<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                                   (Mark One)
  [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934

                  For quarterly period ended December 31, 2002

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

                 For the transition period from _____ to _______

                        Commission file number: 000-30065

                      INTREPID TECHNOLOGY & RESOURCES, INC.

                            FKA IRON MASK MINING CO.

             (exact name of registrant as specified in its charter)

                                      IDAHO
                                      -----
         (State or other jurisdiction of incorporation or organization)


   501 West Broadway, Suite 200, Idaho Falls, ID            82304
   ---------------------------------------------            -----
     (Address of principal executive offices)             (Zip Code)

       Registrant's telephone number, including area code: (208) 529-5337


Indicate by check mark whether the registrant: (1) has filed all reports
required by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such 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 ___ The number of shares of the
Registrant's Common Stock, as of December 31, 2002: 96,740,210 shares
outstanding of a total 135,000,000 authorized.



<PAGE>
OFFICERS

Dr. Dennis D. Keiser, Chief Executive Officer & President

Dr. Jacob D. Dustin, Vice President, Secretary and Treasurer

DIRECTORS

Dr. Dennis D. Keiser, Chief Executive Officer & President
Chairman of the Board

Dr. Jacob D. Dustin, Vice President, Secretary and Treasurer

Michael F. LaFleur, Board Member

William R. Myers, Board Member

D. Lynn Smith, Board Member

COMMON STOCK

Par value .005
135,000,000 authorized
96,740,210 issued and outstanding at February 14, 2003
Intrepid Technology & Resources, Inc.'s common stock trades on the Bulletin
Board under the symbol IESV.

FINANCIAL REPORTS

A copy of Intrepid Technology & Resources, Inc.'s Financial Reports, filed with
the Securities and Exchange Commission, may be obtained by writing to: Intrepid
Technology & Resources, Inc.
501 West Broadway
Suite 200
Idaho Falls, Idaho 83402
www.intrepid21.com
or at: The Securities and Exchange Commission office, Public Reference Room 450
Fifth Street, N.W., Washington D.C. 20549 or at the SEC web site address
(http:// www.sec.gov)


TRANSFER AGENT

Columbia Stock Transfer Company
PO Box 2196
Coeur d'Alene, Idaho 83816-2196
Phone:  208-664-3544
Fax: 208-664-3543
Email: columbia5183@cs.com

AUDITOR

Balukoff, Lindstrom & Co., P.A.
877 West Main Street, Suite 805
Boise, Idaho 83702
208-344-7150



                                       2
<PAGE>
                                TABLE OF CONTENTS

<Table>
<S>           <C>                                                             <C>
                 PART I - FINANCIAL INFORMATION

    Item 1.   Financial Statements
              Balance Sheets...............................................    4
              Statements of Operations.....................................    5
              Statements of Cash Flows.....................................    6
              Statement of Changes in Shareholders' Equity.................    7
              Notes to Unaudited Financial Statements......................    8

    Item 2.   Management's Discussion and Analysis.........................   13
              Results of Operations........................................   14
              Liquidity....................................................   15
              Capital Requirements.........................................   15

                 PART II - OTHER INFORMATION

    Item 1.   Legal Proceedings............................................   17
    Item 2.   Changes in Securities........................................   17
    Item 3.   Defaults Upon Senior Securities..............................   17
    Item 4.   Submission of Matters to a Vote of Security Holders..........   17
    Item 5.   Other Information............................................   18
    Item 6.   Exhibits and Reports on Form 8-K.............................   18
              Signature Page...............................................   19
</Table>



                                       3
<PAGE>
                      INTREPID TECHNOLOGY & RESOURCES, INC.
                           CONSOLIDATED BALANCE SHEETS

                  ($ IN WHOLE DOLLARS EXCEPT PER SHARE AMOUNTS)


<Table>
<Caption>
                                                                          DECEMBER 31,         June 30,
                                                                              2002               2002
                                                                         --------------     ---------------
                                                                           UNAUDITED            Audited
                                                                         --------------     ---------------
<S>                                                                      <C>                <C>
ASSETS
Current Assets:
   Cash                                                                  $       33,722     $        71,959
   Receivables, net of allowance for doubtful
    accounts of $0 and $0 respectively                                          296,293             289,078
   Other receivables                                                            100,000              99,863
   Other current assets                                                           3,461                  --
                                                                         --------------     ---------------
      Total current assets                                                      433,476             460,900

Equipment, net                                                                   31,780              45,861
Goodwill                                                                        420,168             436,063
Mining rights                                                                 3,273,456           3,273,456
Deferred tax asset                                                              392,934             336,000
Merger costs, net of accumulated amortization of $9,078                         109,700              90,785
                                                                         --------------     ---------------
      Total Assets                                                       $    4,661,514     $     4,643,065
                                                                         ==============     ===============

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Accounts payable                                                      $      235,438     $       133,932
   Accrued liabilities                                                          175,465             185,444
   Deferred compensation                                                        298,032             326,776
   Line of credit                                                               198,910             199,779
   Long term debt - current portion                                              25,403              49,807
                                                                         --------------     ---------------
      Total current liabilities                                                 933,247             895,738

Long term debt                                                                       --              11,252
Commitments and contingencies
Shareholders' equity:
   Common stock, $.005 par value, 135,000,000 authorized, 96,740,210
      and 89,543,609 shares issued and outstanding, respectively                482,375             447,718
   Additional paid-in capital                                                12,051,097          11,983,943
   Notes receivable - shareholders                                              (36,900)            (36,900)
   Treasury stock                                                               (30,000)            (30,000)
   Retained earnings (deficit)                                               (8,738,305)         (8,628,686)
                                                                         --------------     ---------------
      Total shareholders' equity                                              3,728,267           3,736,075
                                                                         --------------     ---------------
Total Liabilities and Shareholders' Equity                               $    4,661,514     $     4,643,065
                                                                         ===============    ===============
</Table>


The accompanying notes are an integral part of these financial statements.



                                       4
<PAGE>
                      INTREPID TECHNOLOGY & RESOURCES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                  ($ IN WHOLE DOLLARS EXCEPT PER SHARE AMOUNTS)

<Table>
<Caption>
                                                     For the Three Months Ended        For the Six Months Ended
                                                            December 31,                      December 31,
                                                        2002            2001             2002             2001
                                                   -------------    -------------    -------------    -------------
                                                     UNAUDITED        UNAUDITED        Unaudited        Unaudited
                                                   -------------    -------------    -------------    -------------
<S>                                                <C>              <C>              <C>              <C>
Revenue                                            $     517,390    $          --    $   1,162,503    $          --
Direct operating costs                                   378,439               --          980,912               --
                                                   -------------    -------------    -------------    -------------
Gross profit                                             138,951               --          181,590               --
Selling, general and administrative expenses              71,705          212,692          333,738          333,207
                                                   -------------    -------------    -------------    -------------

Income (loss) from operations                             67,246         (212,692)        (152,148)        (333,207)

Interest revenue                                              --                1               --                2
Interest expense                                          (7,618)              --          (14,405)              --
                                                   -------------    -------------    -------------    -------------


Net income (loss) before income taxes                     59,628         (212,691)        (166,553)        (333,205)
Provision for income taxes (benefit)                      20,870               --          (56,934)              --
                                                   -------------    -------------    -------------    -------------

Net income (loss)                                  $      38,758    $    (212,691)   $    (109,619)   $    (333,205)
                                                   =============    =============    =============    =============

Net income (loss) to common shareholders           $      38,758    $    (212,691)   $    (109,619)   $    (333,205)
                                                   =============    =============    =============    =============

Basic earnings (loss) per share                    $      .00043    $      (.0089)   $      (.0012)   $      (.0139)
                                                   =============    =============    =============    =============

Diluted earnings per share                         $          --    $          --    $          --    $          --
                                                   =============    =============    =============    =============

Dividends paid per common share                               --               --               --               --
                                                   =============    =============    =============    =============
</Table>


The accompanying notes are an integral part of these financial statements



                                       5

<PAGE>
                      INTREPID TECHNOLOGY & RESOURCES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                  ($ IN WHOLE DOLLARS EXCEPT PER SHARE AMOUNTS)

<Table>
<Caption>
                                                                                     For the six months Ended
                                                                                            December 31,
                                                                                      2002             2001
                                                                                   -----------      -----------
                                                                                    UNAUDITED        Unaudited
                                                                                   -----------      -----------
<S>                                                                                <C>              <C>
Cash flows from operating activities:

     Net income (loss)                                                             $  (109,619)     $  (333,205)
     Adjustments to reconcile net loss to net cash provided by (used by)
operating activities:
        Depreciation                                                                     4,399              343
        Amortization                                                                     9,079               --
        Loss on the sale of assets                                                      11,036
        Expenses in exchange for issuance of common stock                               76,810          353,512
Changes in assets and liabilities:
        Accounts receivable, net                                                        (7,215)              --
        Prepaids and other assets                                                       (3,598)              --
        Deferred tax asset                                                             (56,934)              --
        Accounts payable                                                               101,506          (20,590)
        Accrued liabilities                                                             (9,979)              --
        Deferred compensation                                                          (28,744)              --
                                                                                   -----------       ----------

Net cash provided by (used by) operating activities                                    (13,259)              60

Cash flows from financing activities:
        Increase in merger costs                                                       (27,994)              --
        Common stock proceeds                                                           25,000               --
        Purchase of office equipment                                                    (3,600)              --
        Debenture sales                                                                 10,000               --
        Draw on line of credit                                                            (869)              --
        Payments on notes payable                                                      (27,514)              --
                                                                                   -----------
Net cash provided by financing activities                                              (24,977)              --

Increase (decrease) in cash and cash equivalents                                       (38,237)              60
Cash and cash equivalents at beginning of period                                        71,959               36
                                                                                   -----------      -----------
Cash and cash equivalents at end of period                                         $    33,722      $        96
                                                                                   ===========      ===========

Supplemental disclosures of cash flow information:
        Cash paid during the period for:
        Interest paid                                                              $    14,405      $        --
Non cash investing and financing transactions
        Garnet payable issued for mineral rights                                            --          150,000
        Common stock issued for mineral rights                                              --        3,723,456

        Common stock issued for services, prepaid assets and debt
repayments                                                                              76,840          303,722

</Table>


The accompanying notes are an integral part of these financial statements



                                       6
<PAGE>
                      INTREPID TECHNOLOGY & RESOURCES, INC.
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                    UNAUDITED
                  ($ IN WHOLE DOLLARS EXCEPT PER SHARE AMOUNTS)



<Table>
<Caption>
                                                            ADDITIONAL                                               RETAINED
                                           COMMON            PAID-IN             NOTE            TREASURY            EARNINGS
                                            STOCK            CAPITAL          RECEIVABLE           STOCK             (DEFICIT)
                                       ---------------   ---------------   ---------------    ---------------    ---------------
<S>                                    <C>               <C>               <C>                <C>                <C>
Balance, July 1, 2002                  $       447,718   $    11,983,943   $       (36,900)   $       (30,000)   $    (8,628,686)

Common stock issued for services                 6,014            35,176                --                 --                 --
Net Loss                                            --                --                --                 --           (148,377)
                                       ---------------   ---------------   ---------------    ---------------    ---------------
Balance, September 30, 2002            $       453,732   $    12,019,119   $       (36,900)   $       (30,000)   $    (8,777,063)

Common stock issued for services                28,643            31,978                --                 --                 --
Net Income                                          --                --                --                 --             38,758
                                       ---------------   ---------------   ---------------    ---------------    ---------------
Balance, December 31, 2002             $       482,375   $    12,051,097   $       (36,900)   $       (30,000)   $    (8,738,305)
                                       ===============   ===============   ===============    ===============    ===============
</Table>



The accompanying notes are an integral part of these financial statements



                                       7

<PAGE>
INTREPID TECHNOLOGY & RESOURCES, INC.


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1. BASIS OF PRESENTATION

Pursuant to the rules and regulations of the Securities and Exchange Commission,
the Company has prepared the accompanying unaudited financial statements.
Certain information and footnote disclosures have been condensed or omitted
pursuant to Generally Accepted Accounting Principles ("GAAP"). In the opinion of
management, all adjustments and disclosures necessary for a fair presentation of
these financial statements have been included. These financial statements should
be read in conjunction with the financial statements and notes thereto included
in the Company's 2002 Annual Report on Form 10-KSB for the year ended June 30,
2002, as filed with the Securities and Exchange Commission.

The consolidated financial statements include the accounts of the Company and
its wholly owned subsidiaries. All significant intercompany transactions and
balances have been eliminated in consolidation.


NOTE 2. DESCRIPTION OF BUSINESS

Intrepid Technology and Resources, Inc, ("The Company"), ("an Idaho
Corporation") is a renewable and alternative energy development and operating
company with strengths in management, engineering, science and technology, and
mining. The Company has built management focus in four areas: Science and
Technology Services, Engineering Services, Ethanol Production, and Renewable
Energy and Natural Resources.

Science and Technology Services (a Division) is a collection of nationally
recognized experts in various Scientific and Engineering disciplines that have
consulting arrangements with the Company to provide expert advice on an as
needed basis. Over 200 such experts have made arrangements to consult with the
Company in a host of areas--Nuclear Science, Renewable Energy, Material Science,
Mining, Construction Management, Soil Science, Crop Management, Process
Engineering to name a few. This cadre of experts will significantly enhance our
knowledge base relative to Engineering design contracts, design of Ethanol
facilities, selection of hydropower sites, construction of power plants and
other project activities.

The Engineering Services Division brings together a team of engineers and
construction management personnel to create a true "design-build-operate"
capability. Past projects have utilized our mechanical, electrical, civil, and
environmental registered professional engineers to create world-class designs.
The Company follows the design phase with full project management support
including cost and schedule controls, construction management, and startup
operations to a diverse customer base ranging from the Department of Energy to
small municipalities to the Bureau of Land Management. In less than two years,
the Company has grown to more than 25 employees with estimated annual revenue of
$1.8 million. The engineering and construction management capabilities are now
deployed to offices in Idaho Falls, Idaho; Kennewick, Washington; and Los
Alamos, New Mexico.

Ethanol Production (a Division) is the largest focus area for future business
development. The primary functions of this Division is to site, permit, design,
build and operate, if necessary, Ethanol facilities which will be built in
Southern Idaho and surrounding States. This Division will draw upon the
expertise that resides in both the Science and Technology Services Division and
the Engineering Service Division, which together, with the Program Management
skill of this Division will allow for a complete package of skills necessary to
put in place Ethanol facilities around Idaho and the West.

Renewable Energy and Natural Resources (a Division) is similar in function to
the Ethanol Production Division except that it is focused on Renewable Energy
and Natural Resources as future business development activities. Renewable
Energy activities such as Hydropower, Wind Energy, Geothermal, and energy from
Industrial and animal waste are evaluated. Additionally, this Division has
responsibilities for development of the Company's mineral resources (Gold and
Diatomaceous Earth). Individuals from the



                                       8
<PAGE>
Services Divisions are drawn upon to provide the necessary talents required to
allow this Division to function.

Development Activities. The primary purpose of the Company is to obtain, permit
and develop favorable properties for alternative/renewable energy production and
provide the associated engineering design and construction management services
required to support the construction and operation of the related facilities.
Secondarily, the Company will continue to expand its engineering services "work
for others" base to generate additional revenue to augment working capital
requirements in support of its alternative and renewable energy efforts. The
realization of profits are dependent upon successful execution of that business
model and inducing larger companies or private investors to purchase these
"turn-key" alternative/renewable energy generation/production facilities;
increasing the number and value of "work for others" services contracts; and the
sale of mineral assets.


NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation - The accompanying financial statements are prepared
on a consolidated basis. The consolidated financial statements include the
accounts of the Company after the elimination of all significant inter-company
balances and transactions. The Company's fiscal year-end is June 30.

Reclassification - Certain reclassifications have been made to prior year
financial statements to conform to the current year presentation.

Cash and Cash Equivalents - For the purpose of the statement of cash flows, the
Company considers all highly liquid debt instruments with maturity of three
months or less to be cash equivalents.

Notes Payable - The Company has various notes payable to individuals, officers,
and board of directors. The Company has incurred additional expenses with
outside consultants and has paid a portion of those obligations with the
issuance of common stock under the rules provided for S-8 issuances.

Revenue Recognition - The Company's revenue is derived mainly from contracts for
its engineering consulting and other services. Revenue from these contracts is
recognized as services are performed. The Company has recorded unbilled revenue
for work performed but not billed as of December 31, 2002.

Equipment - Property and equipment are recorded at cost and depreciated on
straight-line method over estimated useful lives. Replacements and major repairs
of property and equipment are capitalized and retirements are made when the
useful life has been exhausted. Minor components and parts are charged to
expense as incurred.

Commitments - The Company has various commitments for notes payable to
shareholders and officers of the Company, a banking line of credit with US Bank,
all of which the Company believes it has properly accounted for or has made
proper accruals to meet these obligations in the future.

Notes Receivable - As of December 31, 2002, the Company had notes receivable
totaling $36,900. The notes are from employees:

     Gary Mecham           $6,900
     David Roth            $6,900
     Scott Francis         $6,900
     Don Dustin            $6,900
     Shaun Dustin          $6,900
     Lynn Higgins          $2,400

Going Concern Contingency - The Company was profitable in the second quarter of
fiscal year 2003 ending December 31, 2002 but incurred significant losses during
the first quarter of 2003, ending September 30, 2002 and for the year ended June
30, 2002 due primarily to the write down of mining rights, goodwill and
extensive general and administration costs as a result of the merger activities.
The Company's ability to continue as a Going Concern is dependent on ongoing
operations, obtaining



                                       9
<PAGE>
additional financing and development or sale of the existing mining rights.
Management has obtained additional engineering contracts. Management is in the
process of obtaining additional financing and is attempting to either sell or
develop the mining rights. However, there can be no assurance that these plans
will be successful.

Use of Estimates - The preparation of financial statements in conformity with
Generally Accepted Accounting Principles (GAAP) requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements as well as the reported amounts of revenue and
expenses during the reporting period. The Company used significant estimates in
the accompanying consolidated financial statements primarily related to the
valuation of mining rights. It is reasonably possible that these estimates may
change from time to time and actual results could differ from those estimates.

Credit Risk Concentration - The Company maintains most of its cash with US Bank
in Idaho Falls, Idaho. Substantially all of the cash balances are insured and
are not collateral for other obligations. Concentrations of credit risk with
respect to accounts receivable are believed to be limited due to the number,
diversification and character of the obligors and the Company's credit
evaluation process. Typically, the Company has not required customers to provide
collateral for such obligations.

Income Taxes - Income taxes are provided for the tax effects of transactions
reported in the financial statements and consist of taxes currently due plus
deferred taxes related primarily to differences between financial and income tax
reporting as follows:

1. The basis of property, plant and equipment, for financial reporting exceeds
its tax basis by the amount of accelerated depreciation recorded for tax
purposes in excess of straight-line and other depreciation recorded for book
purposes.

Deferred tax assets and liabilities represent the future tax return consequences
of those differences, which will either be taxable or deductible when the assets
and liabilities are recovered or settled.


NOTE 4. EARNING PER COMMON SHARE

Basic earnings per share are computed based on net income and the weighted
average number of common shares outstanding. The Company does not have any
securities that would cause diluted earnings per share.

<Table>
<Caption>
                                             (000's except per share amounts)         (000's except per share amounts)
                                              Three Months Ended December 31,           Six Months Ended December 31,
                                           -----------------------------------      ------------------------------------
                                                 2002                2001                2002                 2001
                                           ---------------     ---------------      ---------------      ---------------
<S>                                        <C>                 <C>                  <C>                  <C>
Net income / (loss)                        $            38     $          (213)     $          (110)     $          (333)

Weighted average shares outstanding-
    Common shares                               90,100,530          24,102,800           90,539,207           24,102,800

Basic earnings per share                   $        .00043     $        (.0089)     $        (.0012)     $        (.0139)
                                           ===============     ===============      ===============      ===============
Diluted earnings per share                 $            --     $            --      $            --      $            --
                                           ===============     ===============      ===============      ===============
</Table>




                                       10
<PAGE>
NOTE 5. OPERATING SEGMENTS

The Company operates with two segments, Engineering Services and Operations
Divisions. These segments have been determined by evaluating the Company's
internal reporting structure and nature of services offered. The Engineering
Services Division provides project and task-oriented, highly experienced
professionally registered staff providing expertise across a broad range of
engineering disciplines and covering all phases of project planning, design,
management and execution. The Operations Division is charged with alternative
and renewable energy facility development and operations as well as the
development and management of the Company's mineral assets.

Inter-company transactions have been eliminated from the segment information and
are not significant between segments.

Summarized financial information concerning the Company's reportable segments is
shown in the following table:

<Table>
<Caption>
REPORTED IN $(000)
DECEMBER 31, 2002             Engineering          Mining
                               Services          Operations           Total
                             -------------      -------------     -------------
<S>                          <C>                <C>               <C>
Revenue                      $       1,163      $          --     $       1,163
Direct costs                          (981)                --              (981)
Gross profit                           182                 --               182
SG&A                                  (334)                --              (334)
Write down of assets                    --                 --                --
Other                                  (14)                --               (14)
Income taxes                            57                 --                57
Net loss                              (110)                --              (110)
                             -------------      -------------     -------------
Total assets                 $       1,383      $       3,279     $       4,662
                             =============      =============     =============
</Table>

<Table>
<Caption>
REPORTED IN $(000)
DECEMBER 31, 2001             Engineering           Mining
                                Services          Operations          Total
                             -------------      -------------     -------------
<S>                          <C>                <C>               <C>
Revenue                      $          --      $          --     $          --
Direct costs                            --                 --                --
Gross profit                            --                 --                --
SG&A                                    --               (333)             (333)
Other                                   --                 --                --
Income taxes                            --                 --                --
Net loss                                --               (333)             (333)
                             -------------      -------------     -------------
Total assets                 $          --      $       3,996     $       3,996
                             =============      =============     =============
</Table>


NOTE 7. EQUIPMENT.

Equipment consists of the following as of December 31, 2002:

<Table>
<S>                                                    <C>
Computers and software                                 $     28,902
Furniture                                                    15,488
Other Equipment                                               1,526
Vehicles                                                      3,000
                                                       ------------
         Subtotal                                            48,916
Less accumulated depreciation                               (17,136)
                                                       ------------
         Total Equipment, net                          $     31,780
                                                       ============
</Table>



                                       11
<PAGE>
NOTE 8. LINE OF CREDIT.

Revolving Line of Credit - As of December 31, 2002 the Company has an available
line of credit of $200,000 of which $198,910 was outstanding. The line of credit
bears interest at the prime rate plus two percent and expires March 29, 2003.
The credit is secured by all business assets and personally guaranteed by the
principals of the Company. The following employees of the Company have given
unlimited personal guarantees of the line of credit: Donald Kenoyer (Vice
President), Jacob Dustin (Vice President), S. Scott Francis, Gary Mecham, and
David Roth. As of December 31, 2002 the line of credit was in good standing.

Shareholder Notes - The shareholders who are also officers, employees or
directors and have personally lent money to the Company are Mr. Kenoyer ($9,600)
and Dr. Dustin ($18,582). The notes are unsecured demand notes that accrue
interest at an annual rate of 10 percent. It is not anticipated by the Company
that the notes will be called in the next year.


NOTE 9. OPERATING LEASES

The Company leases space in Idaho Falls, Idaho; Missoula, Montana; and
Kennewick, Washington. The Idaho Falls lease is at a monthly rate of $5,210, the
Kennewick lease is at a monthly rate of $1,050 and expires March 31, 2003. The
Idaho Falls lease term expires May 30, 2005.

Rent expense for quarter ended December 31, 2002 was:  $     18,305
                                                       ============

Rental expense for the lease terms are as follows:

              FY2003                                   $     61,329
              FY2004                                         64,171
              FY2005                                         67,012
                                                       ------------
              Total                                    $    192,512
                                                       ============

NOTE 10. INTANGIBLE ASSETS

Intangible assets include the following items: Goodwill recognized on
acquisition of Florite, Inc., by the Company of $15,895. This goodwill was
initially amortized on a straight-line basis over a 15-year period. As required
by Statement of Financial Accounting Standards 142 goodwill is no longer
amortized as of January 1, 2002, but evaluated on an annual basis and written
down if a significant impairment occurs. During the second quarter the Company
returned all assets and associated debt back to the original owners of Flourite,
Inc. in exchange for the forgiveness of the note to Flourite Inc. owners. As a
result of the transaction the goodwill of $15,895 was written off.

As of March 25, 2002 goodwill recognized on the acquisition of Intrepid
Engineering Services and Western Technology Management Inc., was approximately
$6,364,000, the amount in excess of the fair value of the assets received was
recorded based on the share price and the number of shares issued. Management
evaluated the fair value of the underlying assets and determined the majority of
the goodwill related to research and development and wrote down the goodwill by
approximately $5,944,000. This amount has been included in the write down of
assets line item in the statement of operations for the 4th quarter ending June
30, 2002.

Mineral rights valued at $3,273,456 were purchased in exchange for common stock
of the Company. No amortization is currently expensed since extraction of the
minerals has not started. Once extraction begins the rights will be amortized on
the depletion method based on the estimated amount of ore reserves.

As a result of the merger of the Company with Intrepid Engineering Services and
Western Technology Management, the Company incurred costs of approximately
$119,000. These costs are being amortized over a 60-month period.





                                       12

<PAGE>
NOTE 11. TREASURY STOCK

As part of the merger agreement on March 25, 2002 six million shares of common
stock were issued to the Company for future sales to investors. These shares are
recorded and shown as treasury stock until such stock is sold.

NOTE 12. CONTINGENT LIABILITY AND OTHER MINERAL RIGHTS

The Company entered into an agreement for the purchase of other various mineral
rights for the price of $3,273,456 to be paid by the issuance of 16,367,280
shares of common stock of the Company, with a deemed value of $0.20 per share,
subject to adjustment. Per the agreement "If, within one (1) year after the
execution of this agreement the publicly traded shares of Iron Mask are not
trading at $0.20 or more per share the high price for the public sale of such
shares on the anniversary date of the Agreement shall become the deemed value
per share. Additional shares of the common stock of Iron Mask will be issued to
the end that the total number of shares on the date of this Agreement, shall
equal $3,273,456. As of December 31, 2002, the one-year date had been extended
to December 23, 2003.

The Company entered into an agreement for the purchase of the Lead King Lode
mining claim and the Henry Grant and James Hartford Lode mining claim for the
price of $150,000 to be paid within 30 days of the date of the agreement, August
23, 2001. The agreement was subsequently modified to an option to purchase on
March 18, 2002. The option exercise date was set at June 30, 2002 for $150,000
payable by August 25, 2002. On June 28, 2002, the Board of Directors voted to
let the option expire without action.


NOTE 13. NEW ACCOUNTING PRONOUNCEMENTS

In April 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards 145, Rescission of FASB Statements No. 4, 44, and
64, Amendment of FASB Statement No. 13, and Technical Corrections. FAS 145 is
effective immediately and is not expected to have a material effect upon the
Company.

In June 2002, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards 146, Accounting for Costs Associated with Exit or
Disposal Activities. FAS 146 modifies previous guidance on the accounting and
reporting for costs associated with exit or disposal activities. FAS 146 is
effective for exit or disposals activities that are initiated after December 31,
2002. The company does not expect FAS 146 to have a material effect on the
financial statements.

In December 2002 the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards Statement No. 148 Accounting for Stock-Based
Compensation--Transition and Disclosure--an amendment of FASB Statement No. 123.
Statement 148 is effective for years ending after December 15, 2002 and for
quarters beginning after December 15, 2002 and only affects future disclosures.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The following discussion contains forward-looking statements that involve known
and unknown risks and uncertainties which may cause actual results in future
periods to differ materially from those indicated herein as a result of a number
of factors, including, but not limited to, those set forth under "Factors That
May Affect Future Results," Notes to the Consolidated Financial Statements, Part
I, Item 1., Legal Proceedings, and the discussion below. When the Company uses
words like "may," "believes," "expects," "anticipates," "should," "estimate,"
"project," "plan," their opposites and similar expressions, the Company is
making forward-looking statements. These expressions are most often used in
statements relating to business plans, strategies, anticipated benefits or
projections about the anticipated revenues, earnings or other aspects of our
operating results. We make these statements in an effort to keep stockholders
and the public informed about our business and have based them on our current
expectations about future events.




                                       13
<PAGE>
Such statements should be viewed with caution. These statements are not
guarantees of future performance or events. As noted elsewhere in this report,
all phases of our business are subject to uncertainties, risks and other
influences, many of which the Company has no control over. Additionally, any of
these factors, either alone or taken together, could have a material adverse
effect on the Company and could change whether any forward-looking statement
ultimately turns out to be true. The Company undertakes no obligation to
publicly release updates or revisions to these statements. The following
discussion should be read in conjunction with audited consolidated financial
statements and the notes filed thereto on Form 10-KSB with the U.S. Securities
and Exchange Commission for the year ending June 30, 2002.


RESULTS OF OPERATIONS

REVENUE

Revenue for the second quarter of the 2003 fiscal year ended December 31, 2002
decreased slightly to $517,390 compared to $645,113 for the first quarter of
2003, which ended September 30, 2002. The total revenue performance for the
three and six months ended December 31, 2002 of $517,390 and $1,162,503 is an
increase compared to $0 for both the three and six months ended December 31,
2001. This increase was the result of the merger and the engineering services
contracts performed in the first six months of fiscal year 2003.

Throughout calendar year 2002, the Company has managed an engineering services
agreement with Idaho National Engineering and Environmental Laboratory ("INEEL")
at Idaho Falls, Idaho, which constituted the majority of the Company's revenue.
In 2002, the Company's other primary customers were: Fluor Federal Services,
Inc., Duratek, Argonne National Laboratory West, the Bureau of Land Management
and the State of Idaho. INEEL and Fluor Federal Services, Inc., each provided
more than ten percent of the total revenue recognized by the Company.

DIRECT OPERATING COSTS

Direct operating costs for the quarters ending December 31, 2002 and September
30, 2002, were $378,439 and $980,913 respectively and the Company had no direct
operating costs for the same quarters ended in 2001. These direct operating
costs for the quarters ended December 31, 2002 were a result of the engineering
contracts, and since there was no revenue for the quarters ended December 31,
2001, there were no operating costs.

GROSS PROFIT

The Company had gross profit of $138,951 and $181,590 for the three and six
months ended December 31, 2002, compared to $0 for the same period ended
December 31, 2001.

GENERAL SELLING AND ADMINISTRATIVE EXPENSES

For the three months ended December 31, 2002 general selling and administrative
expenses were $71,705 compared to $212,692 for the same quarter ended December
31, 2001. This 67% decrease in general selling and administrative expenses was
the result of the forgiveness of certain accounts payable or the reduced amount
of accounts payable due to negotiated settlements with certain vendors and
reduced legal and consulting fees previously incurred for the merger and other
cost cutting measures. For the six months ended December 31, 2002, the Company
had general selling and administrative expenses of $333,738, or a .0167%
increase over the $333,207 for the same period ended December 31, 2001. The
Company was encumbered with a large amount of general selling and administrative
expenses for settlement of the merger. These merger costs included attorney
fees, consultant and accounting fees and certain surveys and




                                       14
<PAGE>
assessments. The greater majority of these merger costs have now been paid and
settled and the Company expects the future general selling and administrative
expenses to be related to current business.

INTEREST REVENUE

The Company had no interest revenue for the three and six months ended December
31, 2002 and had $1.00 and $2.00 respectively for the three and six months ended
December 31, 2001.

INTEREST EXPENSE

For the three months ended December 31, 2002 the Company had interest expense of
$7,618 compared to $0 for the same period ending December 31, 2001. For the six
months ended December 31, 2002 the Company had interest expense of $14,405
compared to $0 for the same period ending December 31, 2001. The interest
expense was for interest paid on the bank line of credit and 10% interest
accrued on notes payable to officers and directors of the Company.

INCOME TAXES

The effective tax rate is different from the statutory rate as a result of the
NOL carryforwards, amount of losses not deductible and the change valuation
allowance taken against the deferred tax asset. The net operating loss carry
forward of approximately $1,600,000 at December 31, 2002, begins to expire in
the year 2019. The amount of net operating loss carry forward expires $7,000 in
2019, $89,000 in 2020, $77,000 in 2021 and 1,504,000 in 2022. The Company is
reflecting an income tax benefit at December 31, 2002 of 34.2% or approximately
$57,000 on a net loss before income taxes of $166,553. No income tax benefit was
recognized for the same period ended December 31, 2001, with a net loss of
$333,205.

NET INCOME (LOSS)

For the three months ended December 31, 2002 the Company had a net income of
$38,758 compared to a net loss of $212,691 for the same three-month period ended
December 31, 2001. The main reason the Company was profitable in the second
quarter of 2002 was because of the forgiveness of deferred compensation by
employees of the Company. For the six months ended December 31, 2002 the Company
has a net loss of $109,619 compared to $333,205 for the same period ended
December 31, 2001. In 2002, the majority of the loss was attributed to the
ongoing merger costs and heavy general and administrative costs, which totaled
$262,033. The Company believes that with the majority of these merger costs and
assets now written down and absorbed losses, the future will provide a more
positive opportunity to generate revenue and cash flow and be profitable.

CAPITAL RESOURCES AND LIQUIDITY

The Company will make reasonable efforts to meet cash flow demands from ongoing
operations however, the Company believes that it will be necessary to supplement
the cash flow from operations with the use of outside resources such as bank
borrowings on the line of credit, additional loans, and possibly investment
capital by issuance of debenture notes and preferred stock. As of December 31,
2002, the Company had a working capital of deficit of $499,771 compared to a
deficit of $434,838 for the previous year ending June 30, 2002. The current
ratio at December 31, 2002 was: 46:1 and .51:1 at June 30, 2002. This increase
in the deficit in working capital can be attributed to a) cumulative impact of
employee summer vacations (i.e. reduction in "invoiceable" hours results in
corresponding reduced revenue to offset accumulating debt during this period);
b) costs associated with preparation of major engineering design/services
proposal that required the services of an outside consultant; and c) additional
legal and auditing costs related to preparation of the FY 2002 annual audit and
SEC Form 10-KSB (a result of consolidating the financials of the three companies
involved in the March 2002 merger). The Company has had ongoing
capital-intensive engineering projects and continues to search for new
investment capital through private preferred stock and debenture bonds to fund
the start up of alternative energy projects. The Company believes that with new
contracts, and prospects for bringing on line these alternative energy projects
that its current efforts for





                                       15
<PAGE>
borrowing it will be able to meet obligations as they become due. The Company is
also taking active measures to speed up the collection of its current accounts
receivable, while no receivables appear to be uncollectible.

The Company has an available line of credit of $200,000 of which $198,910 was
outstanding at December 31, 2002. The line of credit bears interest at the prime
rate plus two percent and expires March 29, 2003. The credit is secured by all
business assets and personally guaranteed by the principals of the Company. As
of December 31, 2002, the line of credit was in good standing. The Company also
has shareholder notes payable from certain officers, employees or directors. The
notes are unsecured demand notes. It is not anticipated by the Company that the
notes will be called in the next year. The following are shareholder creditors
to the company: The loans from Mr. Kenoyer of $9,600 and Mr. Dustin of $18,582
accrue interest at an annual rate of 10 percent payable on demand.

In September 2002, the Company entered into an agreement with, a capital
investment company that has encouraged outside investors to invest in the
Company through the issuance of debenture notes. These notes are to be in
$10,000 denomination and have certain conversion rights for common stock of the
Company if the Company has not fulfilled the repayment obligation by March 2003.
The funds derived from the debenture notes are to be used for repayment of some
current obligations, but will mainly be used for the start-up of new capital
intensive projects like that of ethanol manufacturing and possibly alternative
energy source contracts. At the date of this filing there has been one issuance
of a $10,000 debenture note.

Access to Capital - Over the next twelve months the Company believes that it
will be necessary to supplement the cash flow from operations with the use of
outside resources such as bank borrowings on the line of credit, additional
loans, and possibly investment capital by issuance of debenture notes or
preferred stock. In addition to these efforts to provide working capital for the
Company, it may sell its owned mineral rights in Garnett, Montana for gold
assets only. An independent licensed geological report verifies 455,000 ounces
of recoverable gold. It is believed that this ready asset could also shore up
potential borrowing opportunities. The Company will consider reasonable offers
to sell these mineral rights in Garnett, Montana and also rights to the
Diatomaceous Earth (DE) Asset in southern Idaho.

According to Industrial Minerals Association, the demand for diatomaceous earth
used for filtering consumption liquids such as beer and soft drinks is growing
at a rate of three to four percent per year. The Company feels that the nature
of this Southwestern Idaho deposit presents quite an opportunity to either
pursue new product development or to sell this asset and provide working capital
for the ethanol production, and hydroelectric projects it continues to focus on.

Material Commitments for Capital Expenditures - The Company has no outstanding
commitments at this time, though anticipates purchase of engineering design
hardware and software, additional computers, and office furniture to expand its
operations. The Company also intends to purchase a proprietary process design
for ethanol production, and continues to study certain potential acquisitions of
a hydroelectric development company. Negotiations regarding hydroelectric
acquisitions have not been completed and, therefore, no commitments have been
made at this point. Source of funding for office-related expenses will come from
ongoing operations generated by engineering services. The source of funding for
proprietary design and potential acquisitions will be made by outside capital
resources.

Seasonal Changes - The Company's operating revenue is generally not affected by
seasonal changes nor is it lower in the winter months, nor increases in the
warmer summer months.



                                       16
<PAGE>
                           PART II OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS.

None

ITEM 2. CHANGES IN SECURITIES.

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Company held its Annual Meeting of Stockholders on December 6, 2002. On the
record date of October 11, 2002 there were 91,473,184 shares of common voting
stock. At the meeting, D. Lynn Smith, William R. Myers, Michael F. LaFleur,
Dennis D. Keiser, and Jacob D. Dustin were elected to serve as directors of the
Company for the next year, the 2003 Stock Option Plan was approved, and the
appointment of Balukoff, Lindstrom & Co., P.A. as independent public accountants
for the year ending June 30, 2003 was ratified.

The voting on such items was as follows:

Election of Directors

<Table>
<Caption>
DIRECTOR'S NAME                       FOR             AGAINST        WITHHELD AUTHORITY
---------------                   ----------         ---------       ------------------
<S>                               <C>                <C>             <C>
Dennis D. Keiser                  63,146,966         5,924,919              273,217
Jacob D. Dustin                   69,345,102                              5,651,702
Michael F. LaFleur                69,345,102                              5,651,702
William R. Myers                  69,345,102                              5,651,702
D. Lynn Smith                     69,345,102                              5,651,702
</Table>

More than 76.9% of all votes were in favor of the elected directors.


(2) The proposal to approve the 2003 Stock Option Plan:

<Table>
<Caption>
            FOR                       AGAINST              WITHHELD AUTHORITY
        ----------                  ----------             ------------------
<S>                                 <C>                    <C>
        49,320,079                  25,640,391                   36,344
</Table>


(3) Ratify Appointment of Independent Auditors of Balukoff, Lindstrom & Co.,
    P.A.

<Table>
<Caption>
            FOR                       AGAINST              WITHHELD AUTHORITY
        ----------                  ----------             ------------------
<S>                                 <C>                    <C>
        74,916,804                    50,000                     30,000
</Table>



                                       17
<PAGE>
ITEM 5. OTHER INFORMATION.

None

ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

    (a)   Financial Statements, Schedules and Exhibits

    (b)   Two exhibits are filed as part of this report.

    (c)   The Company filed no reports on Form 8-K in the second quarter of 2003

          1. Exhibits

<Table>
<Caption>
Exhibit                                                                              Incorporated by Reference from
  No.                       Description                                                       Registrant's
-------                     -----------                                           -------------------------------------
<S>         <C>                                                                   <C>
    3.1     Articles of Incorporation.                                            Form 10SB Registration March 22, 2000

    3.2     Bylaws.                                                               Form 10SB Registration March 22, 2000

    3.3     Amended Articles of Incorporation.                                    Form 10SB Registration March 22, 2000

    3.4     Amended Articles of Incorporation.                                    Form 10SB Registration March 22, 2000

    4.1     Specimen Stock Certificate.                                           Form 10SB Registration March 22, 2000

   10.1     Yellow Pines Resources Agreement.                                     Form 10SB Registration March 22, 2000

   10.2     American Diatomite Agreement.                                         Form 10SB Registration March 22, 2000

   10.3     American Diatomite Agreement.                                         Form 10-KSB October 20, 2000

   10.4     Agreement to Sell and Purchase Mineral Reserves, Real
            Property and Shares of Common Stock                                   Form 10-KSB October 15, 2001

   10.5     Addendum to Agreement to Sell and Purchase Mineral Reserves,
            Real Property and Shares of Common Stock                              Form 10-KSB October 15, 2001

   99.1     Certification pursuant to Sarbanes-Oxley Act by Chairman and Chief
            Executive Officer

   99.2     Certification pursuant to Sarbanes-Oxley Act by Vice-President,
            Secretary and Treasurer
</Table>


REPORTS ON FORM 8-K

<Table>
<S>         <C>                                                                   <C>
   10.6     Iron Mask Mining Company merger agreement with Intrepid
            Engineering Company and Western Technology and Management, Inc.       Form 8-K April 8, 2002

            Intrepid Technology and Resources, Inc. change of certifying
            accountants                                                           Form 8-K May 24, 2002

            Amendment to report pro forma financial information on merger
            filed on Form 8-K April 8, 2002                                       Form 8-K/A June 11, 2002

            Amendment, Item 7. Letter from accountant and Company
            correspondence                                                        Form 8-K/A June 20, 2002

            Resignation of Registrant's Directors and change in management        Form 8-K July 8, 2002

            Resignation of Registrant's Directors                                 Form 8-K August 21, 2002

            Amendment to Form 8-K filed on May 24, 2002 for change of
            certifying accountants. Correction letter of predecessor accountant.  Form 8-K/A September 10, 2002

            Election of Lynn Smith to the Board of Directors and Chairman
            of the Audit Committee                                                Form 8-K September 13, 2002

            Letters of Notice to Cure a Default whereby a deed was not
            transferred for mineral rights purchased in the Iron Mask Mining
            Company merger                                                        Form 8-K February 6, 2003

</Table>



                                       18
<PAGE>
SIGNATURES

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.


                                     INTREPID TECHNOLOGY & RESOURCES, INC.
                                                 (Registrant)


Date: February 14, 2003              By: /s/ Dr. Dennis D. Keiser,
                                         ---------------------------------------
                                             Chief Executive Officer & President



Date: February 14, 2003              By: /s/ Dr. Jacob D. Dustin,
                                         --------------------------------------
                                             Vice President, Secretary, and
                                             Treasurer




                                       19
<PAGE>
                                  CERTIFICATION


I, Dr. Dennis D. Keiser, President and Chief Executive Officer of Intrepid
Technology & Resources, Inc., (the "Company"), certify that:


1. I have reviewed this quarterly report on Form 10-QSB of Intrepid Technology &
Resources, Inc;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


Dated: February 13, 2003


/s/ Dr. Dennis D. Keiser

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

Dennis D. Keiser

President and Chief Executive Officer



                                       20
<PAGE>
                                  CERTIFICATION


I, Dr. Jacob D. Dustin, Vice President, Secretary, and Treasurer of Intrepid
Technology & Resources Inc., (the "Company"), certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Intrepid Technology &
Resources, Inc;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):

a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


Dated: February 13, 2003


/s/ Dr. Jacob D. Dustin

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

Jacob D. Dustin

Vice President, Secretary, and Treasurer





                                       21
<PAGE>
                               INDEX TO EXHIBITS

<Table>
<Caption>
Exhibit                                                                              Incorporated by Reference from
   No.                      Description                                                       Registrant's
-------                     -----------                                           -------------------------------------
<S>         <C>                                                                   <C>
    3.1     Articles of Incorporation.                                            Form 10SB Registration March 22, 2000

    3.2     Bylaws.                                                               Form 10SB Registration March 22, 2000

    3.3     Amended Articles of Incorporation.                                    Form 10SB Registration March 22, 2000

    3.4     Amended Articles of Incorporation.                                    Form 10SB Registration March 22, 2000

    4.1     Specimen Stock Certificate.                                           Form 10SB Registration March 22, 2000

   10.1     Yellow Pines Resources Agreement.                                     Form 10SB Registration March 22, 2000

   10.2     American Diatomite Agreement.                                         Form 10SB Registration March 22, 2000

   10.3     American Diatomite Agreement.                                         Form 10-KSB October 20, 2000

   10.4     Agreement to Sell and Purchase Mineral Reserves, Real
            Property and Shares of Common Stock                                   Form 10-KSB October 15, 2001

   10.5     Addendum to Agreement to Sell and Purchase Mineral Reserves,
            Real Property and Shares of Common Stock                              Form 10-KSB October 15, 2001

   99.1     Certification pursuant to Sarbanes-Oxley Act by Chairman and Chief
            Executive Officer

   99.2     Certification pursuant to Sarbanes-Oxley Act by Vice-President,
            Secretary and Treasurer
</Table>




                                       22