U. S. Securities and Exchange Commission
                         Washington, D. C.  20549

                              FORM 10-KSB

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

     For the fiscal year ended December 31, 2003
                               -----------------

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

     For the transition period from               to
                                    -------------    -------------

                        Commission File No.  0-17106
                                             -------

                          LKA INTERNATIONAL, INC.
                          -----------------------
              (Name of Small Business Issuer in its Charter)

        DELAWARE                                         91-1428250
        --------                                         ----------
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                      Identification No.)

                           3724 47th Street Ct. N.W.
                         Gig Harbor, Washington 98335
                         ----------------------------
                   (Address of Principal Executive Offices)

                  Issuer's Telephone Number:  (253) 851-7486


Securities Registered under Section 12(b) of the Exchange Act:   None.
Name of Each Exchange on Which Registered:                       None.
Securities Registered under Section 12(g) of the Exchange Act:   Common stock.

     Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

     (1)   Yes  X      No           (2)  Yes  X    No
               ---      ---                  ---      ---

     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.  [ ]

     State Issuer's revenues for its most recent fiscal year:   December 31,
2003 - $293,270.

<PAGE>

     State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which the
common equity was sold, or the average bid and asked price of such common
equity, as of a specified date within the past 60 days.

     March 23, 2004 - $4,707.  There are approximately 4,706,778 shares of
common voting stock of the Company held by non-affiliates.  There is no
"established trading market" for the Company's securities, so these shares
have been arbitrarily valued at par value of $0.001 per share.

               (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                       DURING THE PAST FIVE YEARS)

     Not applicable.

     Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court.   Yes     No
                                                       ---    ---

                 (APPLICABLE ONLY TO CORPORATE ISSUERS)

     State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:

                             March 19, 2004

                               5,281,456

                    DOCUMENTS INCORPORATED BY REFERENCE

     A description of "Documents Incorporated by Reference" is contained in
Part III, Item 13 of this Annual Report.

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---

<PAGE>
                                  PART I

Item 1.  Description of Business.
         ------------------------

     Organization and Public Offering.
     ---------------------------------

     For a discussion of the organization of LKA International, Inc. (referred
to as "LKA," the "Company," "we," "us," "our" or words of similar import in
this Annual Report), see our Annual Report on Form 10-KSB for the calendar
year ended December 31, 2003, which was filed with the Securities and Exchange
Commission on April 3, 2003, and which is incorporated herein by reference.
See the Exhibit Index, Part III, Item 13 of this Report.

     Business Development.
     ---------------------

     LKA owns certain real and personal property interests including patented
and unpatented mining claims, water rights, buildings, fixtures, improvements,
equipment, and permits situated in Lake City, Colorado, which are described
below.  LKA's activities associated with these properties have been sporadic
since they were acquired in December, 1982.  One of these properties, the
Golden Wonder mine, has been producing gold ore in commercial quantities
steadily since 1998.

          The Lake City, Colorado Properties.
          -----------------------------------

     The Ute-Ule silver mine and milling facility and the Golden Wonder gold
mine (respectively, the "Ute-Ule Property" and the "Golden Wonder Property"
or, collectively, the "Properties"), consist of certain patented and
unpatented mining claims located in Hinsdale County, Colorado.  In December,
1982, our predecessor, LKA Holdings, Inc., a Utah corporation ("LKA Utah")
acquired a 51% interest in the Properties from Lake City Mines, Inc., a
Colorado corporation ("Lake City Mines"), which retained the remaining
49% interest.  Immediately after the acquisition, LKA Utah assigned 90% of its
interest in the future proceeds that it had the right to receive from the
Properties to Caldera Partners Limited Partnership, a Washington limited
partnership ("Caldera") in return for approximately $1.6 million, which LKA
used to develop the Properties.  As a result, Caldera owned a 45.9% interest
in the future proceeds that LKA Utah had the right to receive on the
Properties.  LKA's President, Kye A. Abraham, is Caldera's Managing Partner.

     From 1983 through 1985, LKA Utah conducted exploration, development and
limited production activities at the Golden Wonder mine.  Additionally, it
renovated the 100 ton-per-day flotation mill located on the Ute-Ule Property
and completed a five-month pilot production program resulting in the sale of
approximately $590,000 of gold concentrates to ASARCO.  LKA Utah was forced to
discontinue its operations in early 1985 due to depressed gold prices, and it
was merged into LKA in August, 1988.

     On December 15, 1993, through our newly-formed subsidiary, LKA
International, Inc., a Nevada corporation ("LKA Nevada"), we acquired Lake
City Mines' interests in the Properties through a Sheriff's Deed from the
sheriff of Hinsdale County.  As a result of this transaction, LKA owned a
54.1% interest in the proceeds receivable on the Properties, with Caldera
owning the remaining 45.9% interest.

     In 1992 and 1994, respectively, the Properties were leased to two
unaffiliated mining companies.  In both instances, LKA terminated the leases
due to the lessees' failure to meet the terms of the lease agreements.

     On July 1, 1997, we entered into a Lease Purchase Agreement whereby Au
Mining, Inc., a Colorado corporation ("Au Mining"), agreed to lease the
Properties, with the option to purchase them.  Au Mining entered into the
lease for the purpose of exploring, developing and commercially producing ore
from the Properties, specifically the Golden Wonder mine, in exchange for
payment to LKA of certain minimum annual royalties and net production royalty
payments based on the amount of ore removed from the mines.  These royalties
totaled 10% of all proceeds received, or which Au Mining was entitled to
receive, less deductions for assaying, transportation costs, smelting charges
and penalties, severance taxes and any state and federal royalties.

     Au Mining exercised its option to purchase the Properties and on July 2,
1999, we sold the Properties to Au Mining for $1,795,853.  On that date, Au
Mining executed a Promissory Note in the amount of $1,795,853 (the "Note").
The Note bore interest at an annual rate of 8%.  It required quarterly
payments of $50,000, with the remaining balance payable in a lump sum on July
1, 2004.  In addition, all royalties that LKA received from Au Mining as
discussed above were to be applied toward the purchase price of the
Properties.  The Note was secured by a Deed of Trust on the Properties.

     Because we had a 54.1% interest in the proceeds that we were entitled to
receive from the Properties, we had the same interest in the Note receivable
from Au Mining.  As of September 18, 2003, we had received $1,299,925 in
payments under the terms of the Note.  We owed Caldera $989,043 and $946,384
as of December 31, 2003, and 2002, respectively.  These amounts represent
45.9% of the entire Note receivable as well as 45.9% of all recognized
interest income associated with the Note.  LKA was obligated to pay to Caldera
its respective share of Note payments only as such payments were actually
collected.  As of December 31, 2003, and December 31, 2002, respectively, the
current portion of the amounts payable to Caldera was $989,043 and $946,384
and was partially offset by accrued management fees payable to LKA as a
reimbursement for 45.9% of Mr. Abraham's salary and other general and
administrative expenses related to the management of the Lake City properties.
These management fees totaled $176,933 as of December 31, 2003.

     On September 18, 2003, the Company and Au Mining entered into a new lease
agreement whereby the previous option to purchase the property and claims was
terminated, and all related debts and deeds were cancelled.  As a result of
this transaction, the land and related reclamation bond were returned to the
Company and were recorded at their original pre-sale cost basis.  The related
note receivable and offsetting deferred income that were created upon the
initial sale were reduced to zero.  As a result of the new lease agreement,
the Company recorded a Loss on Lease Restructuring of $71,061, which
represents timing differences in the methods of gain/revenue recognition and
the elimination of accrued interest associated with the note receivable. The
original basis of the land of $203,655, as well as the reclamation bonds of
$63,835, were put back on the books of the Company.

     The provisions of the new lease agreement provide for the lease of the
current workings of the Golden Wonder mine and also for the possible
expansion of that project over the next several years.  The term of the new
lease agreement is five years and requires a minimum lease payment of $50,000
per quarter.  In addition, Au Mining is also required to remit a 10% net
smelter royalty that will be offset against the lease payment.  The new lease
agreement specifically excludes the Ute Ule mine and related claims.  A copy
of the new lease agreement was filed as an exhibit to the Company's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30, 2003, which
was filed with the Securities and Exchange Commission on November 19, 2003,
and which is incorporated herein by reference.  See the Exhibit Index, Part
III, Item 13 of this Report.

Business.
---------

     LKA has begun the permitting process with respect to the expansion of the
Golden Wonder mine, as discussed under the heading "Management's Discussion
and Analysis or Plan of Operation."  Other than our plans to expand mining
activities on the Properties, we do not currently expect
to have any material operations during the next 12 months.  Management
continues to seek other business opportunities but we can not predict when and
if we may actually participate in any specific business endeavor, and will be
unable to do so until we determine the particular industries of interest to
management.

     Principal Products or Services and Their Markets.
     -------------------------------------------------

     We do not currently have any products or services.

     Distribution Methods of the Products or Services.
     -------------------------------------------------

     None; not applicable.

     Status of Any Publicly Announced New Product or Service.
     --------------------------------------------------------

     None; not applicable.

     Competitive Business Conditions.
     --------------------------------

     Management believes that there are literally thousands of non-operating
mining companies such as LKA.  We believe that our competitive position in
the industry will be very insignificant.

     Sources and Availability of Raw Materials.
     ------------------------------------------

     We do not use any raw materials, as we do not directly conduct any
material operations.

     Dependence on One or a Few Major Customers.
     -------------------------------------------

     Although Au Mining is not a "customer" of LKA, we expect that payments
derived from Au Mining's operations will be our most significant source of
income over the next 12 months.  As discussed under the subheading "Business
Development" above, Au Mining is currently paying us quarterly payments of
$50,000, under the terms of the new lease agreement.  If Au Mining ceases
business for any reason, LKA's cash flow would stop.

     Patents, Trademarks, Licenses, Franchises, Concessions, Royalty
Agreements or Labor Contracts.
------------------------------

     We have obtained "110d" limited impact permits from the Colorado Division
of Minerals and Geology and have posted reclamation bonds to ensure the clean-
up of environmental disturbances on the Ute-Ule and Golden Wonder Properties.
We are currently in compliance with all applicable permit and bonding
requirements in this regard.

     Need for Any Governmental Approval of Principal Products or Services.
     ---------------------------------------------------------------------

     None; not applicable.

     Effect of Existing or Probable Governmental Regulations on the Business.
     ------------------------------------------------------------------------

     Reporting Requirements.
     -----------------------

     As an issuer whose securities are registered under Section 12(g) of the
Securities Exchange Act of 1934 (the "Exchange Act"), we are required to file
periodic reports with the Securities and Exchange Commission (the
"Commission").  In addition, the National Association of Securities Dealers,
Inc. (the "NASD"), requires that all issuers maintaining quotations of their
securities on the OTC Bulletin Board file periodic reports under the Exchange
Act, so if we apply for a trading symbol on the OTC Bulletin Board, the NASD
will also require that we remain current in our reporting obligations.

     The public may read and copy any materials that we file with the
Commission at the Commission's Public Reference Room at 450 Fifth Street N.W.,
Washington, DC  20549.  The public may obtain information on the operation of
the Public Reference Room by calling the Commission at 1-800-SEC-0330 or 1-
202-942-8090.  The Commission maintains an internet site that contains
reports, proxy and information statements and other information regarding
issuers that file electronically with the Commission.  The address of that
site is http://www.sec.gov.
     Small Business Issuer.
     ----------------------

     The Commission's integrated disclosure system for small business issuers,
which was adopted in Release No. 34-30968 and became effective as of August
13, 1992, substantially modified the information and financial requirements of
a "Small Business Issuer," defined to be an issuer that has revenues of less
than $25,000,000; is a U.S. or Canadian issuer; is not an investment company;
and if a majority-owned subsidiary, the parent is also a small business
issuer; provided, however, an entity is not a small business issuer if it has
a public float (the aggregate market value of the issuer's outstanding
securities held by non-affiliates) of $25,000,000 or more.  LKA is deemed to
be a "small business issuer."

     Sarbanes-Oxley Act.
     -------------------

     On July 30, 2002, President Bush signed into law the Sarbanes-Oxley Act
of 2002.  The Sarbanes-Oxley Act imposes a wide variety of new regulatory
requirements on publicly-held companies and their insiders.  Many of these
requirements will affect us.  For example:

     *     Our chief executive officer and chief financial officer must
           now certify the accuracy of all of our periodic reports that
           contain financial statements;

     *     Our periodic reports must disclose our conclusions about the
           effectiveness of our disclosure controls and procedures; and

     *     We may not make any loan to any director or executive officer
           and we may not materially modify any existing loans.

     The Sarbanes-Oxley Act has required us to review our current procedures
and policies to determine whether they comply with the Sarbanes-Oxley Act and
the new regulations promulgated thereunder.  We will continue to monitor our
compliance with all future regulations that are adopted under the Sarbanes-
Oxley Act and will take whatever actions are necessary to ensure that we are
in compliance.

     Research and Development.
     -------------------------

     We have not spent any money on research and development in the past five
years and we do not plan to make any such expenditures in the foreseeable
future.

     Costs and Effects of Compliance with Environmental Laws.
     --------------------------------------------------------

     As the owner of permits pertaining to the Properties, we are subject to
many federal, state and local laws and regulations relating to environmental
quality.  For example, any mining operations conducted on the Properties must
comply with federal and state laws and regulations that protect the quality of
surface water and groundwater.

     The Colorado Division of Minerals and Geology (the "Division") requires
mine operators to have permits to conduct mining activities in Colorado.  The
Division also requires operators to obtain a reclamation bond to ensure the
clean-up of disturbances on mining properties and conducts regular inspections
to make sure that the operators are in compliance with applicable
environmental laws and regulations.  We have obtained all necessary bonds and
permits required by the State of Colorado and believe that we are in
compliance with all laws and regulations in this regard.  However, we can
provide no assurance as to the impact on LKA of any future environmental laws
or regulations or any governmental interpretation of existing or future laws
or regulations.

     The Federal Bureau of Land Management (the "BLM") has advised us of its
desire to extend to the Ute-Ule Property certain environmental clean-up
activities that it is conducting on neighboring properties that we do not own.
The BLM has commissioned and obtained an engineering evaluation and cost
analysis ("EE/CA") report on the Ute-Ule and the neighboring public lands.
This EE/CA, which was prepared by Harding ESE, Inc., analyzes the current
environmental state of the Ute-Ule Property and other properties in the area.
The EE/CA has identified a large volume of mine tailings and metals loading of
shallow ground water, with elevated levels of arsenic, cadmium and lead being
present.  The total clean-up costs on all of these properties are estimated at
approximately $7 million, with the projected clean-up cost of the Ute-Ule
alone estimated at approximately $4,317,000.

     As of November 18, 2003, the BLM has prepared a written response to the
public comments received concerning the EE/CA and is in the process of
selecting an overall site clean-up plan and is determining the final
engineering plans.  Once these tasks are completed, the BLM will then enter
into the process of implementing those plans.  Under the federal Comprehensive
Environmental Response, Compensation and Liability Act ("CERCLA"), the  BLM
and EPA may either require a property owner to perform the necessary cleanup
or the agencies may perform the work and seek recovery of costs against the
owner.

     As of the date of this Report, management has had two meetings with
the BLM in an effort to negotiate a settlement of this matter.  The BLM has
taken the position that LKA will be liable for the cleanup on the Ute-Ule
property, with the timing of the cleanup, the ultimate cost, and LKA's share
of the total cost, still to be determined.  The BLM has indicated its
willingness to negotiate a settlement of the matter and LKA intends to
vigorously defend itself.  In this regard, we have recently retained the
services of a consultant to advise us regarding the BLM's authority and legal
position to order the cleanup and to advise us on our negotiating stance.
However, we are in the very early stages of this process and we can not
accurately predict what our ultimate liability, if any, will be.

     Employees.
     ----------

     Kye A. Abraham is LKA's only full-time employee.  Nanette K. Abraham
assists with bookkeeping and administrative work, but receives no financial
remuneration.

Risk Factors.
-------------

     Potential Environmental Liability.
     ----------------------------------

     As discussed under "Costs and Effects of Compliance with Environmental
Laws," above, the BLM has issued an EE/CA which identifies certain
environmental hazards on the Ute-Ule property, with an estimated potential
cost of approximately $4,317,000 to clean up these hazards.  We are in the
early stages of negotiation with the BLM with respect to LKA's responsibility,
if any, for the cleanup and what costs, if any, we may be liable for.  We
intend to make our case as vigorously as possible.  However, we could be
financially devastated if we are found liable for all or a large portion of
the $4,317,000 estimated cleanup costs on the Ute-Ule, as that amount is
substantially larger than our total assets.

     We Do Not Know How Much Commercially Recoverable Ore the Properties
Contain.
--------

     Because we do not have any definitive reserve studies on the Properties,
we do not know how much commercially recoverable ore they contain.  We can not
assure you that it will be continue to be economically feasible to conduct
mining operations on the Properties.  If it is not economically feasible, any
royalties from the Golden Wonder mine under any lease agreement with Au
Mining, which we expect to be our largest source of income, would also cease.

     Need for Additional Funding.
     ----------------------------

     If LKA determines that expansion of the Golden Wonder mining project, or
any other project, is suitable, a significant additional investment of up
to $2 million, or more, would be required.  We expect that Au Mining would use
any additional investment by LKA to explore and/or develop ore bodies within
the Golden Wonder mine.  Accordingly, our success or lack of success in
raising additional funds may determine whether we make a profit in the future.

     Furthermore, we can not assure you that even if we raise an additional $2
million through an offering of our securities that such amounts will be
sufficient to develop new, commercially viable ore bodies within the Golden
Wonder Property.  It is possible that subscribers under any such offering
would gain little or no economic benefit from their investment.

     Potential Dilution to Existing Stockholders.
     --------------------------------------------

     We expect that any future fundraising under any lease agreement would
take the form of a private placement or public offering of our common or
preferred stock.  The sale of additional shares of our common or preferred
stock will reduce the proportionate ownership interests of our existing
stockholders.

     No Established Public Market for Our Securities.
     ------------------------------------------------

     There is no established public market for our securities and we can not
guarantee that any such market will develop or be maintained in the future.
As a result, stockholders may not be able to sell their shares readily, if at
all.

     Limit on Directors' Liability.
     ------------------------------

     Article VIII of our Certificate of Incorporation provides that a director
of the corporation is not personally liable to us or our stockholders for
breach of fiduciary duties as a director, except for breach of duty of
loyalty, acts or omissions not in good faith or which involve intentional
misconduct or a knowing violation of law, payment of dividends or redemption
of stock in violation of corporate statute and for any transaction from which
the director derived any improper personal benefit.  Article VIII further
provides that if the Delaware General Corporation Law (the "Delaware Law") is
subsequently amended to further eliminate or limit the personal liability of
directors, the liability of a director of the corporation shall be eliminated
to the fullest extent permitted by the Delaware Law.  Article IX of our
Certificate of Incorporation and Article V of our Bylaws also provide for
indemnification of directors, executive officers, employees and agents of LKA
to the fullest extent allowed under the Delaware Law.

     Issuance of Preferred Stock.
     ----------------------------

     LKA has authorized 50,000,000 shares of preferred stock, $0.001 par
value, none of which is currently issued or outstanding.  The Board of
Directors has the authority, without action by our stockholders, to issue the
authorized and unissued preferred stock in one or more series and to determine
the voting rights, preferences as to dividends and liquidation, conversion
rights, and other rights of any series.  Preferred stock may, if and when
issued, have rights superior to those of the common stock.

     No Dividends.
     -------------

     We have never paid any cash dividends and do not intend to pay any
dividends in the foreseeable future.  We intend to retain substantially all
future earnings, if any, for use in our business.

     No Cumulative Voting.
     ---------------------

     Cumulative voting in the election of our directors is not allowed.
Accordingly, the holders of a majority of the shares of common stock
present, in person or by proxy, at any regularly convened shareholder's
meeting at which the Board of Directors is elected will be able to elect all
directors, and the minority shareholders will not be able to elect a
representative to the Board of Directors.

     Dependence on Key Employees and Technical Personnel.
     ----------------------------------------------------

     For the foreseeable future, LKA will be entirely dependent upon
the services of Kye A. Abraham, its President.  Mr. Abraham is in good
health; however, his retirement, resignation, disability or death would
require us to identify and hire a qualified person to serve in his place.  To
the extent that his services become unavailable, LKA will be required to
retain other qualified personnel; there can be no assurance that LKA will be
able to recruit and hire qualified persons upon acceptable terms.  We
currently have no employment agreement with Mr. Abraham and do not maintain
"key man" life insurance for him.  The loss of Mr. Abraham or our inability to
attract or retain other qualified employees could seriously impair our results
of operations and financial condition.

     Our Securities are "Penny Stock."
     ---------------------------------

     Our common stock is "penny stock" as defined in Rule 3a51-1 of the
Commission.  This designation may adversely affect the development of any
public market for our shares of common stock or, if such a market
develops, its continuation.  Broker-dealers are required to personally
determine whether an investment in "penny stock" is suitable for customers.

     Penny stocks are securities (i) with a price of less than five dollars
per share; (ii) that are not traded on a "recognized" national exchange; (iii)
whose prices are not quoted on the NASDAQ automated quotation system (NASDAQ-
listed stocks must still meet requirement (i) above); or (iv) of an issuer
with net tangible assets less than $2,000,000 (if the issuer has been in
continuous operation for at least three years) or $5,000,000 (if in continuous
operation for less than three years), or with average annual revenues of less
than $6,000,000 for the last three years.

     Section 15(g) of the Exchange Act, and Rule 15g-2 of the Commission
require broker/dealers dealing in penny stocks to provide potential investors
with a document disclosing the risks of penny stocks and to obtain a manually
signed and dated written receipt of the document before effecting any
transaction in a penny stock for the investor's account.  Potential investors
in our common stock are urged to obtain and read such disclosure carefully
before purchasing any shares that are deemed to be "penny stock."

     Rule 15g-9 of the Commission requires broker-dealers in penny stocks to
approve the account of any investor for transactions in such stocks before
selling any penny stock to that investor.  This procedure requires the broker-
dealer to (i) obtain from the investor information concerning his or her
financial situation, investment experience and investment objectives; (ii)
reasonably determine, based on that information, that transactions in penny
stocks are suitable for the investor and that the investor has sufficient
knowledge and experience as to be reasonably capable of evaluating the risks
of penny stock transactions; (iii) provide the investor with a written
statement setting forth the basis on which the broker-dealer made the
determination in (ii) above; and (iv) receive a signed and dated copy of such
statement from the investor, confirming that it accurately reflects the
investor's financial situation, investment experience and investment
objectives.  Compliance with these requirements may make it more difficult for
our stockholders to resell their shares to third parties or to otherwise
dispose of them.

     The Sale of "Restricted" Shares May Reduce the Price Per Share of Our
Common Stock.
-------------

     All of the 924,686 shares of our common stock that are owned or
controlled by Kye A. Abraham are "restricted" securities within the meaning of
Rule 144 of the Securities and Exchange Commission.  If a market for our
common stock ever develops, Mr. Abraham may begin selling shares at any time,
subject to compliance with Rule 144.  Such sales may have a negative effect on
our stock price.

Item 2.  Description of Property.
         ------------------------

     We own a 100% interest in the Ute-Ule and Golden Wonder Properties, but
we pay to Caldera 45.9% of the proceeds that we receive from the Properties
through our new Lease Agreement with AU Mining.  We are not currently engaged
in any mining operations on these Properties or anywhere else.

     Both the Ute-Ule silver mine and the Golden Wonder gold mine are vein
type deposits associated with volcanic activity occurring millions of years
ago during a turbulent period known in geology as Tertiary time.  During this
violent geologic era, most of the known precious metal mines in the State of
Colorado were formed along a southwest to northeast channel or narrow band
approximately 20 miles wide, which stretches in a diagonal trend from Durango
in the southwest to Boulder County in the northeast.  This zone has been
called the Colorado Mineral Belt.  Lake City, Colorado lies astride this
mineral belt in a topographical cul de sac 57 miles southwest of Gunnison,
Colorado.  On the other side of the mountain range that encloses the cul de
sac are the historic precious metal mining districts of Ouray, Telluride,
Silverton and Creede, which were productive in the late 19th century.  Since
it entered into the Lease Purchase Agreement with us, Au Mining has recovered
approximately 47,084 ounces of gold on the Properties, valued at approximately
$13 million.

     Each Property is described below.

     Ute-Ule Group.
     --------------

     The Ute-Ule Property consist of 23 patented mining claims located
approximately four miles west of Lake City, Colorado.  These are highly
mineralized silver-lead-zinc mines with excellent access via a gravel road
that is maintained year-round by the County of Hinsdale.  This road goes from
the Property to Lake City and from Lake City a blacktop road (State Highway
149) extends northward approximately 46 miles to an intersection with U.S. 50,
about nine miles west of Gunnison, Colorado.

     This Property has a long history of mineral extraction dating back to the
nineteenth century.  Most of this extraction occurred between 1874 and 1903.

     We can not assure you that the mineralized material found on the Property
can be mined and milled on a commercial basis.

     The Ute Mill.
     -------------

     A 100 ton-per-day flotation mill, including various equipment and support
facilities, exists on the Ute-Ule Property.  The mill is located at the level
of the main haulage tunnel of the Ute mine.  It is in satisfactory condition
and was used effectively by LKA Utah to mill ore from the Golden Wonder mine
during a 1984 pilot production program.  The mill is also ideally suited for
the processing of ore from the Ute-Ule mines.

     To the knowledge of management, this mill is the only mill located in the
Lake City District.  Since the Lake City District has no smelting facilities,
ore and ore concentrates, if any, from the Properties, or other mines in the
district would have to be sent to smelters in other distant locations.

     Since the mill is the only one in the Lake City District and construction
of another mill of this size would be possible only at substantial cost and
subject to considerable environmental constraints, management believes that
LKA could derive income from custom milling or the sale of the mill if it re-
acquires the Properties and if mining is successfully revived in the District.

     Water for milling and the power needs of the mill has historically been
available through water rights pertaining to the Property.  Although we
believe the Property is currently in compliance with applicable laws and
regulations, any future operations at the mill may require additional settling
ponds and additional treatment of waste water may be required to preserve
water quality.  We do not believe that these requirements would impose an
undue burden on us.

     LKA re-acquired the Ute-Ule Property pursuant to a new lease agreement
with Au Mining.  If Au Mining fails to make the required quarterly payments
under the terms of the new lease agreement, substantial additional funding
would be required to make the mill operational.  We can provide no assurance
that we would be successful in any such fundraising.

     Golden Wonder.
     --------------

     The Golden Wonder Property consists of three patented and 18 unpatented
mining claims located approximately 2-1/2 miles south of Lake City, Colorado.
It has been worked intermittently since its discovery in 1880.  The Property
can be reached by following Colorado State Highway 149 south of Lake City to
the Vickers Ranch, and then following an easement over unimproved road through
the ranch to the mine.  The mine is at an elevation of 10,323 feet and is
situated on a hill slope approximately 1,500 feet above the valley floor.  It
lies at the head of "Dead Man's Gulch."

     The initial discovery was made after finding high grade float in the
surface containing free gold.  A limited body of ore was mined prior to 1889.
The Property was generally unworked through 1930.  From 1930 to 1969, sporadic
mining and development efforts were conducted, some of which resulted in the
extraction of ore.

     During the summer of 1969, Southern Union Production Company ("Supron")
began an exploration program at the Golden Wonder.  Out of this, the SUPCO
winze (a steeply inclined passageway connecting the mine workings) was started
in the winter of 1970-1971 and completed to a depth of approximately 150 feet
below the third level of the mine, with lateral drifting along the course of
mineralization off the winze on the fourth level.  Work was halted on the
property in 1972, when Supron decided to discontinue all its metallic mineral
operations in the western United States and South America.  In 1973, Rocky
Mountain Ventures secured a lease on the Property and shipped a small tonnage
of dump material to a mill then operating at Crested Butte, Colorado for
processing.

     The Golden Wonder has been explored and developed by drifts on six
different levels, with raises and winzes connecting the lower levels.  In
1984, LKA Utah conducted a five-month pilot production program that resulted
in the sale of approximately $590,000 of gold concentrates to ASARCO.  The
average grade of the ore produced during the pilot program was 0.96 ounces of
gold per ton and the average gold price at that time was $325 per ounce.  The
majority of this production was derived from two slopes on the mine's fourth
level, which consistently averaged one ounce of gold per ton.  Commercial
quantities of gold were also taken from the mine's fifth level.  Beginning in
1997, Au Mining has conducted, and is currently conducting, mining operations
and producing commercial quantities of ore from the mine's fifth and sixth
levels.

     Office Space.
     -------------

     We currently lease approximately 750 square feet of office space located
at 3724 47th Street Ct. N.W., Gig Harbor, Washington.  We pay monthly rent of
$750 to Abraham and Co., Inc. an NASD member broker/dealer which is controlled
by our President, Kye A. Abraham.  This rent includes the use of the office
space, telephone, office supplies, utilities, computers and photocopiers.  The
office is attached to Mr. Abraham's home.  The lease arrangement is a month-
to-month oral lease with Mr. Abraham.

Item 3.  Legal Proceedings.
         ------------------
     Except as discussed below, LKA is not the subject of any pending legal
proceedings and, to the knowledge of management, no proceedings are presently
contemplated against LKA by any federal, state or local governmental agency.

     LKA is a plaintiff in Northern Arizona Group SMR et al. v. Allen et al.,
which was filed in the Superior Court of the State of California for the
County of Orange and designated Case No. 818405.  In its complaint, as
amended, LKA alleged that the defendants made certain misrepresentations in
connection with LKA's purchase of 875 shares of the common stock of Allen
Wireless Group, a Delaware corporation, for total consideration of $7,000.
We, along with the other stockholders of Allen Wireless Group, are seeking
rescission of our stock purchase agreement and a return of the purchase money
or, in the alternative, compensatory and consequential damages, in addition to
punitive, exemplary and special damages and interest.  A trial date of October
12, 2004 has been set in this matter.

     As discussed under "Costs and Effects of Compliance with Environmental
Laws" above, we have had preliminary settlement discussions with the BLM
over LKA's potential liability, if any, for clean-up costs on the Ute-Ule
Property.  These negotiations are in the very early stages as of the date of
this Annual Report, and we can not estimate what portion of the BLM's
estimated $4,317,000 cleanup cost, if any, we may ultimately be found liable
for.  Settlement discussions are expected to continue well into 2004.

     To the knowledge of management, no director or executive officer
is party to any action in which any has an interest adverse to LKA.

Item 4.  Submission of Matters to a Vote of Security Holders.
         ----------------------------------------------------

     No matter was submitted to a vote of our security holders during the
calendar year covered by this Annual Report or during the two previous
calendar years.

                                  PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder
Matters.
--------

Market Information.
-------------------

     There is no "established trading market" for our shares of common stock.
Our shares are listed on the OTC Bulletin Board of the National Association of
Securities Dealers, Inc. (the "NASD") under the symbol "LKAI"; however,
management does not expect any established trading market to develop unless
and until we have material operations.  In any event, no assurance can be
given that any market for our common stock will develop or be maintained.
If a public market ever develops in the future, the sale of "unregistered" and
"restricted" shares of common stock pursuant to Rule 144 of the Securities and
Exchange Commission by members of management or others may have a substantial
adverse impact on any such market.  All of these persons have satisfied the
one-year holding period requirement of Rule 144.  See "Sales of Unregistered
Securities During the Past Three Years," of this Annual Report.

     Set forth below are the high and low closing bid prices for our common
stock for each quarter since our common stock became eligible for quotation on
the OTC Bulletin Board of the NASD in October, 2003.  These bid prices were
obtained from Pink Sheets, LLC, formerly known as the "National Quotation
Bureau, LLC," All prices listed herein reflect inter-dealer prices, without
retail mark-up, mark-down or commissions and may not represent actual
transactions.

Quarter Ended                 High Bid          Low Bid
-------------                 --------          -------

December 31, 2003               $.02             $.01

Holders
-------

     The number of record holders of our common stock as of the date of this
Annual Report is approximately 1157.  This does not include an indeterminate
number of stockholders who may hold their shares in "street name."

Dividends
---------

     LKA has not declared any cash dividends with respect to its common stock
and does not intend to declare dividends in the foreseeable future.  There are
no material restrictions limiting, or that are likely to limit, our ability to
pay dividends on our common stock.

Securities Authorized For Issuance under Equity Compensation Plans.
-------------------------------------------------------------------

     We have not adopted any equity compensation plans and have no securities
authorized for issuance under any such plans.

Sales of Unregistered Securities During the Past Three Years.
------------------------------------------------------------

     We have not sold any unregistered securities since 1988.

Item 6.  Management's Discussion and Analysis or Plan of Operation.
         ----------------------------------------------------------

Plan of Operation.
------------------

     During the next 18 months, the Company intends to seek additional funding
of approximately $2 million for the purpose of expanding and/or developing
additional ore bearing zones within the Golden Wonder mine.  We expect that
any anticipated funding will take place through the private placement of our
common or preferred stock pursuant to applicable exemptions from registration
provided by Regulation D of the Securities and Exchange Commission.

     LKA and Au Mining both believe that it will take at least $1 million to
begin the development of substantial additional ore bearing zones within the
Golden Wonder Property.  We can not assure you that we will be successful in
raising the required amounts.  However, if we are successful in this regard,
we plan to permit and develop a new drift to be located approximately 800 feet
below the Golden Wonder's sixth level.  The objective of this new drift will
be to intersect the existing vein structure and significantly expand the
workings of the Golden Wonder.

     Under the terms of the new agreement with Au Mining, LKA has the option
to increase its current 10% net smelter interest to a 40% working interest on
all ore produced below the Golden Wonder's sixth level, pending successful
completion of its permitting and expansion plans.

     Our plans to construct and develop the new drift will be contingent upon
favorable geology, gold prices, resolution of permitting and environmental
issues, as well as LKA's ability to raise the necessary capital through the
sale of equity.  We can not assure you that we will be successful in achieving
these objectives.

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

     2003 was a year of significant achievement for LKA.  During the year, LKA
repurchased the Properties through a restructured lease agreement with Au
Mining.  It is our hope that this arrangement together with the purchase of
adjoining unpatented claims in late July will enable us to proceed with our
planned expansion of the Golden Wonder mine.

     Au Mining produced and sold approximately 24,864 ounces of gold during
three quarters of production in 2003, as compared to 24,586 ounces of full-
year production in 2002.

     During the third and fourth quarters of 2003, we received the first and
second quarterly lease and royalty payments under the restructured lease
agreement.  These payments totaled $542,090.  After we paid 45.9% of this
amount to Caldera, our royalty revenues in 2003 were $239,170 and our lease
revenues were $54,100, for total revenues of $293,270.  By comparison, we did
not receive any revenues in 2002 or during the period in 2003 that preceded
the new lease agreement, which we entered into on September 18, 2003.

     Operating expenses increased from $98,300 in 2002, to $155,127 in 2003.
This change was due to a $20,000 increase in officer salaries as discussed
under the heading "Executive Compensation," below, and an increase of $36,827
in general and administrative expenses in 2003.  This increase was attributed
to legal and accounting fees that were necessary to bring the Company current
in its Securities and Exchange Commission filings.  Nevertheless, because the
new lease agreement created a new source of revenue, we realized operating
income of $138,143 in 2003, as compared to a net loss of $98,300 in 2002.

     Interest income declined from $68,080 in 2002 to $27,643, due primarily
to the environment of falling interest rates during these periods.  However,
as a result of the improved stock market in 2003, we had $100,537 in
unrealized gains on securities in 2003, and $17,695 in realized gains on
securities during that period.  This compares to unrealized and realized
losses of $6,321 and $2,388, respectively, in 2002.  Similarly, we received
$9,991 in dividend income in 2003, versus $583 in 2002.

     Due to the new Au Mining lease agreement, we recorded a loss on lease
restructuring of $71,061 in 2003.  This loss was the result of timing
differences in the methods of gain/revenue recognition, as well as the
elimination of accrued interest that was associated with the note receivable
from Au Mining.  This note was canceled in connection with the restructuring
in September, 2003.

     We recorded a gain on sale of asset of $209,044 in 2003, as compared to a
gain of $164,500 in 2002.  These amounts represent payments on the Au Mining
note that was canceled in September, 2003.  The increased gain on sale in 2003
the result of gains that had been deferred from prior periods.

     Net income was $423,468 in 2003, an increase of approximately 258% over
our net income of $118,362 in 2002.  Net income per share was $0.07 and $0.02
per share, respectively, in 2003 and 2002.  In addition to our substantially
improved net income, part of the rise in income per share was due to LKA's
repurchase and cancellation of 1,887,680 outstanding shares, at prices less
than $0.02 per share, in 2003.  As a result, we had only 5,281,456 shares
issued and outstanding at December 31, 2003, as compared to 7,169,136 such
shares at December 31, 2002.  This decrease in the number of outstanding
shares was also partially responsible for the increase of approximately 416%
in stockholders' equity, from $95,135 at December 31, 2002, to $490,677 at
December 31, 2003.  The Company's Board of Directors has expressed an interest
in continued stock repurchases in the future, provided that sufficient cash is
available and that purchase prices are reasonable.

Safe Harbor Statement.
----------------------

     Statements made in this Form 10-KSB which are not purely historical are
forward-looking statements with respect to the goals, plan objectives,
intentions, expectations, financial condition, results of operations, future
performance and business of LKA.  Such forward-looking statements include
those that are preceded by, followed by or that include the words "may",
"would", "could", "should", "expects", "projects", "anticipates", "believes",
"estimates", "plans", "intends", "targets" or similar expressions.

     Forward-looking statements involve inherent risks and uncertainties, and
important factors (many of which are beyond our control) that could cause
actual results to differ materially from those set forth in the
forward-looking statements, including the following, in addition to those
contained in this Annual Report: general economic or industry conditions
nationally and/or in the communities in which we conduct business;
fluctuations in global gold and silver markets; legislation or regulatory
requirements, including environmental requirements; conditions of the
securities markets; competition; our ability to raise capital; changes in
accounting principals, policies or guidelines; financial or political
instability; acts of war or terrorism; and other economic, competitive,
governmental, regulatory and technical factors affecting our operations,
products, services and prices.

     Accordingly, results actually achieved may differ materially from
expected results in these statements.  Forward-looking statements speak only
as of the date they are made.  LKA does not undertake, and specifically
disclaims, any obligation to update any forward-looking statements to reflect
events or circumstances occurring after the date of such statements.

Item 7.  Consolidated Financial Statements.
         ----------------------------------

<PAGE>
                          LKA INTERNATIONAL, INC.

                     CONSOLIDATED FINANCIAL STATEMENTS

                             December 31, 2003
<PAGE>




                         C O N T E N T S


Independent Auditors' Report . . . . . . . . . . . . . . . . .  3

Consolidated Balance Sheet . . . . . . . . . . . . . . . . . .  4

Consolidated Statements of Operations. . . . . . . . . . . . .  6

Consolidated Statements of Stockholders' Equity. . . . . . . .  7

Consolidated Statements of Cash Flows. . . . . . . . . . . . .  8

Notes to the Consolidated Financial Statements . . . . . . . . 10


<PAGE>



INDEPENDENT AUDITORS' REPORT


To the Stockholders of
LKA International, Inc.
Gig Harbor, Washington

We have audited the accompanying consolidated balance sheet of LKA
International, Inc. as of December 31, 2003, and the related consolidated
statements of operations, stockholders' equity and cash flows for the years
ended December 31, 2003  and 2002.  These consolidated financial statements
are the responsibility of the Company's management.  Our responsibility is to
express an opinion on these consolidated financial statements based on our
audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America.  Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis evidence supporting the amounts and disclosures in
the financial statements.  An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of LKA International, Inc. as of December 31, 2003, and the consolidated
results of their operations and their cash flows for the years ended December
31, 2003 and 2002, in conformity with accounting principles generally accepted
in the United States of America.


/s/HJ & Associates, LLC

HJ & Associates, LLC
Salt Lake City, Utah
March 12, 2004
<PAGE>
<TABLE>
<CAPTION>
                     LKA INTERNATIONAL, INC.
                    Consolidated Balance Sheet


                              ASSETS

                                                December 31,
                                                    2003
<S>                                            <C>
CURRENT ASSETS

     Cash                                      $    526,354
     Due from affiliates (Note 3)                    64,133
     Refundable deposit                               9,400
     Accrued interest receivable                      1,910
     Notes receivable (Note 7)                       99,997
     Margin trading account                          30,878
     Investment in trading securities               402,095
                                               ------------
          Total Current Assets                    1,134,767
                                               ------------
PROPERTY

     Land held for operating lease (Note 2)         267,655
                                               ------------
          Total Fixed Assets                        267,655
                                               ------------
OTHER ASSETS

     Reclamation bond (Note 2)                       63,835
     Unpatented mining claims                        12,137
                                               ------------
          Total Other Assets                         75,972
                                               ------------
          TOTAL ASSETS                         $  1,478,394
                                               ============
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
                               F-4
<PAGE>
<TABLE>
<CAPTION>
                     LKA INTERNATIONAL, INC.
              Consolidated Balance Sheet (Continued)


               LIABILITIES AND STOCKHOLDERS' EQUITY

                                                        December 31,
                                                           2003
<S>                                                   <C>
CURRENT LIABILITIES

     Accounts payable                                   $     3,017
     Note payable                                            10,000
     Notes payable - related party (Note 3)                  62,803
     Accrued interest - related party (Note 3)               35,787
     Accrued remediation costs (Note 1)                      64,000
     Due to related party (Note 2)                          812,110
                                                        -----------
          Total Current Liabilities                         987,717
                                                        -----------
          Total Liabilities                                 987,717
                                                        -----------

STOCKHOLDERS' EQUITY

     Common stock; $0.001 par value, 50,000,000
       shares Authorized, 5,281,456 shares issued
       and outstanding                                        5,281
     Additional paid-in capital                           5,397,956
     Accumulated deficit                                 (4,912,560)
                                                        -----------
          Total Stockholders' Equity                        490,677
                                                        -----------
          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $ 1,478,394
                                                        ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
                               F-5
<PAGE>
                     LKA INTERNATIONAL, INC.
              Consolidated Statements of Operations

<TABLE>
<CAPTION>
                                             For the Years Ended
                                                  December 31,
                                             2003           2002
<S>                                           <C>          <C>
REVENUES

     Operating lease revenue                 $  54,100   $      -
     Royalty revenue                           239,170          -
                                             ---------   --------
          Total Revenues                       293,270          -
                                             ---------   --------
OPERATING EXPENSES

     Officer salaries                           68,000     48,000
     General and administrative                 87,127     50,300
                                             ---------   --------
     Total Operating Expenses                  155,127     98,300
                                             ---------   --------
OPERATING INCOME (LOSS)                        138,143    (98,300)
                                             ---------   --------
OTHER INCOME (EXPENSE)

     Interest expense                           (8,524)    (7,792)
     Loss on investment                              -          -
     Interest income                            27,643     68,080
     Gain on sale of asset                     209,044    164,500
     Unrealized gains (losses) on securities   100,537     (6,321)
     Realized gain (losses) on securities       17,695     (2,388)
     Loss on lease restructuring               (71,061)         -
     Dividend income                             9,991        583
                                             ---------  ---------
          Total Other Income (Expense)         285,325    216,662
                                             ---------  ---------
INCOME PRIOR TO INCOME TAX EXPENSE             423,468    118,362

INCOME TAX BENEFIT                                   -          -
                                             ---------  ---------
NET INCOME                                   $ 423,468  $ 118,362
                                             =========  =========
BASIC AND DILUTED NET INCOME PER SHARE       $    0.07  $    0.02
                                             =========  =========
WEIGHTED AVERAGE NUMBER OF
 SHARES OUTSTANDING                          6,250,993  7,252,698
                                             =========  =========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
                               F-6
<PAGE>
<TABLE>
<CAPTION>
                     LKA INTERNATIONAL, INC.
         Consolidated Statements of Stockholders' Equity

                                                  Additional
                               Common Stock        Paid-in        Accumulated
                              Shares     Amount    Capital          Deficit
<S>                         <C>        <C>       <C>          <C>
Balance, December 31, 2001    7,269,136   $7,269    $5,426,894   $(5,454,390)

Repurchase and cancellation
 of common stock               (100,000)    (100)       (2,900)            -

Net income for the year ended
 December 31, 2002                    -        -             -       118,362
                              ---------   ------    ----------   -----------
Balance, December 31, 2002    7,169,136    7,169     5,423,994    (5,336,028)

Repurchase and cancellation
of common stock              (1,887,680)  (1,888)      (26,038)            -


Net income for the year
 ended December 31, 2003              -        -             -       423,468
                              ---------  -------    ----------   -----------
Balance, December 31, 2003    5,281,456  $ 5,281    $5,397,956   $(4,912,560)
                              =========  =======    ==========   ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
                               F-7
<PAGE>
<TABLE>
<CAPTION>
                     LKA INTERNATIONAL, INC.
              Consolidated Statements of Cash Flows

                                                     For the Years Ended
                                                         December 31,
                                                     2003           2002
<S>                                                 <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES

     Net income                                    $ 423,468     $ 118,362
     Items to reconcile net income to net
       cash provided by operating activities:
       Unrealized (gain) loss on investments        (100,537)        6,321
          Realized (gain) loss on investments        (17,695)        2,388
     Changes in operating assets and liabilities:
          Decrease in prepaid and other assets        13,963       (52,200)
          (Increase) in due from affiliates          (41,633)            -
          (Increase) decrease in interest receivable     811       132,661
          (Increase) decrease in margin account      (37,167)        6,289
          Increase (decrease) in accounts payable    (15,038)       19,157
          Increase (decrease) in accrued expenses    263,703       (39,420)
          Increase (decrease) in deferred income    (209,045)     (164,499)
                                                   ---------     ---------
             Net Cash Provided by Operating
             Activities                              280,830        29,059
                                                   ---------     ---------
CASH FLOWS FROM INVESTING ACTIVITIES

     Increase in notes receivable                    (99,997)            -
     Disposal of property                                  -             -
     Investment purchases                           (373,254)      (54,916)
     Investment proceeds                             119,391        16,207
     Proceeds from note receivable                   336,210       303,750
                                                   ---------     ---------
               Net Cash Provided (Used) by
               Investing Activities                  (17,650)      265,041
                                                   ---------     ---------
</TABLE>

The accompanying notes are an integral part of these consolidated financial
statements.
                               F-8
<PAGE>
<TABLE>
<CAPTION>
                     LKA INTERNATIONAL, INC.
        Consolidated Statements of Cash Flows (Continued)


                                             For the Years Ended
                                                  December 31,
                                                  2003      2002
<S>                                            <C>             <C>
CASH FLOWS FROM FINANCING ACTIVITIES

     Proceeds from notes payable              $     -        $    -
     Payment on notes payable - related             -             -
     Repurchase of common stock               (27,926)       (3,000)
                                            ---------     ---------
               Net Cash Used by Financing
               Activities                   $ (27,926)    $  (3,000)
                                            ---------     ---------
INCREASE (DECREASE) IN CASH                 $ 235,254     $ 291,100

CASH AT BEGINNING OF PERIOD                   291,100             -
                                            ---------     ---------
CASH AT END OF PERIOD                       $ 526,354     $ 291,100
                                            =========     =========
CASH PAID FOR:

     Interest                               $   2,259     $   1,254
     Income taxes                           $       -     $       -

</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
                               F-9
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002


NOTE 1 -  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

     The Consolidated financial statements presented are those of LKA
     International, Inc. (the Company), a Delaware corporation, its majority
     owned partnership and its wholly-owned subsidiary (LKA International,
     Inc.), a Nevada corporation.  The Company was incorporated on March 15,
     1988, under the laws of the State of Delaware.  The Company was engaged
     in natural resource projects, but ceased operations shortly thereafter
     due to high capital investments and the risk of no return.  The Company
     exited the development stage in September 2003.  (See Note 2)

     a.  Accounting Methods

     The Company's financial statements are prepared using the accrual method
     of accounting.  The Company has elected a calendar year-end.

     b.  Basic Income Per Share
                                            For the Years Ended
                                                 December 31,
                                             2003         2002

     Net income from operations
      (numerator)                          $  423,468   $ 118,362

     Weighted average number of
      shares outstanding
      (denominator)                         6,250,993   7,252,698
                                           ----------   ---------
     Income per share                      $     0.07   $    0.02
                                           ==========   =========

     The computation of basic income  per share of common stock is based on
     the weighted average number of shares outstanding during the period.
     There are no common stock equivalents.
                               F-10
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002

NOTE 1 -  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Continued)

     c.  Income Taxes

     Deferred taxes are provided on a liability method whereby deferred tax
     assets are recognized for deductible temporary differences and operating
     loss and tax credit carryforwards and deferred tax assets are recognized
     for taxable temporary differences. Temporary differences are the
     differences between the reported amounts of assets and liabilities and
     their tax bases.  Deferred tax assets are reduced by a valuation
     allowance when, in the opinion of management, it is more likely than not
     that some portion or all of the deferred tax assets will not be
     realized.  Deferred tax assets and liabilities are adjusted for the
     effects of changes in tax laws and rates on the date of enactment.

     Net deferred tax assets consist of the following components as of
     December 31,  2003 and 2002:

                                        2003           2002
     Deferred tax assets:
          NOL Carryover               $    8,400   $ 448,576
          Unrealized Gain/Loss                 -       2,465
                                      ----------   ---------
     Total Deferred Tax Asset                  -     451,041

     Deferred tax liabilities:                 -           -

     Valuation allowance                  (8,400)   (451,041)
                                      ----------   ---------
     Net deferred tax asset           $        -   $       -
                                      ==========   =========

     The income tax provision differs from the amount of income tax
     determined by applying the U.S. federal income tax rate to pretax income
     from continuing operations for the years ended December 31, 2003 and
     2002 due to the following:

                                        2003           2002

     Book income                  $    165,155    $    46,161
     Meals and Entertainment               230            137
     Unrealized Gain                   (39,210)        (2,465)
     Installment Sale                  (14,050)             -
     NOL                              (126,080)       (43,833)
     Accrued Interest                   13,955              -
     Valuation allowance                     -              -
                                   -----------    -----------
                                   $         -    $         -
                                   ===========    ===========

     At December 31, 2003, the Company had net operating loss carryforwards
     of approximately $21,000 that may be offset against future taxable
     income from the year 2003 through 2023.  No tax benefit has been
     reported in the December 31, 2003 consolidated financial statements
     since the potential tax benefit is offset by a valuation allowance of
     the same amount.
                               F-11
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002

NOTE 1 -  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Continued)

     c.  Income Taxes (Continued)

     Due to the change in ownership provisions of the Tax Reform Act of 1986,
     net operating loss carryforwards for Federal income tax reporting
     purposes are subject to annual limitations.  Should a change in
     ownership occur, net operating loss carryforwards may be limited as to
     use in future years.

     d.  Cash Equivalents

     The Company considers all highly liquid investments with a maturity of
     three months or less when purchased to be cash equivalents.

     e.  Principles of Consolidation

     The consolidated financial statements include those of LKA
     International, Inc. (the Company) and its 100% owned subsidiary LKA
     International, Inc.  All significant intercompany accounts and
     transactions have been eliminated.

     f.  Use of Estimates

     The preparation of financial statements requires management to make
     estimates and assumptions that affect the reported amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the
     date of the financial statements and the reported amounts of revenues
     and expenses during the reporting period.  Actual results could differ
     from those estimates.

     g.  Revenue Recognition Policy

     The Leasing Agreement calls for minimum quarterly lease payments.
     Amounts paid in excess of the minimum lease payment are recorded as
     royalty revenue.  Se also Note 2.

     h.  Recent Accounting Pronouncements

     During the year ended December 31, 2003, the Company adopted the
     following accounting pronouncements:

     SFAS No. 143 -- In August 2001, the FASB issued SFAS No. 143, Accounting
     for Asset Retirement Obligations, which established a uniform
     methodology for accounting for estimated reclamation and abandonment
     costs.  The statement was effective for fiscal years beginning after
     June 15, 2002. The adoption of SFAS No. 143 required the Company to
     assess the present value of the future environmental remediation costs.
     The Company estimated this cost at $64,000 which has been added to the
     value of the land.

     SFAS No. 145 -- On April 30, 2002, the FASB issued FASB Statement No.
     145 (SFAS 145), "Rescission of FASB Statements No. 4, 44, and 64,
     Amendment of FASB Statement No. 13, and Technical Corrections."  SFAS
     145 rescinds both FASB Statement No. 4 (SFAS 4), "Reporting Gains and
     Losses from Extinguishment of Debt," and the amendment to SFAS 4, FASB
     Statement No. 64 (SFAS 64), "Extinguishments of
                               F-12
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002

NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Continued)

     h.  Recent Accounting Pronouncements (Continued)

     Debt Made to Satisfy Sinking-Fund Requirements."  Through this
     rescission, SFAS 145 eliminates the requirement (in both SFAS 4 and SFAS
     64) that gains and losses from the extinguishment of debt be aggregated
     and, if material, classified as an extraordinary item, net of the
     related income tax effect.  However, an entity is not prohibited from
     classifying such gains and losses as extraordinary items, so long as it
     meets the criteria in paragraph 20 of Accounting Principles Board
     Opinion No. 30, Reporting the Results of Operations Reporting the
     Effects of Disposal of a Segment of a Business, and Extraordinary,
     Unusual and Infrequently Occurring Events and Transactions.  Further,
     SFAS 145 amends paragraph 14(a) of FASB Statement No. 13, "Accounting
     for Leases", to eliminate an inconsistency between the accounting for
     sale-leaseback transactions and certain lease modifications that have
     economic effects that are similar to sale-leaseback transactions.  The
     amendment requires that a lease modification (1) results in recognition
     of the gain or loss in the 9 financial statements,  (2) is subject to
     FASB Statement No. 66, "Accounting for Sales of Real Estate," if the
     leased asset is real estate (including integral equipment), and (3) is
     subject (in its entirety) to the sale-leaseback rules of FASB Statement
     No. 98, "Accounting for Leases: Sale-Leaseback Transactions Involving
     Real Estate, Sales-Type Leases of Real Estate, Definition of the Lease
     Term, and Initial Direct Costs of Direct Financing Leases."  Generally,
     FAS 145 is effective for transactions occurring after May 15, 2002.  The
     adoption of SFAS 145 did not have a material effect on the financial
     statements of the Company.

     SFAS No. 146 -- In June 2002, the FASB issued SFAS No. 146, "Accounting
     for Exit or Disposal Activities" (SFAS 146).  SFAS 146 addresses
     significant issues regarding the recognition, measurement, and reporting
     of costs that are associated with exit and disposal activities,
     including restructuring activities that are currently accounted for
     under EITF No. 94-3, "Liability Recognition for Certain Employee
     Termination Benefits and Other Costs to Exit an Activity (including
     Certain Costs Incurred in a Restructuring)." The scope of SFAS 146 also
     includes costs related to terminating a contract that is not a capital
     lease and termination benefits that employees who are involuntarily
     terminated receive under the terms of a one-time benefit arrangement
     that is not an ongoing benefit arrangement or an individual deferred-
     compensation contract. SFAS 146 will be effective for exit or disposal
     activities that are initiated after December 31, 2002 and early
     application is encouraged.  The provisions of EITF No. 94-3 shall
     continue to apply for an exit activity initiated under an exit plan that
     met the criteria of EITF No. 94-3 prior tothe adoption of SFAS 146. The
     effect on adoption of SFAS 146 will change on a prospective basis the
     timing of when the restructuring charges are recorded from a commitment
     date approach to when the liability is incurred. The  adoption of SFAS
     146 did not have a material effect on the financial statements of the
     Company.

     SFAS No. 147 -- In October 2002, the Financial Accounting Standards
     Board (FASB) issued Statement of Financial Accounting Standards (SFAS)
     No. 147, "Acquisitions of Certain Financial Institutions" which is
     effective for acquisitions on or after October 1, 2002.  This statement
     provides interpretive guidance on the application of the purchase method
     to acquisitions of financial institutions.  Except for transactions
     between two or more mutual enterprises, this Statement removes
     acquisitions of financial institutions from the scope of both SFAS 72
     and Interpretation 9 and requires that those
                               F-13
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002

NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Continued)

     h.   Recent Accounting Pronouncements (Continued)

     transactions be accounted for in accordance with SFAS No. 141, "Business
     Combinations" and No. 142, "Goodwill and Other Intangible Assets".  The
     adoption of

     SFAS No. 147 -- Did not have a material effect on the financial
     statements of the Company.

     SFAS No. 148 -- In December 2002, the FASB issued SFAS No. 148,
     "Accounting for Stock Based Compensation-Transition and Disclosure-an
     amendment of FASB Statement No. 123" which is effective for financial
     statements issued for fiscal years ending after December 15, 2002.  This
     Statement amends SFAS 123, Accounting for Stock-Based Compensation, to
     provide alternative methods of transition for a voluntary change to the
     fair value based method of accounting for stock-based employee
     compensation.  In addition, this Statement amends the disclosure
     requirements of SFAS 123 to require prominent disclosures in both annual
     and interim financial statements about the method of accounting for
     stock-based compensation and the effect of the method used on reported
     results.  The adoption of SFAS No. 148 did not have a material effect on
     the financial statements of the Company.

     SFAS No. 149 -- In April 2003, the FASB issued SFAS No. 149, "Amendment
     of Statement 133 on Derivative Instruments and Hedging Activities" which
     is effective for contracts entered into or modified after June 30, 2003
     and for hedging relationships designated after June 30, 2003.  This
     statement amends and clarifies financial accounting for derivative
     instruments embedded in other contracts (collectively referred to as
     derivatives) and hedging activities under SFAS 133.  The adoption of
     SFAS No. 149 did not have a material effect on the financial statements
     of the Company.

     SFAS No. 150 -- In May 2003, the FASB issued SFAS No. 150, "Accounting
     for Certain Financial Instruments with Characteristics of both
     Liabilities and Equity" which is effective for financial instruments
     entered into or modified after May 31, 2003, and is
     otherwise effective at the beginning of the first interim period
     beginning after June 15, 2003.  This Statement establishes standards for
     how an issuer classifies and measures in its statement of financial
     position certain financial instruments with characteristics of both
     liabilities and equity. It requires that an issuer classify a financial
     instrument that is within its scope as a liability (or an asset in some
     circumstances) because that financial instrument embodies an obligation
     of the issuer. The adoption of SFAS No. 150 did not have a material
     effect on the financial statements of the Company.

     FASB Interpretation No. 45 --  "Guarantor's Accounting and  Disclosure
     Requirements for Guarantees, Including Indirect Guarantees of
     Indebtedness of Others   an Interpretation of FASB Statements No. 5, 57
     and 107".  The initial recognition and initial measurement provisions of
     this Interpretation are to be applied prospectively to guarantees issued
     or modified after December 31, 2002.  The disclosure requirements in the
     Interpretation were effective for financial statements of interim or
     annual periods ending after December 15, 2002.  The adoption of FASB
     Interpretation No. 45 did not have a material effect on the financial
     statements of the Company.
                               F-14
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002

NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Continued)

     h.  Recent Accounting Pronouncements (Continued)

     FASB Interpretation No. 46 -- In January 2003, the FASB issued FASB
     Interpretation No. 46 "Consolidation of Variable Interest Entities." FIN
     46 provides guidance on the identification of entities for which control
     is achieved through means other than through voting rights, variable
     interest entities, and how to determine when and which business
     enterprises should consolidate variable interest entities. This
     interpretation applies immediately to variable interest entities created
     after January 31, 2003. It applies in the first fiscal year or interim
     period beginning after June 15, 2003, to variable interest entities in
     which an enterprise holds a variable interest that it acquired before
     February 1, 2003. The adoption of FIN 46 did not have a material impact
     on the Company's financial statements.

     During the year ended December 31, 2003, the Company adopted the
     following Emerging Issues Task Force Consensuses:  EITF Issue No. 00-21
     "Revenue Arrangements with Multiple Deliverables", EITF Issue No. 01  8
     " Determining Whether an Arrangement Contains a Lease", EITF Issue No.
     02-3 "Issues Related to Accounting for Contracts Involved in Energy
     Trading and Risk Management Activities", EITF Issue No. 02-9 "Accounting
     by a Reseller for Certain Consideration Received from a Vendor", EITF
     Issue No. 02-17,  "Recognition of Customer Relationship Intangible
     Assets Acquired in a Business Combination",  EITF Issue No. 02-18
     "Accounting for Subsequent Investments in an Investee after Suspension
     of Equity Method Loss Recognition", EITF Issue No. 03-1, "The Meaning of
     Other Than Temporary and its Application to Certain Instruments", EITF
     Issue No. 03-5, "Applicability of AICPA Statement of Position 9702,
     'Software Revenue Recognition' to Non-Software Deliverables in an
     Arrangement Containing More Than Incidental Software", EITF Issue No.
     03-7, "Accounting for the Settlement of the Equity Settled Portion of a
     Convertible Debt Instrument That Permits or Requires the Conversion
     Spread to be Settled in Stock", EITF Issue No. 03-10, "Application of
     EITF Issue No. 02-16 by Resellers to Sales Incentives Offered to
     Consumers by Manufacturers.

     i.  Reclassification of Prior Period Balances

     Certain prior year balances have been reclassified to conform with the
     current year presentation.

NOTE 2 - SALE OF PROPERTY

     On July 2, 1999, the Company sold property in Colorado to AU Mining,
     Inc. for a note receivable of $1,795,853.  The note receivable bore
     interest at 8% per annum and required minimum quarterly payments of
     $50,000 with the remaining balance payable via lump sum on July 1, 2004.
     The note was secured by a Deed of Trust on the properties.  Based on the
     provisions of paragraphs 11-12 and 53-54 of Financial Accounting
     Standard (FAS) 66: Accounting for Sales of Real Estate, the buyer's
     initial and continuing investment was inadequate to demonstrate a
     commitment to pay for the obligation.  As such, the Company's gain on
     the sale had been deferred.  As of September 18, 2003, the Company had
     received $1,299,925 in payments on the note, of which $209,045 has been
     accounted for as a current year gain on sale of asset.
                               F-15
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002


NOTE 2 - SALE OF PROPERTY (Continued)

     On September 18, 2003, the Company and AU Mining entered into a new
     lease agreement whereby the previous option to purchase the property and
     claims was terminated, and all related debts and deeds were cancelled.
     As a result of this transaction, the land and related reclamation bond
     were returned to the Company and were recorded at their original pre-
     sale cost basis.  The related note receivable and offsetting deferred
     income that were created upon the initial sale were reduced to zero.  As
     a result of the new lease agreement, the Company recorded a Loss on
     Lease Restructuring of $71,061, which represents timing differences in
     the methods of gain/revenue recognition and the elimination of accrued
     interest associated with the note receivable. The original basis of the
     land of $203,655, as well as the reclamation bonds of $63,835, were put
     back on the books of the Company.

     The provisions of the new lease agreement provide for the lease of the
     current workings of the Golden Wonder mine and also for the possible
     expansion of that project over the next several years.  The term of the
     new lease agreement is five years and requires a minimum lease payment
     of $50,000 per quarter.  In addition, AU Mining is also required to
     remit a 10% net smelter royalty that will be offset against the lease
     payment.  The new lease agreement specifically excludes the Ute Ule mine
     and related claims (See Note 5).

     Prior to the rescission of the sale, the Company had a 100% interest in
     the land, but only held a 54.1% interest in the note receivable.  This
     apportionment is due to the Company having assigned 45.9% of the future
     proceeds and benefits from the land to Caldera Partners Limited
     Partnership (Caldera) in 1982.  The Chief Executive Officer of the
     Company also owns a controlling interest in Caldera, and as such,
     Caldera is considered to be a related party.  As a result of the new
     lease agreement, all future lease and royalty proceeds from the leased
     land will be apportioned at the same ratio between the Company and
     Caldera.

     On September 2003 and November 2003, the Company received the first and
     second quarterly lease and royalty payment due from AU Mining totaling
     $542,090.  Of this amount, $100,000 was assigned to lease revenues,
     while the remaining $442,090 was considered as royalties.  Due to the
     assignment of 45.9% of these revenues to Caldera, the Company recorded
     current period lease and royalty revenues of $54,100 and $239,170,
     respectively, and an increase in the Caldera liability of $248,819.

     As of December 31, 2003, the Company owed Caldera $989,043.  This amount
     represents 45.9% of the cumulative payments received on the note
     receivable as well as 45.9% of current lease and royalty payments
     received.  This amount is offset by accrued management fees payable to
     LKA as a reimbursement for the salary of a shared employee of as well as
     an allocation of operating costs $176,933.

NOTE 3 - RELATED PARTY TRANSACTIONS

     The Company owes Cognitive Associates Limited Partnership $56,828 in
     unpaid principal from a note dated December 31, 1986.  The note is
     unsecured, due upon demand, and accrues interest at 10% per annum.  No
     payments have been made during the years ended December 31, 2003 or
     2002.  Accrued interest related to this note $30,874 as of December 31,
     2003.
                                16
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002


NOTE 3 - RELATED PARTY TRANSACTIONS (Continued)

     The Company owes Cognitive Intelligence Limited Partnership $5,975 in
     unpaid principal from a note dated October 1, 1987.  The note is
     unsecured, due upon demand, and accrues interest at 10% per annum.  No
     payments have been made during the years ended December 31, 2003 or
     2002.  Accrued interest related to this note was $5,975 as of December
     31, 2003.

     The Company pays a company owned by an officer and shareholder $750 per
     month for office rent and expenses.  The affiliated Company, (Abraham &
     Co., Inc. an NASD member and registered investment advisor) also
     executes the Company's securities transactions and manages its
     investment portfolio.

     On May 23, 2003, the Company repurchased 1,366,836 shares of common
     stock from an investment trust administered by the Company's President
     and CEO.  The shares were purchased in exchange for $17,769 in cash, and
     were immediately cancelled.

     The Company has advanced $64,133 to various parties in the form of legal
     payments. These advances are secured by company stock owned by the
     president of the Company, due upon demand and non-interest bearing.

NOTE 4 - SECURITIES AND INVESTMENTS

     The Company follows the provisions of SFAS 115 regarding marketable
     securities.  The Company's securities investments that are bought and
     held principally for the purpose of selling them in the near term are
     classified as trading securities.  Trading securities are recorded at
     fair value on the balance sheet in current assets, with the change in
     fair value during the period included in earnings.

     Securities investments that the Company has the positive intent and
     ability to hold to maturity are classified as held-to-maturity
     securities and recorded at amortized cost in investments and other
     assets.  Securities investments not classified as either held-to-
     maturity or trading securities are classifies as available-for-sale
     securities.  Available-for-sale securities are recorded at fair value in
     investments and other assets on the balance sheet, with the change in
     fair value during the period excluded from earning and recorded net of
     tax as a separate component of equity.  All marketable securities held
     by the Company have been classified as available-for-sale securities.

     The following is a summary of the Company's investment in trading
     securities as of December 31, 2003.
                                                   Gross
                                       Cost     Unrealized    Fair
                                      Basis        Gains      Value
                                                    2002

     Equity securities   free trading   $301,558  $100,537  $402,095
                                        --------  --------  --------
                                        $301,558  $100,537  $402,095
                                        ========  ========  ========
                               F-17
<PAGE>
                     LKA INTERNATIONAL, INC.
          Notes to the Consolidated Financial Statements
                    December 31, 2003 and 2002

NOTE 5 -  SIGNIFICANT EVENTS

     Notification of Possible Environmental Remediation

     During the fall of 2002, the Federal Bureau of Land Management (the
     "BLM") advised the Company of its desire to extend to the Ute-Ule
     Property certain environmental clean-up activities that it is conducting
     on neighboring properties that the Company does not own.

     The BLM has commissioned and obtained an engineering evaluation and cost
     analysis ("EE/CA") report on the Ute-Ule and the neighboring public
     lands.  The EE/CA, which was released for a 30 day public comment period
     in December of 2002, has identified a large volume of mine tailings and
     metals loading of shallow ground water, with elevated levels of arsenic,
     cadmium and lead being present.  The total clean-up costs on all of
     these properties are estimated at approximately $7 million, with the
     projected clean-up cost of the Ute-Ule alone estimated at approximately
     $4,317,000.  As of November 18, 2003, the BLM has prepared a written
     response to the public comments received concerning the EE/CA and is in
     the process of selecting an overall site clean-up plan and is
     determining the final engineering plans.  Once these tasks are
     completed, the BLM will then enter into the process of implementing
     those plans.

     Under the federal Comprehensive Environmental Response, Compensation and
     Liability Act ("CERCLA"), the BLM and EPA may either require a property
     owner to perform the necessary cleanup or the agencies may perform the
     work and seek recovery of costs against the owner.  The BLM has taken
     the position that the Company will be liable for the cleanup on the Ute-
     Ule property, with the timing of the cleanup, the ultimate cost, and the
     Company's share of the total cost, still to be determined.  The BLM has
     indicated its willingness to negotiate a settlement of the matter and
     the Company intends to vigorously defend itself.  However, the Company
     is in the early stages of this process and cannot accurately predict a
     range of what the ultimate liability, if any, will be.

NOTE 6 - NOTES RECEIVABLE

     The Company has loaned $99,997 to seven individuals. These loans are
     secured by common stock owned by the president of the Company, bear
     interest at 8.5% per annum and are due in full by December 15, 2004.

NOTE 7 - SUBSEQUENT EVENTS

     The Company anticipates that it will issue 1,000,000 shares of common
     stock to its president Kye Abraham as a bonus.  Additionally it
     anticipates that it will grant Mr. Abraham 1,000,000 options which are
     exercisable at $0.25 per share.  These options will vest immediately
     upon grant and will expire 3 years from the date of grant.  No options
     have been granted as of the date of this report.

     Mr. Abraham has also agreed to use his Company stock to collateralize
     the loans made on behalf of the Northern Arizona Group.  The Company
     may, but is not obligated to withhold all unissued stock and options due
     to Mr. Abraham until such time as the amounts due from affiliates and
     the notes receivable are repaid.
                               F-18

<PAGE>

Item 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
---------------------

     During the past two fiscal years, and since then, there have been no
changes in our independent accountants or any disagreements with our
independent accountants on accounting and financial disclosure.

                                 PART III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

Identification of Directors and Executive Officers.
---------------------------------------------------

     The following table sets forth the names of all of our current directors
and executive officers. These persons will serve until the next annual meeting
of the stockholders or until their successors are elected or appointed and
qualified, or their prior resignation or termination.

<TABLE>
<CAPTION>
                                   Date of         Date of
                     Positions     Election or     Termination
Name                 Held          Designation     or Resignation
----                  ----         -----------     ---------------
<S>                   <C>           <C>            <C>

Kye A. Abraham        President      3/88           *
                      Chairman of
                      the Board      3/88           *
                      Director       3/88           *

Nanette Abraham       Secretary      1990           *
                      Director       1990           *
                      Treasurer     12/02           *

</TABLE>

     *  These persons presently serve in the capacities indicated.

Business Experience.
--------------------

     Kye Abraham, President, Chairman of the Board and Director.  Mr. Abraham
is 45 years old.  He has been the President of LKA since 1988.  Mr. Abraham is
also the President, Chairman of the Board, sole shareholder and a director of
Abraham & Co., Inc., a registered NASD broker/dealer.  Mr. Abraham is also the
Managing Partner of Caldera.

     Nanette Abraham, Secretary/Treasurer and Director.  Ms. Abraham, age 46,
has been employed by Frank Russell and Company, a worldwide financial
consulting company, since 1991.  She currently serves as a Research Associate.
From 1998 to 2002, Ms. Abraham was a Technical Assistant and was an
Administrative Assistant since 1991.  She has been the Secretary and Director
of LKA for over 10 years, and was appointed to the office of Treasurer in
December, 2002.

Significant Employees.
----------------------

     LKA has no employees who are not executive officers, but who are expected
to make a significant contribution to its business.

Family Relationships.
---------------------

     Our President, Kye Abraham, is the husband of Nanette Abraham, who is our
Secretary/Treasurer.

Involvement in Certain Legal Proceedings.
-----------------------------------------

     Except as stated below, during the past five years, no director, person
nominated to become a director, executive officer, promoter or control person
of LKA:

     (1) was a general partner or executive officer of any business against
which any bankruptcy petition was filed, either at the time of the bankruptcy
or two years prior to that time;

     (2) was convicted in a criminal proceeding or named subject to a pending
criminal proceeding (excluding traffic violations and other minor offenses);

     (3) was subject to any order, judgment or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining, barring, suspending or otherwise
limiting his involvement in any type of business, securities or banking
activities; or

     (4) was found by a court of competent jurisdiction (in a civil action),
the Commission or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not been
reversed, suspended or vacated.

Compliance with Section 16(a) of the Exchange Act.
--------------------------------------------------

     Our President, Kye Abraham, and the CDM Trust, which is controlled by Mr.
Abraham, filed Form 3 Initial Statements of Beneficial Ownership of Securities
with the Securities and Exchange Commission on September 27, 1988.  Mr.
Abraham filed Form 4 Statements of Changes in Beneficial Ownership of
Securities on January 6, 1989; February 8, 1989; May 1, 1989; January 10,
2003; and January 12, 2004.

     Our Secretary/Treasurer, Nanette Abraham, filed a Form 3 with the
Securities and Exchange Commission on January 10, 2003.

     We believe that each of these persons is currently in compliance with
Section 16(a) of the Exchange Act.

Audit Committee.
----------------

     We have not adopted an audit committee separate from our Board of
Directors because the Board of Directors consists of only Mr. and Mrs.
Abraham.

Code of Conduct.
----------------

     We have adopted a Code of Conduct for our President and
Secretary/Treasurer.  See the Exhibit Index, Part III Item 13, of this Report.

Item 10. Executive Compensation.
         -----------------------
     The following table sets forth the aggregate compensation paid by LKA for
services rendered during the periods indicated:

<TABLE>
<CAPTION>

                   SUMMARY COMPENSATION TABLE
                                       Long Term Compensation
                 Annual Compensation     Awards          Payouts

(a)         (b)      (c)     (d)     (e)       (f)    (g)       (h)    (i)
                                                      Secur-
                                     Other            ities            All
Name and   Year or                   Annual   Rest-   Under-    LTIP   Other
Principal  Period   Salary  Bonus    Compen-  ricted  lying     Pay-   Comp-
Position   Ended     ($)    ($)      sat'n    Stock   Options   outs   ensat'n
------------------------------------------------------------------------------
<S>         <C>       <C>   <C>      <C>       <C>    <C>       <C>     <C>

Kye
Abraham,   12/31/01  48,000  0       0          0     0         0       0
Pres.      12/31/02  48,000  0       0          0     0         0       0
Director   12/31/03  68,000  25,000  0          0     0         0       0

Nanette    12/31/01    0     0       0          0     0         0       0
Abraham,   12/31/02    0     0       0          0     0         0       0
Sec./Treas.12/31/03    0     0       0          0     0         0       0
Director

</TABLE>

     Beginning in October, 2003, Kye Abraham began receiving a salary of
$10,000 per month for his services to LKA.  Prior to that, his salary was
$9,000 per month.  We do not have any employment agreements with Mr. Abraham
or
with any other party.

                    Options/SAR Grants in Last Fiscal Year
                    --------------------------------------

                               Individual Grants
                               -----------------

<TABLE>
<CAPTION>

  (a)                (b)           (c)            (d)              (e)
                  Number of      % of Total
                  Securities     Options/SARs
                  Underlying     Granted to
                  Options/SARs   Employees in   Exercise or Base  Expiration
Name              Granted (#)    Fiscal Year    Price ($/Sh)      Date
----              -----------    -----------    ------------      ----
<S>               <C>            <C>            <C>               <C>

None              -0-            -0-            -0-               -0-

</TABLE>

     As of the date of this Report, LKA has not granted any options.  However,
the Company anticipates that it will grant Mr. Abraham options to purchase 1
million shares of its common stock for a price of $0.25 per share, exercisable
for three years.  In addition, the Company expects to issue 1 million shares
of common stock to Mr. Abraham as a bonus.  However, these shares have not yet
been authorized to be issued, and they are not included in any calculations in
this Report.

Compensation of Directors.
--------------------------

     There are no standard arrangements pursuant to which LKA's directors are
compensated for any services provided as a director.  No additional amounts
are payable to our directors for committee participation or special
assignments.

Employment Contracts and Termination of Employment and
Change-in-Control Arrangements.
-------------------------------

     There are no employment contracts, compensatory plans or arrangements,
including payments to be received from LKA, with respect to any director or
executive officer of LKA that would in any way result in payments to any such
person because of his or her resignation, retirement or other termination of
employment with LKA or any subsidiary, any change in control of LKA, or a
change in the person's responsibilities following a change in control of LKA.

Item 11. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.
----------------------------

Security Ownership of Certain Beneficial Owners.
------------------------------------------------

     The following table sets forth the shareholdings of those persons who
beneficially own more than five percent of our common stock as of the date of
this Report:

<TABLE>
<CAPTION>

                            Number of Shares           Percentage
Name and Address           Beneficially Owned           of Class
----------------           ------------------           --------
<S>                        <C>                          <C>

Kye A. Abraham               924,686 (1)                17.5%
3724 47th Street Ct. NW
Gig Harbor, WA 98335

</TABLE>

(1) Consists of 907,136 shares that are held in the name of Kye A. Abraham;
    and 17,550 shares held in the names of Kye A. Abraham and Nanette Abraham.

Security Ownership of Management.
---------------------------------

     The following table sets forth the shareholdings of our directors and
executive officers as of the date of this Report:

<TABLE>
<CAPTION>

                           Number of             Percentage of
Name and Address     Shares Beneficially Owned     of Class
----------------     -------------------------     --------
<S>                            <C>                  <C>

Kye A. Abraham               924,686 (1)            17.5%
3724 47th Street Ct. NW
Gig Harbor, WA 98335

Nanette Abraham                (2)                  (2)
3724 47th Street Ct. NW
Gig Harbor, WA 98335

All Directors and
Executive Officers
as a group                   924,686                17.5%
(2 persons)

</TABLE>

(1) Consists of 907,136 shares that are held in the name of Kye A. Abraham;
    and 17,550 shares held in the names of Kye A. Abraham and Nanette Abraham.

(2) As the spouse of Kye Abraham, Nanette Abraham may be deemed to
    beneficially own all 924,686 shares that Mr. Abraham beneficially owns.

Changes in Control.
-------------------

     To the knowledge of management, there are no present arrangements or
pledges of LKA's securities which may result in a change in its control.

Item 12. Certain Relationships and Related Transactions.
         -----------------------------------------------

Transactions with Management and Others.
----------------------------------------

     Except as indicated below, during the calendar years ended December 31,
2003 and 2002, and since then, there were no material transactions, series of
similar transactions, currently proposed transactions, or series of similar
transactions, to which LKA or any of its subsidiaries was or is to be a party,
in which the amount involved exceeded $60,000 and in which any director or
executive officer, or any security holder who is known to LKA to own of record
or beneficially more than five percent of its common stock, or any member of
the immediate family of any of the foregoing persons, had a material
interest.

     Caldera Partners Limited Partnership has the right to receive 45.9% of
the proceeds that we are entitled to receive from the Ute-Ule and Golden
Wonder properties.  Caldera is controlled and managed by our President, Kye A.
Abraham.

     As of December 31, 2003, LKA owed Cognitive Associates Limited
Partnership $56,828 in unpaid principal on a promissory note dated December
31, 1986.  The note is unsecured and due on demand and accrues interest at 10%
per year.  We did not make any payments on this note during the calendar year
ended December 31, 2003.  As of December 31, 2003, there was $30,874
in accrued interest on the note.  Cognitive Associates is controlled by Mr.
Abraham.

     As of December 31, 2003, we owed Cognitive Intelligence Limited
Partnership $5,975 in unpaid principal from a note dated October 1, 1987.  The
note is unsecured, due upon demand, and accrues interest at 10% per year.  We
did not make any payments on this note during the calendar year ended
December 31, 2003.  As of December 31, 2003, there was $5,975 in accrued
interest on the note.  Cognitive Intelligence is controlled by Mr. Abraham.

     We pay Abraham and Company a monthly rent of $750 for use of our office,
telephone and office equipment.  Abraham and Company is solely controlled by
Mr. Abraham.

     During the calendar year ended December 31, 2003, LKA advanced $64,133
various parties in the form of legal payments.  These advances are secured by
company stock owned by Mr. Abraham, and are due upon demand and non-interest
bearing.

     On May 23, 2003, we repurchased 1,366,836 shares of common stock from CDM
Trust, of which Mr. Abraham is trustee.  These shares were purchased in
exchange for $17,769 in cash, and were immediately canceled.

Certain Business Relationships.
-------------------------------

     Except as indicated under the heading "Transactions with Management and
Others," during the calendar years ended December 31, 2003 and 2002, and since
then, there were no material transactions, series of similar transactions,
currently proposed transactions, or series of similar transactions, to which
LKA or any of its subsidiaries was or is to be a party, in which the amount
involved exceeded $60,000 and in which any director or executive officer, or
any security holder who is known to LKA to own of record or beneficially
more than five percent of its common stock, or any member of the
immediate family of any of the foregoing persons, had a material interest.

Indebtedness of Management.
---------------------------

     Except as indicated under the heading "Transactions with Management and
Others," during the calendar years ended December 31, 2003 and 2002, there
were no material transactions, series of similar transactions, currently
proposed transactions, or series of similar transactions, to which LKA or any
of its subsidiaries was or is to be a party, in which the amount involved
exceeded $60,000 and in which any director or executive officer, or any
security holder who is known to LKA to own of record or beneficially
more than five percent of its common stock, or any member of the
immediate family of any of the foregoing persons, had a material interest.

Parents of the Issuer.
----------------------

     LKA has no parents.

Transactions with Promoters.
----------------------------

     Except as indicated under the heading "Transactions with Management and
Others," during the calendar years ended December 31, 2003 and 2002, there
were no material transactions, series of similar transactions, currently
proposed transactions, or series of similar transactions, to which LKA or any
of its subsidiaries was or is to be a party, in which the amount involved
exceeded $60,000 and in which any promoter or founder, or any member of the
immediate family of any of the foregoing persons, had a material interest.
Item 13. Exhibits and Reports on Form 8-K.
         ---------------------------------

Reports on Form 8-K
-------------------

     None.

Exhibits
--------

Exhibit
Number               Description
------               -----------

14             Code of Conduct

31.1           302 Certification of Kye Abraham

31.2           302 Certification of Nannette Abraham

32             906 Certification

DOCUMENTS INCORPORATED BY REFERENCE

     Annual Report on Form 10-KSB for the calendar year ended December 31,
2002, filed with the Securities and Exchange Commission on April 3, 2003.

     Quarterly Report on Form 10-QSB for the quarterly period ended September
31, 2003, filed with the Securities and Exchange Commission on November 19,
2003.

Item 14.  Controls and Procedures.
          ------------------------

     Within 90 days prior to the date of this report, we carried out an
evaluation, under the supervision and with the participation of our President
and Secretary/Treasurer, of the effectiveness of the design and operation of
our disclosure controls and procedures.  Based on this evaluation, our
President and Secretary/Treasurer concluded that our disclosure controls and
procedures are effective in timely alerting them to material information
required to be included in our periodic Securities and Exchange Commission
reports.  It should be noted that the design of any system of controls is
based in part upon certain assumptions about the likelihood of future events,
and there can be no assurance that any design will succeed in achieving its
stated goals under all potential future conditions, regardless of how remote.
In addition, we reviewed our internal controls, and there have been no
significant changes in our internal controls or in other factors that could
significantly affect those controls subsequent to the date of their last
evaluation.

Item 15.  Principal Accountant Fees and Services.
          ---------------------------------------

     The following is a summary of the fees billed to LKA by its principal
accountants during the calendar years ended December 31, 2003, and December
31, 2002:


     Fee category                      2003           2002
     ------------                      ----           ----

     Audit fees                        $16,465        $14,600

     Audit-related fees                $   -0-        $   -0-

     Tax fees                          $ 2,455        $   105

     All other fees                    $ 2,363        $   -0-

     Total fees                        $21,283        $14,705


     Audit fees.  Consists of fees for professional services rendered by our
principal accountants for the audit of our annual financial statements and the
review of financial statements included in our Forms 10-QSB or services that
are normally provided by our principal accountants in connection with
statutory and regulatory filings or engagements.

     Audit-related fees.  Consists of fees for assurance and related services
by our principal accountants that are reasonably related to the performance of
the audit or review of LKA's financial statements and are not reported
under "Audit fees."

     Tax fees.  Consists of fees for professional services rendered by our
principal accountants for tax compliance, tax advice and tax planning.

     All other fees.  Consists of fees for products and services provided by
our principal accountants, other than the services reported under "Audit
fees," "Audit-related fees" and "Tax fees" above.

                              SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                       LKA INTERNATIONAL, INC.


Date: 3-29-04                         By /s/ Kye A. Abraham
      -------                            -------------------
                                         Kye A. Abraham
                                         President, Chairman of the Board and
                                         Director


     In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the registrant and in the capacities and on
the dates indicated:

Date: 3-29-04                            /s/ Kye A. Abraham
      -------                            ------------------
                                         Kye A. Abraham
                                         President, Chairman of the Board and
                                         Director


Date: 3-29-04                            /s/ Nanette Abraham
      -------                            --------------------
                                         Nanette Abraham
                                         Secretary/Treasurer and Director