this project into production,  though there
is no commitment for such capital at this time.


     (b)  Chatanika Property
This property was newly staked by the Company in late 1996 in response to aerial
and ground  anomalies  which it observed.  The  property  consists of 774 mining
claims and 24 prospecting sites which the Company plans to explore and define in
1997.

<PAGE>

SILVERADO MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED) FEBRUARY 28, 1997

     (c)  Nolan Gold Project
At the Nolan Gold  Project in northern  Alaska,  the Company  continued  limited
production  in  1996  as it  refocused  its  primary  efforts  on its  Fairbanks
properties,  but still plans to continue further  development of both its placer
and lode deposits in 1997.


     (d)  Hammond Property
This property,  located adjacent to the Company's Nolan Gold Project in northern
Alaska,  has a history of gold  production  which the  Company  plans to further
explore and define in 1997 in conjunction  with its activities on the Nolan Gold
Project.


                                OTHER INFORMATION


Item 4   
------

None.



Item 5   Other Information.  
-----------------------------

On February 28, 1997, the Company's  President,  J.P.  Tangen,  relinquished his
office to the Company's  previous  President,  Garry Anselmo,  who assumed those
duties on an unpaid basis. Mr. Tangen resigned as a director on March 14, 1997.

On March 23, 1997, the Company  entered into an agreement to issue  1,000,000 of
its  common  shares,  at price of $0.31  per  share,  in an  offshore  placement
conducted  under the  provisions of Regulation  "S". The shares will be sold for
cash with an 8% commission  payable to the placement  agent in cash or in shares
valued at the offering price. The offer was made by the offshore placement agent
to a limited number of investors who are not "U.S. persons".

On April 3, 1997, the Company entered into an agreement to issue 4,000,000 Units
of  securities  at a price of $0.252 per share,  less a nine percent  commission
payable to the Company's  placement  agent, in an offshore  placement  conducted
under the  provisions of Regulation  "S". Each Unit consists of one Common Share
and one-half of a Warrant.  One Warrant is  exercisable  until April 4, 1999, to
purchase one Common Share at a price of $0.42. The securities were offered by an
offshore placement agent to a limited number of investors who are not "U.S.
persons".


Item 6
------

None.

<PAGE>

SILVERADO MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED) FEBRUARY 28, 1997


--------------------------------------------------------------------------------

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                                       SILVERADO MINES LTD.


                                                       /s/ G.L. Anselmo
                                                       ----------------
                                                       President / CEO / CFO