FORM 10Q


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549





[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
ACT OF 1934 FOR THE QUARTER ENDED May 31, 1999

                                       OR


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


Commission file number 0-12132


                            SILVERADO GOLD 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      (604) 689-1535
-------------------------------------------      -------------------------------
(Address of Principal Executive Offices)         (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 July 1, 1999
--------------------                                 ---------------------------
(Common stock (npv))                                 13,916,557

<PAGE>
<TABLE>
SILVERADO GOLD MINES LTD.
CONSOLIDATED BALANCE SHEETS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED)                                               As at
                                                                               May 31,    November 30,
                                                                                1999         1998
                                                                           -------------  --------------
<CAPTION>
<S>                                                                        <C>            <C>
Assets
Current Assets
  Cash                                                                     $       1,827  $        --
  Gold inventory                                                                   8,847        23,448
  Accounts receivable                                                              1,690         3,760
                                                                           -------------- --------------
                                                                                  12,364        27,208

Mineral Properties and Development                                             1,600,000     1,600,000

Buildings, Plant and Equipment                                                 3,107,938     3,114,785
  Less accumulated depreciation                                               (1,441,412)   (1,289,883)
                                                                           -------------- -------------
                                                                               1,666,526     1,824,902

Deferred Financing Fees (net of amortization of $180,038: 1998-$161,438)           5,962        24,562
                                                                           -------------- -------------

                                                                           $   3,284,852  $   3,476,672
                                                                           ============== =============


Liabilities and Shareholders' Equity
Current Liabilities
  Bank indebtedness                                                        $        --    $      4,396
  Accounts payable and accrued liabilities                                       942,005       904,568
  Loans payable                                                                  135,000          --
  Mineral claims payable                                                         338,500       342,000
  Convertible debenture                                                        2,000,000     2,000,000
                                                                           -------------- -------------
                                                                               3,415,505     3,250,964
Shareholders' Equity
  Share capital
  Authorized: 100,000,000 common shares
  Issued and outstanding:  May 31, 1999 - 13,916,557 shares                   44,347,955    44,074,920
                           November 30, 1998 - 10,997,890  shares
  Deficit                                                                    (44,478,608)  (43,849,212)
                                                                           -------------- -------------
                                                                                (130,653)      225,708


                                                                           $   3,284,852  $   3,476,672
                                                                           ============== ==============



See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
SILVERADO GOLD MINES LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
AND ACCUMULATED DEFICIT                                                 Six month ended
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED)
                                                                     May 31,         May 31,
                                                                      1999            1998
                                                                ---------------  ---------------
<CAPTION>
<S>                                                             <C>              <C>
Revenue from gold sales .....................................   $       15,859   $       25,542
  Less mining and processing costs ..........................           14,601           26,884
                                                                ---------------  ---------------
Loss from Operations ........................................            1,258           (1,342)

Mineral properties and development expenditures .............          246,316             --

Administrative expenditures .................................          384,338        2,204,745

Loss for the period .........................................         (629,396)      (2,206,087)

Accumulated deficit at beginning of the period ..............      (43,849,212)     (26,910,309)
                                                                ---------------  ---------------

Accumulated deficit at end of the period ....................   $  (44,478,608)  $  (29,116,396)
                                                                ---------------  ---------------

Loss per share ..............................................   $       (0.048   $        (0.27)
                                                                ---------------  ---------------

See accompanying notes to consolidated financial statements.
                                                                      Three Months Ended

                                                                    May 31,          May 31,
                                                                     1999             1998
                                                                ---------------  ---------------

Revenue from gold sales .....................................   $         --     $       11,819
  Less mining and processing costs ..........................             --             10,652
                                                                ---------------  ---------------
Gain (loss) from Operations .................................             --              1,167

Mineral properties and development expenditures .............           71,305             --

Administrative Expenditures .................................          150,212        1,683,069

Loss for the period .........................................         (221,517)      (1,681,902)

Accumulated deficit at beginning of the period ..............      (44,257,091)     (27,434,494)
                                                                ---------------  ---------------

Accumulated deficit at end of the period ....................   $  (44,478,608)  $  (29,116,396)
                                                                ---------------  ---------------

Loss per share ..............................................   $       (0.017)  $        (0.20)
                                                                ---------------  ---------------

See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
SILVERADO GOLD MINES LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED)                                       Six month ended

                                                                            May 31,         May 31,
                                                                             1999            1998
                                                                        ---------------  ---------------
CASH PROVIDED BY (USED FOR):
<CAPTION>
<S>                                                                    <C>               <C>

Operations:
Loss for the year ....................................................  $     (629,396)  $   (2,206,087)
Items not involving cash:
     Employment contract expense ....................................             --            448,315
     Depreciation ...................................................          153,029          243,134
     Amortization of deferred financing fees ........................           18,600           18,600
     Loss on disposal of buildings, plant and equipment .............             --             51,715
  Changes in non-cash operating working capital:
     Decrease (increase) in accounts receivable .....................            2,070           (1,703)
     Decrease in gold inventory .....................................           14,601           24,885
     Increase in prepaid expenses paid to related parties ...........             --           (314,885)
     Decrease in mineral claim payable ..............................           (3,500)            --
     Increase in accounts payable and accrued liabilities ...........           37,437           36,215
                                                                        ---------------  ---------------
                                                                              (407,159)      (1,699,811)

Financing:
     Shares issued for cash .........................................          273,035          258,500
     Decrease in payable to related parties .........................             --            464,041
     Increase in loans payable ......................................          135,000           75,000
     Decrease in capital lease obligation ...........................             --            (91,490)
                                                                        ---------------  ---------------
                                                                               408,035          706,051

Investments:
     Mineral claims and options expenditures, net of recoveries .....             --             61,241
     Deferred exploration and development expenditures ..............             --            317,547
     Proceeds from sale of equipment ................................            5,347          611,300
     Purchases of equipment .........................................             --             (1,220)
                                                                        ---------------  ---------------
                                                                                 5,347          988,868

Increase (decrease) in cash ..........................................           6,223           (4,892)
Cash (bank indebtedness) at beginning of the period ..................          (4,396)          20,914
                                                                        ---------------  ---------------

Cash at end of the period ............................................  $        1,827   $       16,022
                                                                        ===============  ===============


Supplemental cash flow information
     Interest paid ..................................................   $         --     $       80,000
                                                                        ---------------  ---------------
     Issue of shares for purchase of mineral property, a non-cash
     investing activity not reflected in the Statements of Cashflows    $         --     $      384,000
                                                                        ---------------  ---------------

See accompanying notes to consolidated financial statements.
</TABLE>


<PAGE>
SILVERADO GOLD MINES LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(EXPRESSED IN U.S. DOLLARS) (UNAUDITED) MAY 31, 1999


  1. Basis of Presentation

     The  financial  information  at May 31, 1999 and for the three month period
     ended May 31, 1999 and May 31, 1998 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 May 31, 1999 are not necessarily indicative of
     the results to be expected for the full year.

  2. Gold Inventory

     Gold inventory is valued at the lower of weighted average cost or estimated
     net realizable  value.  At May 31, 1999 and May 31, 1998, gold is valued at
     net realizable value.

  3. Mineral Properties and Development

     Mineral  claims  and  options  are  valued  at the  net  realizable  value.
     Exploration  and  development  expenditures  are expensed as incurred.  The
     Company has allowed the French Peak property claims to lapse.

  4. Buildings Plant and Equipment

     Buildings, plant and equipment are stated at cost. Depreciation is provided
     on buildings,  plant and equipment using the straight-line  method based on
     estimated lives of 3 to 20 years.

  5. Accounts Payable

     Accounts  payable and accrued  liabilities  are delineated in the following
     table:

                                      MAY 31,                  NOVEMBER 30,
                                       1999                       1998
                                  --------------              -------------
     Accounts payable             $      519,339              $     561,902
     Accrued interest                    226,666                    146,666
     Accrued reclamation expenses        196,000                    196,000
                                  ==============              =============
                                  $      942,005              $     904,568
                                  ==============              =============

  6. Convertible Debenture

     In July,  1994,  the Company issued a convertible  callable  debenture with
     interest payable at the rate of 8.0% per annum on December 31, and June 30,
     each year.  The debenture 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 $18.57 U.S.  per share ( the  "Conversion  Price").  In  addition,
     conversion of the debenture may be called by the Company  provided that the
     average  trading price of the  Company's  common stock has exceeded 125% of
     the  Conversion  Price  for the  period  of 20  consecutive  trading  days.
     Financing  fees paid related to the  debenture  have been  deferred and are
     being  amortized  on a straight  line basis over the  debenture  term of 60
     months.  The  Company was  granted a deferral  of these  payments  based on
     monthly  progress  updates  until  financing  is in place.  Total  interest
     payable at May 31,  1999,  amounting  to  $226,666  has been  recorded as a
     current liability.

  7. Share Capital

     (a) Common  Shares.  Authorized:  100,000,000  common  shares,  without par
     value.

     (b) Directors Options. The Company has reserved 4,000,000 common shares for
     issuance,  exercisable  until August 14, 2004, in accordance with the terms
     and  conditions  of its December 12,  1994,  Stock Option Plan;  and 48,462
     common  shares for issuance  exercisable  until June 1, 2002, in accordance
     with the terms and  conditions of its June 1, 1992,  Stock Option Plan. The
     Company accounts for stock  compensation  arising from options to directors
     in accordance with APB 25, "Accounting for Stock Issued to Employees".

     (c) Employee Options.  From time to time the Company issues options for the
     purchase  of common  shares to  selected  part  time  independent  contract
     employees as sole  compensation for contracted  services 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  Statement  of  Financial  Standards  No. 123,
     "Accounting  for Stock Based  Compensation".  Under this  statement,  stock
     compensation  cost to contract  employees  is measured at the grant date of
     the stock option based on the value of the award and is recognized over the
     service period.

     (d) Warrants. In connection with the private placement of common shares the
     Company has outstanding on May 31, 1999,  warrants for 55,000 common shares
     exercisable until September,  1999 at an exercise price of $0.17;  warrants
     for 500,000  common  shares  exercisable  until March,  2000 at an exercise
     price of $0.22;  warrants for 556,667 common shares exercisable until June,
     2000 at an exercise  price of $0.07;  warrants  for 866,667  common  shares
     exercisable until December, 2000 at an exercise price of $0.20

     (e) Other Share  Transactions.  The Company has  reserved  107,701  common
     shares  for  issuance  upon  the  potential  conversion  of  a  convertible
     debenture;  and  110,000  common  shares  for  issuance  with  respect to a
     potential purchase of property.

  8. 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.


  9. Litigation

     A former  employee of the Tri-Con  Group has initiated a claim against that
     company  for  wrongful  dismissal/breach  of  contract  in  the  amount  of
     $150,000.  The Company  has been named as a  co-defendant  in the suit.  No
     provision for this litigation has been made in these  financial  statements
     and the amount of the loss,  if any, for this  lawsuit,  would be accounted
     for prospectively.

  10. Subsequent Events

     The Company's  convertible  callable debenture for $2,000,000 with interest
     of  $240,000   vested  on  July  2,  1999.  The  Company  is  currently  in
     negotiations to restructure its obligation.

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

Item 2.              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.


  Six Months 1999 vs. 1998

The Company  continued to engage in limited  exploration  activities  during the
second  quarter of 1999 It received  some  revenue  from sales of existing  gold
inventory, but received most of its cash from issuance of common shares. Current
assets decreased to reflect the decrease in inventory during the quarter,  while
Buildings,  Plant and Equipment  were reduced  reflecting the sale of equipment.
Current  liabilities  increased  as a  function  of an  increase  in  short-term
borrowing.  Administrative expenses were reduced reflecting the reduced level of
activity. Current expenditures on property development amounted to $246,316.


  Liquidity and Capital Resources at May 31, 1998

During the first six  months of 1998 the  Company  received  cash from a private
placement of 800,000 common shares, and from the execution of 2,052,000 warrants
for common  shares  previously  issued.  At May 31,  1999,  the  Company's  cash
position  remained  relatively  unchanged  at  $1,827 as it  continued  to incur
limited expenses.


  Results of Operations


(a) Nolan Gold Project
At the 100% owned Nolan Gold Project in northern Alaska, the Company has resumed
its mining  activities on known gold bearing zones  defined in  exploration  and
development  programs conducted in 1998. The Company has prepared operations for
gold recovery for the third quarter of this year.


(b) Other Properties
The Company continued to maintain its other properties in good standing, pending
further exploration and development, subject to the availability of financing.


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

                           PART II - OTHER INFORMATION

Item 4

None.

Item 5 Other Information.

None.

Item 6 Exhibits and Reports on Form 8-K.

During the  quarter  ended May 31,  1999,  the  Company  filed a Form 8-K on May
3,1999,  for an Item 9 Sales of Equity  Securities  Pursuant to Regulation S. No
financial       statements      were      filed      with      this      report.
-------------------------------------------------------------------------------


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 GOLD MINES LTD.

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