---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K/A

Amendment #1

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

For the fiscal year ended: November 30, 2010

OR

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

For the transition period from ____________ to ____________

Commission File Number 000-12132

SILVERADO GOLD MINES LTD.(Exact Name of Registrant as Specified in its Charter)

|British Columbia, Canada                         | 98-0045034                          
|------------------------------------------------ | ------------------------------------
|(State or Other Jurisdiction of Incorporation or | (I.R.S. Employer Identification No.)
|Organization)                                    |                                     
|                                                 |                                     
|5455 152ndStreet, Suite 308                      |                                     
|Surrey, British Columbia, Canada                 | V3S 5A5                             
|(Address of Principal Executive Offices)         | (Zip Code)                          

\Registrant's telephone number: (800) 665-4646

Securities registered under Section 12(b) of the Act:
None

Securities registered under Section 12(g) of the Act: Common
  Stock, no par value

|Title of each class        | Name of each exchange on which registered
|-------------------------- | -----------------------------------------
|Common Stock, no par value | None                                     

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. [ 
 ] Yes     [X] No

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act. [   ]
Yes     [X] No

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  [X] Yes    
 [   ] No

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files).
[X] Yes     [   ] No

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not
contained herein, and will not 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-K or any amendment to this Form 10-K.
[   ]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.

|Large accelerated filer [   ] | Accelerated
      filer                  [ 
       ]
|----------------------------- | ----------------------------------------------------
|Non-accelerated filer   [   ] | Smaller reporting company [X]                       

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Act). [   ] Yes   
 [X] No

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 last sold, or the average bid and asked price of such
common equity, as of the last business day of the registrants most recently
completed second fiscal quarter: $11,641,175 as of March 11, 2011.

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court. [   ] Yes   
 [   ] No

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the
registrants classes of common stock, as of the latest practicable date:
2,914,377,244 common shares, no par value, outstanding as of March 14, 2011.

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by
reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which
the document is incorporated: (1) Any annual report to security holders; (2) Any
proxy or information statement; and (3) Any prospectus filed pursuant to Rule
424(b) or (c) under the Securities Act of 1933.

None.

1

---

EXPLANATORY NOTE

This Amendment No. 1 to the  Annual Report on Form 10-K/A (the “Amendment”) of Silverado Gold Mines Ltd.,  (the “Company”, “we”, “us”, “our”) is being filed for the purpose of amending  the following disclosure

| | 1. | The addition of consents from our auditors, current and previous, for the inclusion, by reference, of their reports on our financial statements;       
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------
| | 2. | Revisions to the descriptions of our properties intended to eliminate unnecessary technical information;                                               
| | 3. | Revisions to our Management’s Discussion and Analysis for the years ended November 30, 2010 and 2009;                                                  
| | 4. | The inclusion of an amended audit report from our current auditor, Manning Elliott, LLP;                                                               
| | 5. | Revisions to our disclosure in Item 13 of this report relating to the lack of independent directors;                                                   
| | 6. | Revisions to our disclosure in Item 9A of this Report – Controls and Procedures;                                                                       
| | 7. | Revisions to our disclosure in Item 10 of this Report – Directors, Executive Officers, and Corporate Governance; and                                   
| | 8. | Revisions to our disclosure in Item 12 of this Report – Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Except as described above, no other  changes are being made to the Company’s Annual Report on Form 10-K for the  fiscal year ended November 30, 2010, as amended (the “Form 10-K”). This  Amendment does not reflect events occurring after the March 15, 2011  filing of our Form 10-K and does not modify or update the disclosure contained  in the Form 10-K in any way other than as described in this Explanatory Note.

PART 1

ITEM 1. BUSINESS.

FORWARD-LOOKING STATEMENTS

The information in this Annual Report on Form 10-K contains
forward-looking statements within the meaning of applicable securities laws
relating to Silverado Gold Mines Ltd. (Silverado, the Company, we, our,
or us). These forward-looking statements represent our current expectations or
beliefs including, but not limited to, statements concerning our operations,
performance, and financial condition. Such forward-looking statements involve
risks and uncertainties regarding the market price of gold, availability of
funds, government regulations, common share prices, operating costs, capital
costs, outcomes of test mining activities and other factors. Forward-looking
statements are made, without limitation, in relation to operating plans,
property exploration activities, including test mining activities, availability
of funds, environmental reclamation, variability of quarterly results, our
ability to continue growth, operating costs and permit acquisition. Any
statements contained herein that are not statements of historical facts may be
deemed to be forward-looking statements. In some cases, you can identify
forward-looking statements by terminology such as may, will, should,
expect, plan, intend, anticipate, believe, estimate, predict,
potential,or continue,and the negative of such terms or other
comparable terminology. Statements in this annual report regarding planned
mineral exploration and drilling activities and any other statements about
Silverados future expectations, beliefs, goals, plans or prospects constitute
forward-looking statements. Actual events or results may differ materially. In
evaluating these statements, you should consider various factors, including the
risk factors outlined in Item 1A below, and, from time to time, in other reports
we file with the SEC. These factors or uncertainties materialize or should the
underlying assumptions prove incorrect, actual results could differ materially
from those indicated in the forward-looking statements. Given these
uncertainties, readers are cautioned not to place undue reliance on any
forward-looking statements.

Any forward-looking statement speaks only as of the date on
which such statement is made, and we disclaim any obligation to publicly update
these statements to reflect events or circumstances after the date on which such
statement is made, or disclose any difference between its actual results and
those reflected in these statements. New factors emerge from time to time and it
is not possible for us to predict all of such factors, nor can we assess the
impact of each such factor may cause actual results to differ materially from
those contained in any forward-looking statements.

CAUTIONARY NOTE TO U.S. INVESTORS CONCERNING ESTIMATES OF
RESERVES AND RESOURCES

The mineral estimates in this Annual Report on Form 10-K have
been prepared in accordance with Canadian National Instrument 43-101  Standards
of Disclosure for Mineral Projects (NI 43-101). The terms mineral
reserve, proven mineral reserve, probable mineral reserve, measured
resources, indicated resources and inferred resourcesare Canadian
mining terms as defined in accordance with NI 43-101. U.S. investors are
cautioned that the United States Securities and Exchange Commission does not
recognize these resource classifications.There is no assurance that any of
our mineral resources will be converted into reserves under the disclosure
standards of the United States Securities and Exchange Commission. Further,
inferred resourceshave a great amount of uncertainty as to their
existence, and economic and legal feasibility. It cannot be assumed that all or
any part of an inferred mineral resource will ever be upgraded to a higher
category. Under Canadian rules, estimates of inferred mineral resources may not
form the basis of feasibility or pre-feasibility studies, except in rare cases.
Investors are cautioned not to assume that part or all of an inferred
resourceexists, or is economically or legally mineable.

INTRODUCTION

Silverado is engaged in the acquisition and exploration of
mineral properties in the State of Alaska, through its wholly-owned subsidiary,
Silverado Gold Mines Inc., and in the development of a liquid fuel derived from
low-rank coal through its other wholly-owned subsidiary, Silverado Green Fuel,
Inc.

Silverado has committed over three decades of work to the
exploration, development and test mining of gold properties throughout North
America. In the mid-1980s, the Company decided to focus its efforts in Alaska.
We have extensive experience in geological, geochemical and geophysical
exploration techniques. Our mineral holdings are located in the Fairbanks Mining
District and in the Koyukuk Mining District, consisting of both lode and placer
mining claims. At the present time, our primary focus is the exploration and
development of our Nolan Gold Project and our Hammond property located 175 miles
north of Fairbanks, Alaska. We are also continuing with exploration activities
on our Eagle Creek Property and our Ester Dome Project, which are both located
in the Fairbanks Mining District.

2

---

Silverados cash inflow has been generated mainly from private
financings, gold sale proceeds earned during the exploration stage, debentures
and loans. The Companys continuing operations are dependent upon private
financings to operate our business.

Silverado has been working for eight years on the development
of low-rank coal-water fuel (Green Fuel), a non-toxic liquid fuel product
derived from sub-bituminous and lignite coal. In its finished form, the fuel is
a non-toxic, non-hazardous environmentally friendly strategic (liquid) fuel.
Silverado is seeking financing to enable us to proceed with the construction of
a commercial demonstration facility designed to document the combustion
characteristics of Green Fuel. A successful demonstration project could lead to
construction of a commercial production facility to manufacture the low-rank
coal-water fuel as a replacement fuel for oil fired boilers and utility
generators.

CORPORATE ORGANIZATION

Silverado Gold Mines Ltd. is a corporation organized under the
laws of British Columbia, Canada. The Company was originally incorporated in
June 1963. Silverado operates in the United States through its wholly owned
subsidiaries, Silverado Gold Mines Inc., (incorporated May 29, 1981) and
Silverado Green Fuel Inc. (incorporated August 14, 2006). We filed a transition
application and notice of articles with the British Columbia Registrar of
Companies on April 20, 2004 in order to replace our former memorandum adopted
under the British Columbia Company Act and to alter our current articles to the
extent necessary to ensure compliance with the British Columbia Business
Corporations Act (the BC Business Corporations Act). The BC Business
Corporations Act came into force in British Columbia on March 29, 2004 and
replaced the former British Columbia Company Act. The transition notice and
notice of articles was filed under the BC Business Corporations Act that
requires any British Columbia company incorporated under the former British
Columbia Company Act to effect transition under the BC Business Corporations Act
by filing with the British Columbia Registrar of Companies a transition
application and notice of articles within two years following the coming into
force of the BC Business Corporations Act.

Our exploration activities have been managed and conducted by
affiliated companies, Tri-Con Mining Ltd. (Tri-Con) and Tri-Con Mining Inc.,
pursuant to written operating agreements. Each of Tri-Con and Tri-Con Mining
Inc. are privately-owned corporations controlled by Garry L. Anselmo, who is our
president, chief executive officer, and the chairman of our board of directors.

MINERAL EXPLORATION BUSINESS

We are a mineral exploration company with interests in
properties located throughout the state of Alaska. The majority of such
properties are in the early stages of exploration, and there is no assurance
that a commercially viable mineral deposit exists on such properties. Effective
January 1, 2009, based on completion of a preliminary feasibility study, our
Nolan Gold and Antimony Lode Project has disclosed an economically viable
mineral reserve. Certain definitions of geological and technical terms used in this Annual Report
on Form 10-K are provided in the Glossary of Terms under Item 2. Readers and
investors are cautioned that many of these terms, such as inferred resource
and indicated resource are terms used and accepted by the Canadian Institute
of Mining (CIM), and although these terms are recognized and required by the
Canadian Securities regulations, they are not recognized by the United States
Securities and Exchange Commission.

We hold interests in the following four groups of mineral
properties in Alaska:

| | 1. | Nolan Gold Project;        
| | -- | ---------------------------
| | 2. | Ester Dome Gold properties;
| | 3. | Hammond properties; and    
| | 4. | Eagle Creek properties.    

A description of our operations with respect to each of these
mineral properties is as follows:

1.     
Description of Operations at the Nolan Gold Project

1.1   Nolan Gold Project
Background

The Nolan Gold Project consists of both placer-style and
lode-style deposit types for exploration and development. The Nolan Placer Gold
Project involves exploration and development of gold occurring in placer
deposits such as stream channels or ancient remnants of placer gold deposits.
The Nolan Lode Gold and Antimony Project consist of exploration work designed to
locate bedrock structures or formations of bedrock which host gold and antimony
mineralization. These two facets of the Nolan Gold Project complement each
other, as every stone or pebble in a placer deposit is a piece of rock eroded
from some near or distant bedrock formation, and each gold nugget or grain of
gold in a placer deposit was originally part of a bedrock formation or structure
with lode gold mineralization. Because a placer deposit originates from a lode
source, the search for the Nolan lode source involves unraveling the sequences
of events that caused a placer deposit to form, as well as applying various
geological, geochemical and geophysical exploratory investigations.

3

---

The Nolan Gold Project consists of numerous mineral prospects
that are in the early stages of exploration, as well as mineral prospects in the
advanced stages of exploration. During the years previous to 2007, the Company
focused only minimal exploration effort on finding a lode source for gold and
focused mostly on the exploration and development of placer gold. During
2007-2010, the Company focused its efforts on the lode potential of the Nolan
Creek property, herein referred to as the Nolan Lode Gold and Antimony Project.
The project is in the advanced stages of exploration and is potentially moving
toward the development stage. During September of 2008, the Company commissioned
an independent mining consultant to perform a preliminary feasibility study of
the Workmans Bench lode gold and antimony deposit. The results were released to
the public on January 5, 2009.

The previous (prior to 2008) bulk sampling projects of placer
gold from the gravel benches along the left limit of Nolan Creek had indicated
that there was an association between some of the placer gold recovered and an
antimony sulfide mineral called stibnite which commonly coated the coarser and
angular gold nuggets. Stibnite is a sulfide mineral, and is a common pathfinder
mineral for gold exploration and consists of the elements antimony and sulfur.

1.2      Nolan Gold Projects
Exploration Approach and Focus

2007

The new exploration approach began in 2007 and involved not
only looking for the lode source of the gold, but also giving economic
consideration to the element antimony in addition to the gold, for exploration
and development. In 2007, the Company began a new systematic and more scientific
approach that combined soil and rock (surface) geochemical data and geophysical
data (airborne and ground) with subsurface drill core geochemical and geological
data. The data was compiled into a Geographical Information System (GIS)
database. All GIS surface data acquired in the field was located with a Global
Positioning System (GPS).

In 2007, the Company began focusing on the lode source of the
gold and antimony in the areas referred to as Pringle Bench and Workmans Bench.
These two target areas are underlain by a quartz-gold-antimony veined zone that
is part of a sheared and faulted structural zone referred to by the Company as
the Solomon Shear Zone. The Company excavated eight trenches totaling 440 lineal
feet of bedrock in the Pringle and Workmans Benches and collected continuous
chip samples from the bedrock that included the gold and antimony veins. The
Company will continue to use the excavation of trenches to assist in
exploration, especially to aid in defining drill targets, taking advantage of
the historic roads and trails that allow transport of heavy equipment for
exploration purposes.

In 2007, the Company acquired a tracked and mobile diamond core
drill for exploration. The diamond core drill, and the 2 inch diameter (NQ)
core, allow the geologist to make determination of the true width of mineralized
veins and the relationship of the vein to other primary geologic structures. The
diamond drill core allows for more accurate analysis of grade and interpretation
of style of mineralization and timing of mineralization relative to other
structures in the rock.

During 2007, the new soil and rock geochemical data and
geophysical data further delineated the northeast trending structural zone,
referred to by the Company as the Solomon Shear Zone, which is associated with
gold and antimony mineralization. The new approach in 2007 involved the first
phase of drilling, using the newly acquired diamond core. A total of 18 holes
were drilled across the Solomon Shear Zone. The diamond core drilling data
supported the geochemical and geophysical data. The drilling was focused on the
Workmans and Pringle Benches located on the south and north sides of Smith
Creek respectively.

During 2007, the Companys exploration efforts in the Fortress
area delineated gold and arsenic soil anomalies which coincide with east-west
VLF-EM ground geophysical anomalies interpreted by the Company as possibly new
mineralized structural trends. The Fortress area has never been drilled and is
still in the earliest stages of exploration.

Exploration efforts in 2007 did not result in finding a
commercially viable mineral deposit.

4

---

2008

During the winter of 2008, the Company excavated 570 feet of
exploration tunnels into the bedrock below Workmans Bench. During the summer of
2008, the Company began the second phase of diamond core drilling, focusing on
the Workmans Bench area, and did not drill north of Smith Creek. The Company
continued with the ground (non airborne) very low frequency electromagnetic
(VLF-EM) geophysical grid in the Fortress area located on the north end of the
property.

The drilling under Workmans Bench delineated 1,300 feet of
gold and antimony mineralization in near vertical structures or veins that
extend down dip two hundred feet and remain open at depth.

The 2007 and 2008 drill results in the Workmans Bench area
were not sufficient to define a probable reserve, but the drill results combined
with the preliminary feasibility study was sufficient enough to define a
probable reserve. Reserves and resources are listed in Item 2, below.

2009

During 2009 the exploration approach and focus was on advancing
to the potential development stage which involved collecting baseline
environmental data and performing characterization studies for permitting
obligations such as the acid rock drainage study which is still ongoing. In
addition, the Company performed critical upgrades to the Nolan Creek Camp
facility in preparation for a crew of mining personnel to assist with the
proposed bulk sampling program. Due to insufficient investment capital, the
permitted 1,000 cubic yard underground bulk sample of antimony-gold ore was not
initiated.

During the summer of 2009 the Company drilled 20 diamond core
drill holes totaling 4,992 feet under Workmans and Pringle Benches. The drill
program was focused on increasing the size of the A Zone beyond the 2008
resource and reserve blocks. The drill results at both Workmans and Pringle
Benches were not spatially located for a reserve status but they were sufficient
for an inferred resource. Refer to Item 2 below for the resource and reserve
estimates.

Another goal of the summer drill program was to connect the
resource blocks of the Workmans and Pringle Bench Prospects. Drilling in the
Smith Creek lowlands encountered problems that will require a larger drill in
order to extract core samples and to have a contiguous resource block that
connects Pringle Bench to Workmans. However, drilling along the south end of
Pringle Bench in 2009 combined with soil and geophysical anomalies has confirmed
that the Main Zone of gold and antimony mineralization encountered in Workmans
and Pringle Bench are part of the same northeast trending zone.

2010

During 2010 the Company performed limited exploration work on
the property. Due to insufficient capital, the permitted 1,000 cubic yard
underground bulk sample of antimony-gold ore was not initiated. Limited funding
also prevented us from initiating the permitted diamond core drill program which
was planned to increase mineral resources under Workmans and Pringle Benches.
The Companys geologists mapped and prospected the bedrock exposures located
west of Pringle Bench which is the area on the property with the best gold soil
geochemistry. The underground portal was inspected and the roads and
infrastructure were maintained and remain in good order. Upgrades and
maintenance were performed throughout the property and include but were not
limited to fuel storage areas and removal of old waste from the site. Drill
sites were located and surveyed in preparation for a drill program which will
include two HQ diamond core drills capable of drilling in excess of 1,000 feet.

1.3      Nolan Gold Bulk Sampling
Projects

1.3.1   2007 Placer Gold Bulk Sampling Projects

2007 Swede Channel and Marys East Bulk Sampling Projects

The Swede Channel and Marys East placer deposits represent the
last bulk placer sampling projects that the Company has undertaken, and are
disclosed herein as part of the background of the Companys operations.

5

---

The Swede Channel Placer Gold Deposit (Swede Channel)is a glacial drainage perched several hundred feet above the Nolan Creek
Valley. During the ice age, a glacial event caused the Swede Gulch to rapidly
erode a deep, narrow water channel across earlier gold bearing river gravel
deposits. Erosion and transportation caused the gold bearing gravel to be
re-concentrated due to removal of the lighter gangue minerals, while much of the
heavier gold, along with boulders and coarse gravel common to a high energy
drainage environment, was deposited to the Swede Channel. Subsequent post
glacial uplift and erosion has established the present topography including the
perched Swede Channel location on the westerly flank of Smith Dome, and overlain
by up to 100 feet of overburden making it an unidentifiable surface topographic
expression.

The Marys East Placer Gold Deposit (Marys East)is
located a few hundred yards northeast of the Swede Channel and directly east of
Marys Bench Placer Gold Deposit. Unlike the gold concentrations in the Swede
Channel, the placer gold in Marys East is concentrated in landslide material
that was deposited onto a bedrock shelf during the ice age.

Swede Channel and Marys East 2007 Work

During the winter of 2006, Silverado re-opened the Swede portal
and continued with its underground exploration and development program on the
remaining sections of the Swede Channel until its completion by the middle of
January 2007. A total of 8,963 loose cubic yards (LCY) of gravel material was
stockpiled from the remaining Swede Channel.

In early January 2007, crews installed a portal into Marys
East, and began an underground drift into the Marys East deposit. The Marys
East project was completed at the end of March 2007 and 9,357 LCY of gravel
material was stockpiled from this project.

The 2006-2007 winter stockpile contained 18,320 LCY (Swede
Channel and Marys East combined) of gravel material, and was processed from
June through July of 2007 at the existing sluice plant location, yielding
2,811.74 troy ounces of gold nugget gold and over 207 pounds of concentrate that
contained gold particles smaller than 1/4 inch in size. The fine concentrate
yielded 915.06 troy ounces of gold (30% gold), which when combined with 2,811.74
troy ounces of nugget gold recovered in 2007 totals 3,726.80 troy ounces. Also,
the fine concentrates yielded 65.10 troy ounces of silver or 2.15% silver which
was included in gold inventory.

The Swede channel and Marys East portals were both sealed
after completion of the underground bulk sampling projects. Both sites were
reclaimed in summer 2007 as required by the Bureau of Land Management.

1.3.2   2008 Nolan Lode Gold and Antimony Bulk
Sampling Project

During 2008, the Company did not explore for placer gold
resources. Exploration focused on the lode potential of the Main Zone of
gold-antimony veining at Workmans Bench which required drill intercepts to be
spaced close enough to define the various zones, especially the A Zone Vein
fault. The A Zone was to be the sample target for a future 1,000 cubic yard
bulk sample. The extraction of a bulk sample or samples of gold-bearing
semi-massive to massive stibnite (antimony mineral) is necessary for mineral
processing and metallurgical investigation.

On November 16, 2007, we began the excavation of the
Workmans Bench Portal and continued excavating 570 feet of underground workings
into the bedrock below Workmans Bench. The tunnels were finished in early
February of 2008. The tunnels are interconnected and serve a multitude of
purposes. The first purpose was for determining the overall width of the veined
gold and antimony mineralized zone and establishing the strike and dip of the
individual quartz-gold-antimony veins. The second purpose was for the collection
of insitu bedrock channel samples for geochemical assays, and the third was for
the collection of significantly larger (bulk) samples of the main gold and
antimony vein referred to by the Company as the Zone A vein, that typically
consists of massive stibnite and gold, for more accurate geochemical assays as
well as for preliminary milling and processing studies of the gold and antimony.

The final purpose of the tunnels is for access and egress for
future bulk sampling at depth. Depending on funding, the Company plans to
collect either a 1,000 cubic yard or 2,000 cubic yard bulk sample of the main
gold and antimony vein referred to by the Company as the A Zone Vein. Other
potential targets for future exploration and development include the West Zone,
B Zone and C Zone that parallel the main A Zone Vein.

Bulk Sample of the A Zone Vein

Prior to 2008, the Company had not completed mineral processing
or tests for mineral processing of lode mineralization in the Nolan Creek area.

6

---

Thomas K. Bundtzen (the QP), an independent and AIPG
Certified Professional Geologist, served as an independent third-party qualified
person to the Company for the purpose of certifying and collecting data for the
Nolan Gold Project. In April 2008, the QP collected a 414 lb bulk sample of
semi-massive stibnite, vein quartz, and wall rock gangue from the defined
mineralized A Zone in the Workmans Bench underground workings. The purpose
was to determine the mineralogical nature of the antimony mineralization and the
source of significant gold values within the A Zone.

The 414 lb bulk sample was sent to Hazen Research Labs Inc. in
Golden, Colorado, USA in order to discover the most optimal grind for potential
marketing of a stibnite product, and to identify the mineralogical nature of the
gold and antimony values. Hazen Research Labs Inc. produced two reports in
September of 2008. Results of the first report involve flotation and gravity
separation of the gold, stibnite and other sulfides and gangue minerals. The
results of the second report involve mineralogical examination. Details of the
two Hazen Research Lab reports are discussed under Item 2, below.

Silverado has also acquired a permit from the Bureau of
Land Management (BLM) to collect and process a maximum 1,000 cu yd of material
from the Workmans Bench Lode for metallurgical testing. The bulk sample will be
collected to determine grinding, flotation, and other processing and
mineralogical characteristics of stibnite.

The QP released a detailed technical report on July 29, 2008
referred to as NI 43-101 which disclosed both placer and lode resource estimates
for the Nolan Creek properties. Discussion and results of the bulk sample
collected by the QP are detailed in the technical report. The July 29, 2008
report was based on information available to the QP as of July 2, 2008, and the
resource estimates in the report were superseded by the QPs November 17, 2008
revised estimates which indicated a resource of 17,000 oz of gold which has been
reclassified as a reserve of 17,000 oz of gold following the release of the
preliminary feasibility study, effective January 1, 2009 as amended June 1 2009. The more recent
reserve estimates are discussed in Item 2. The most recent reserve estimates are
more complete and accurate since they include data from the completion of the
2008 drill program that ended in late September of 2008. The most recent report,
effective January 1, 2009  as amended June 1 2009 includes a feasibility study by the QP as well as
additional drilling data and analysis of core samples. Readers and investors are
cautioned that the 43-101 technical report in which the reserve estimates are
based upon contains language and terms that may not be recognized by the US
Securities and Exchange Commission.

1.3.3   2009-2010 Nolan Lode Gold and Antimony
Bulk Sampling Project

During 2009 and 2010 the Company was unable to acquire the
investment capital to initiate the underground 1,000 cubic yard bulk sample of
gold-antimony ore from the reserve block that underlies Workmans Bench. The
Company honored permit obligations and also collected additional geotechnical
and geological data which will assist in the success of the underground bulk
sample. The underground tunnels and portal were inspected and appeared to be in
structurally sound condition. The summer and fall drilling program added
geologic and geotechnical data that will assist the bulk sampling program (See
Item 2  Description of Property, below). During 2010 the Company performed
limited exploration work on the property.

1.4      Nolan Placer Gold Project
Exploration

1.4.1   2007 Nolan Placer Gold Exploration

During March and April 2007, placer gold exploration focused on
drilling along the left limit of Nolan Creek to explore both north and south of
the Marys East and Swede Channel deposits. Further placer drilling was carried
out within the area between the Marys East/Swede Channel Deposits and the
Topnotch Prospect. A total of 130 reverse circulation (RC) drill holes were
completed during that drilling program with a total drill footage of 6,005 feet.

The 2007 placer drilling program discovered an entirely new
zone of placer gold which has been named Jack London Bench. Jack London Bench is
located 200 feet north-east of and 50 feet above the Marys East Bench.

RC drilling is the principal exploration method used by
Silverado in the identification of placer gold deposits. All placer drilling in
2007 was performed by a contractor using 6 inch diameter drill rods. Placer
drill samples were collected in 5 foot intervals (industry standard).

1.4.2   2008  2010 Nolan Placer Gold Exploration

The Company did not do any field exploration work for placer
gold during the past three years from 2008 to 2010. The Company focused on the
Nolan Lode Gold and Antimony Project. However, during 2008 there was a technical
report filed that related to the Nolan placer resources.

7

---

On July 29, 2008, the QP released the NI 43-101 Report
Estimation of Lode and Placer Mineral Resources, Nolan Creek, Wiseman B-1
Quadrangle, Koyukuk District, Northern Alaska, which describes lode and placer
mineralization in the Nolan Creek area, including the Workmans bench area. No
new information concerning sampling methods and approach for placer deposits has
been generated for Nolan Creek project since that release of information. The
results of Bundtzens resource estimates differ from the placer gold resource
estimates reported by Murtons 2007 NI 43-101 report for the Company. The
difference between the Murton resource estimates and the Bundtzen estimates was
due to Bundtzen having access to more data.

1.4.3   Nolan Placer Gold Exploration 2011 Work
Plan

Currently the Company is focusing on the Nolan Lode Gold and
Antimony Project with an emphasis on infill drilling for more accurate resource
estimates in the Workmans and Pringle Bench Areas.

However, due to the current gold prices, the Company may
explore for placer gold within benches farther upslope along the left limit of
Nolan Creek. More infill RC drilling is needed on Jack London Bench and other
benches on the left limit of Nolan Creek. Jack London Bench is upslope of the
former drift mined gold-rich channels that were sampled by Silverado in 2006 and
2007. All targets for exploration along the left limit of Nolan Creek are well
above the elevation of Nolan Creek. The Nolan Creek Deep Channel is a primary
consideration for exploration and development, but additional data is needed for
hydrologic studies.

Based on previous RC drill data, the Company believes the best
target for placer gold exploration and development is located in the Slisco
Bench which is part of our Hammond Property and is discussed below.

Budget projections for this project are detailed under the
section Projected Annual Budget for 2011

1.5      Nolan Lode Gold and
Antimony Project Exploration

1.5.1   2007  2009 Nolan Lode Gold and Antimony
Project Exploration Work Summary

During 2007  2009, exploration for a lode gold and antimony
deposit on the Companys Nolan property focused on the Nolan Creek area within
the Solomon Shear Zone and the Fortress area. The Solomon Shear Zone is a five
mile long gold and antimony bearing shear zone, which is a possible source of
placer gold in the Nolan valley drainages, and bench deposits such as Swede
Channel, Marys East Bench, Marys Bench, Eureka Bench, and Workmans Bench.

The 2007 lode exploration program consisted of extensive ground
geochemical soil surveys and ground geophysical very low frequency
electromagnetic (VLF-EM) surveys, extensive backhoe trenching and a first
phase diamond core drilling program to follow up on the significant results
achieved by backhoe trenching.

In 2008 and 2009 the Company continued defining resources and
reserves in the Workmans and Pringle Bench areas located near the confluence of
Smith Creek and Nolan Creek.

8

---

Independent Preliminary Feasibility Study Completed by
Pacific Rim Geological Consulting Inc.

During September 2008, Thomas K. Bundtzen of Pacific Rim
Geological Consulting Inc. (the QP) was commissioned by the Company to perform
a preliminary feasibility study of the Workmans Bench Antimony and Gold Lode
Deposit. Bundtzen is a third party (independent) and AIPG Certified Professional
Geologist. Bundtzen is a Qualified Person as defined by NI 43-101 and also
qualifies under the rules of the U.S. Securities and Exchange Commission. The
significance of the preliminary feasibility study is that the resource estimates
of the lode antimony and gold have been reclassified as a reserve and the
deposit is an economically viable deposit.

The information in the report was based on data as of October
15, 2008. The report was prepared as a National Instrument 43-101 Technical
Report in accordance with Form 43- 101F, for the Company. Readers and investors
need to take caution since the 43-101 technical report is under the guidelines
of the British Columbia Securities Commission and that the United States
Securities Exchange Commission does not recognize many of the terms used such as
indicated resources and inferred resources and possibly other terms which
are commonly used by the Canadian Institute of Mining (CIM). Readers should note
that the results of the study post date the previous report by the QP released
on July 29, 2008, and that the information in the recent report which includes
resource estimates supersedes the July report. The results of the study were
released on January 1, 2009 as amended June 1, 2009. The report in its entirety can be found at our
website www.silverado.com. Some of the pertinent items discussed in the
report are as follows:

| | 1. | Data Verification by the QP and QAQC of the Companys
      Sample Management.                            
| | -- | ----------------------------------------------------------------------------------------------------------
| | 2. | Mineral Processing and Metallurgical Testing of Bulk
      Sampled Material from the Underground Workings.
| | 3. | Summary of Resource and Reserve Estimates of the Antimony
      and Gold Lode Deposits.                   
| | 4. | Methodology and Modeling Used for the Lode Resource
      Estimates.                                      
| | 5. | Waste Rock Management Plan                                                                                
| | 6. | Mill Design (Pilot Mill)                                                                                  
| | 7. | Modeling Used for the Lode Resource Estimates.                                                            
| | 8. | Project Implementation Schedule.                                                                          
| | 9. | Conclusions and Recommendations of the
  QP.                                                              

2.1    Ester Dome Property 2010 Work Summary

The properties comprising our Ester Dome gold project are
discussed in detail under the heading Description of Properties herein. In
recent years, all exploration trenches were backfilled, stabilized, and seeded
to resist surface erosion. Annual assessment work for 2010 was completed.

2.2    Ester Dome Property 2011 Work Plan

During 2011, we plan to continue work toward completion of the
closure of the Grant Mill Tailings Pond, as part of our asset retirement
obligations. This pond, which is filled to capacity with tailings, will be
capped and decommissioned after a final approval of the tailings pond closure
plan is received from the Alaska Department of Environmental Conservation
(ADEC). Currently the Company is waiting on a report from Shannon and Wilson
Inc., an engineering and environmental firm that is in the process of completing
a study that is needed for the Company to move to the next phase of required
permitting needed before the decommission process can take place. The Company
remains in good standing with the state regulators and will continue reclamation
work on our Ester Dome holdings during 2011.

Several large-scale projects have been proposed over the past
ten years, but shelved either as a result of poor market conditions or due to
internal decisions to favor shifting financial and manpower resources to the
Nolan Project. One project that remains under consideration is environmentally
friendly bio-degradable urea heap leaching of crushed and agglomerated gold ore
after coarse gold has been recovered from the crushed ore by conventional
gravity and water methods. A second project that continues under study involves
mining of the O'Dea structure by underground methods. All past mining stopped at
the 200 foot level of the workings, which is just above the water table. Close
spaced diamond drilling between the 200 foot and 1,000 foot levels prove the
existence of several significant high grade ore shoots within the ODea breccia
zone.

3.Hammond Property

3.1    Hammond Property 2010 Summary

The placer claims comprising our Hammond property are discussed
in detail under the heading Description of Properties in this annual report.
During 2010, rental payments were made to keep the mining claims in good
standing.

3.2    Hammond Property 2011 Work Plan

To date, the Nolan Creek Deep Channel placer deposit and the
Hammond River Slisco Channel have the greatest exploration potential for an
economically viable placer deposit. Both prospects require more RC drilling and
analysis. Although the Company has been focusing on the Nolan Creek property,
the current price in gold may increase interest in this property.

RC placer drilling in 1995 and 2006 identified a channel
containing placer gold that extends for a length of over 1,800 feet. The
channel, named the Slisco Channel, remains open to the southeast and there is
evidence of one or more tributary channels that remain to be explored in the
near future. Within the Slisco Channel, the placer gold occurs on bedrock and on
a second horizon about 20 feet above the bedrock channel.

9

---

The higher placer gold values in both pay layers are located
within the left limit of the Slisco Channel. In addition to the encouraging
drill results to date, the potential of extending the channel to the southeast
plus the possibility of discovering gold bearing tributary channels, make this a
prospect for additional discoveries

This project may require the Company to secure additional
funding needed for infill drilling which is needed for resource estimates. Even
if funding is acquired, there is no guarantee that a commercial gold bearing
placer deposit will be developed. Even if a gold bearing deposit is developed,
additional funding will be required to mine the deposit, and until a feasibility
study is completed, there is no guarantee that the deposit will be profitable to
mine.

4. Eagle Creek Property

4.1   Eagle Creek Property 2010 Work Summary

The Eagle Creek property is discussed in detail under the
heading Description of Properties in this annual report. Annual assessment work
for 2010 was completed and all mining claim rental payments were made.
Exploration work during 2010 involved a new mineral assessment of the Eagle
Creek property. The assessment involved compiling the abundance of exploration
data that spanned a period of over 40 years and included data from Silverado
Gold Mines Inc. and American Copper and Nickel as well as two other mining
companies. The preliminary assessment noted several potential gold mineralized
structural targets referred to as vein-faults. The mineral assessment included
collecting 26 rock samples for geochemical analysis from the property. The assay
results and the interpretation of these results were disclosed in variousnews
releases. To review these news releases readers and investors are encouraged to
visit the Company website www.silverado.com.

4.2   Eagle Creek Property 2011 Work Plan

During 2011, the Company will seek funding for an exploration
program that will target the gold-bearing vein-faults. Currently, the Company
has applied for essential permits to allow both a trenching and drilling program
at the property in 2011. The 2011 exploration program is referred to by the
Company as a phase 1 program. The permit application (APMA) is for a 3 year
permit which will end in December of 2013. The Company plans to drill 6 to 10
drill holes for a total of 2,500 feet as well as excavate a minimum of 300 feet
of bulldozed trenches for near surface bedrock geochemical assays and geologic
interpretation. Depending on the results of the phase 1 program, the Company may
or may not move forward with additional subsurface exploration.

The vein-faults which include the Scrafford deposit (historic
antimony producer) have higher gold grades but are lower tonnage deposits
relative to the previous targets of exploration which were bulk-minable
intrusive hosted deposits located along the west side of the property.
Completing the 2011work listed in this work plan will be contingent on available
funding. Even if funding becomes available, there is no assurance that a
commercial gold-silver antimony deposit will be defined.

2011 Exploration Budget

Projected Annual Budget for Fiscal Year 2011:

Nolan Gold and Antimony Project:

|Drilling                                            | $ | 3,600,000  | 
|--------------------------------------------------- | - | ---------- | 
|Construction and Permitting                         |   | 1,000,000  | 
|Core Logging and Assaying                           |   | 600,000    | 
|Drill Pads, Roads and Culverts                      |   | 400,000    | 
|Total Budget All Projects                           |   | 13,560,000 | 
|                                                    |   |            | 
|Equipment Purchase                                  |   | 2,000,000  | 
|Fuel and Supplies                                   |   | 700,000    | 
|Contingencies                                       |   | 1,700,000  | 
|Total Costs for the Nolan Gold and Antimony Project |   | 10,000,000 | 
|Total Costs for the Eagle Creek Project             |   | 20,000     | 
|Total Costs for the Ester Dome Project              |   | 520,000    | 
|Total Costs for the Hammond Project                 |   | 20,000     | 
|Administration  Head and Field Offices             |   | 3,000,000  | 

Completion of all of the projects described in the 2011 work
plan will be contingent on additional funding. There is no assurance that
additional funding will be obtained. Even if the additional funding is obtained,
there is no assurance that a commercial ore deposit will be developed. Revenues
from any anticipated gold and antimony sales are projected to be profitable.

10

---

LOW-RANK COAL-WATER FUEL BUSINESS

We entered the fuel sector in 2000 by forming a new Fuel
Technology division which operates out of Fairbanks, Alaska. This division of
the business is operated by our wholly owned subsidiary, Silverado Green Fuel
Inc. Our determination to enter into this business was based on a decision to
broaden our business beyond mineral exploration and production.

The fuel product is called low-rank coal-water fuel (LRCWF or
Green Fuel), which is a low-cost, non-toxic, non-hazardous alternative to oil
fuels used in commercial boilers for the production of electricity and
industrial heat. As a liquid fuel Green Fuel enjoys all the benefits of liquid
handling and storage, Green Fuel allows coal to be used sight unseen and is made
from coal, Americas most abundant fossil energy resource. This fuel is produced
by the fine grinding of low-rank coal, and subsequent hydrothermal treatment of
the finely ground coal particles. Hydrothermal treatment (HT) is an advanced
technology, featuring moderate temperature/pressure, non-evaporative treatment
or hot water drying, which irreversibly removes most of the inherent moisture
from low-rank coal and allows the formulation of commercially viable LRCWFs. HT
is similar in many respects to pressure cooking, and the product retains all of
the desirable combustion characteristics of low-rank coal. When Green Fuel is
injected into a boiler, the particles ignite and burn rapidly, which leads to
little or no boiler de-rating when substituted for oil. We believe that demand
for the Green Fuel and its production and utilization technology exists because
of the high cost of oil and the desire for economical alternatives to oil that
are environmentally friendly.

Silverado is currently having a $150,000 study conducted on the
chemical and physical characteristics of Mississippi Red Hills Lignite Coal at
the Mineral Industry Research Laboratory at the University of Alaska (Fairbanks)
(the UAF). In December 2009, the Company
received a letter from the UAF requesting the extension of the results by the
end of 2011. Results of the tests as well as capital availability and an
increase in oil prices would all have to be positive for Silverado Green Fuel
Inc. to reconsider construction of its LRCWF project. This aspect of our
business is still in the start-up phase of operations and no revenues have been
achieved to date. We do not anticipate that revenues from this technology will
be achieved until commercialization of the technology has been established.

GOVERNMENT REGULATION

Silverado and its subsidiaries  collectively own (or partially own), lease, and/or hold purchase options on  numerous federal and state placer and lode mining claims on the Nolan, Slisco,  Eagle, and Ester properties, all of which are located in Alaska. These 801  total claims consist of: (i) 672 federal mining claims, comprised of 228  federal placer claims and 444 federal lode claims, and (ii) 129 state mining  claims (the state of Alaska does not distinguish between placer and lode rights  within each state mining claim).

Any operations at our will be  subject to various federal and state laws and regulations in the United States  which govern prospecting, development, mining, production, exports, taxes,  labor standards, occupational health, waste disposal, protection of the  environment, mine safety, hazardous substances and other matters. We will be  required to obtain those licenses, permits or other authorizations currently  required to conduct exploration and other programs. There are no current orders  or directions relating to us or our properties with respect to the foregoing  laws and regulations. Such compliance may include feasibility studies on the  surface impact of our proposed operations, costs associated with minimizing  surface impact, water treatment and protection, reclamation activities,  including rehabilitation of various sites, on-going efforts at alleviating the  mining impact on wildlife and permits or bonds as may be required to ensure our  compliance with applicable regulations. It is possible that the costs and  delays associated with such compliance could become so prohibitive that we may  decide to not proceed with exploration, development, or mining operations on  any of our mineral properties. We are not presently aware of any specific  material environmental constraints affecting our properties that would preclude  the economic development or operation of property in the United States.

The U.S. Forest Service requires  that mining operations on lands subject to its regulation obtain an approved  plan of operations subject to environmental impact evaluation under the National  Environmental Policy Act. Any significant modifications to the plan of  operations may require the completion of an environmental assessment or  Environmental Impact Statement prior to approval. Mining companies must post a  bond or other surety to guarantee the cost of post-mining reclamation. These  requirements could add significant additional cost and delays to any mining  project undertaken by us.

Under the U.S. Resource  Conservation and Recovery Act, mining companies may incur costs for  generating, transporting, treating, storing, or disposing of hazardous waste,  as well as for closure and post-closure maintenance once they have completed  mining activities on a property. Any future mining operations at the Uravan  Property may produce air emissions, including fugitive dust and other air  pollutants, from stationary equipment, storage facilities, and the use of  mobile sources such as trucks and heavy construction equipment which are subject  to review, monitoring and/or control requirements under the Federal Clean Air  Act and state air quality laws. Permitting rules may impose limitations on our  production levels or create additional capital expenditures for pollution  control in order to comply with the rules.

The U.S. Comprehensive  Environmental Response Compensation and Liability Act of 1980, as amended  ("CERCLA"), imposes strict joint and several liability on parties  associated with releases or threats of releases of hazardous substances. Those  liable groups include, among others, the current owners and operators of  facilities which release hazardous substances into the environment and past  owners and operators of properties who owned such properties at the time the  disposal of the hazardous substances occurred. This liability could include the  cost of removal or remediation of the release and damages for injury to the  surrounding property. We cannot predict the potential for future CERCLA  liability with respect to our properties or surrounding areas.

Environmental Regulations

We are not aware of any material  violations of environmental permits, licenses or approvals that have been  issued with respect to our operations. We expect to comply with all applicable  laws, rules and regulations relating to our business, and at this time, we do  not anticipate incurring any material capital expenditures to comply with any  environmental regulations or other requirements.

11

---

While our intended projects and  business activities do not currently violate any laws, any regulatory changes  that impose additional restrictions or requirements on us or on our potential  customers could adversely affect us by increasing our operating costs or  decreasing demand for our products or services, which could have a material  adverse effect on our results of operations.

FEDERAL  CLAIM MAINTENANCE FEES AND STATE CLAIM RENTALS

We  pay an annual federal claim maintenance fee to the Bureau of Land Management  (“BLM”) for each federal mineral claim that is owned by us or held under a  purchase or lease agreement. We paid aggregate annual federal claim maintenance  fees of $94,080 in 2010, $94,080 in 2009, and $84,000 in 2008.

We pay an annual Alaska state claim  rentals to the Alaska Department of Revenue for each state mining claim that is  owned or held by us under a purchase or lease agreement. We paid aggregate  annual Alaska state claim rental fees of $21,930 in 2010, $21,930 in 2009 and  $16,770 in fiscal 2008 and 2007.

COMPETITION

We are a mineral resource exploration company. We compete with
other mineral resource exploration companies for financing and for the
acquisition of new mineral properties. Many of the mineral resource exploration
companies with whom we compete have greater financial and technical resources
than those available to us. Accordingly, these competitors may be able to spend
greater amounts on acquisitions of mineral properties of merit, on exploration
of their mineral properties and on development of their mineral properties. In
addition, they may be able to afford more geological expertise in the targeting
and exploration of mineral properties. This competition could result in
competitors having mineral properties of greater quality and interest to
prospective investors who may finance additional exploration. This competition
could adversely impact on our ability to finance further exploration and to
achieve the financing necessary for us to develop our mineral properties.

MARKET

We are a mineral exploration company with gold and antimony
exploration properties located in U.S.A. The gold and antimony metal markets
have been strong since 2001, where the gold price has increased from $268 per
ounce to over $1,000 per ounce to its current price of $1,380 as of November 30,
2010. Antimony metal price has increased from $0.69 per pound to its current
price of approximately $5.30 per pound as of November 30, 2010. Management
believes that both the gold and antimony markets will remain strong for the
foreseeable future.

EMPLOYEES

We do not have any employees. Our operating and administrative
activities are carried out through our agreements with the Tri-Con Mining Group
and other independent consultants.

RESEARCH AND DEVELOPMENT EXPENDITURES

The majority of the research and development costs attributable
to the low-rank coal-water fuel technology related to further technical work on
the fuel creation temperature. We have spent $nil on research and development
activities during the past two fiscal years.

|                                      |   | December 1, 2009           |  |   | December 1, 2008           | 
|------------------------------------- | - | -------------------------- |  | - | -------------------------- | 
|                                      |   | to November
      30, 2010 |  |   | to November
      30, 2009 | 
|                                      |   |                            |  |   |                            | 
|Research and Development Expenditures | $ | --                         |  | $ | --                         | 

ENFORCEABILITY OF CIVIL LIABILITIES

Our headquarters are located in, and our officers and directors
are residents of, British Columbia, Canada. Further, some of our assets are, or
may be, located outside the United States. Accordingly, it may be difficult for
investors to effect service of process within the United States on us or our
officers and directors, or to enforce against them judgments obtained in United
States courts predicated upon the civil liability provisions of the United
States federal securities laws. There is also uncertainty as to both an
investors ability to enforce, in an appropriate foreign court, judgments of
United States courts based upon the civil liability provisions of the United
States federal securities laws, and an investors ability to bring an original
action in an appropriate foreign court to enforce liabilities against us or any
person based upon the United States federal securities laws. If investors have
questions with respect to these issues, they should seek the advice of their
legal counsel.

ENVIRONMENT POLICY

Silverado is committed to contributing to a prosperous economy
through the sustainable development of natural resources while remaining
protective of the health of its workers and the public, and the state of the
natural environment, through wise stewardship of our land, air and water. We
recognize that fundamental to this commitment are the following principles:

12

---

- Maintaining environmental, health and safety standards that minimize risks
  at levels as low as reasonably achievable;
- Preventing pollution through the application of economically feasible,
  proven technologies, procedures and processes;
- Meeting and exceeding legal and regulatory compliance requirements; and
- Committing to an environmental program of continual review and
  improvement.

In furtherance of these principles we continue to maintain this
environmental policy as a top-priority management theme, and apply environmental
management systems (EMS) that conform with the International Organization for
Standardizations (ISO) 14001 guidelines, including the structure, planning,
practices, procedures and processes necessary for developing, implementing,
achieving, reviewing and maintaining our environmental policy.

To that end we will make every effort to:

- Conduct careful and continuous monitoring of all our operations and their
  impacts on the environment, human health and safety;
- Identify and document those aspects of our activities which have, or could
  reasonably be expected to have, environmental impacts;
- Systematically identify all relevant legal and regulatory requirements and
  industry standards of practice, and honor an ongoing commitment of compliance;
- Set environmental objectives and targets that address our overall
  environmental policy, minimize or eliminate environmental impacts, and meet or
  exceed legal and regulatory requirements;
- Monitor and measure performance against our environmental objectives and
  targets, and routinely channel this information back into our EMS;
- Develop and apply technically proven and economically feasible measures
  through workplans which document our environmental, legal and regulatory
  targets and how they are to be achieved, and communicate these workplans with
  our employees;
- Apply environmental management practices which are flexible and adaptive
  to changes in production processes, regulatory requirements, and other factors
  which may affect our operations; and
- Continually improve our environmental programs through regular management
  reviews which address the possible need to change policies, objectives,
  targets and other elements of our EMS.

REPORTS TO STOCKHOLDERS

Silverado files reports regularly with the Securities and
Exchange Commission (SEC). The public may read and copy any materials we have
filed with SEC at the SEC's Public Reference Room at 100 F Street, NE.,
Washington, DC 20549, on official business days during the hours of 10 a.m. to 3
p.m. The public may obtain information on the operation of the Public Reference
Room by calling SEC at 1800SEC0330. SEC maintains an Internet site,
http://www.sec.gov/edgar.shtml,that contains reports,
proxy and information statements, and other information filed electronically
with SEC. We have also posted our financial information and news releases on the
Companys website at: http://www.silverado.com.

13

---

ITEM 1A.  RISK FACTORS

We face risks in completing our exploration plans and
achieving revenues. The risks and uncertainties described below are not the only
ones facing the Company. Additional risks and uncertainties not presently know
to us or that we currently deem immaterial may also impair our business
operations. If any of these risks occur, our business, our ability to achieve
revenues, our ability to produce gold, our operating results and our financial
condition could be seriously harmed and your investment may be lost entirely.

If we do not obtain new financings, the amount of funds
available to us to pursue exploration activities at the Nolan Gold Project and
to pursue further exploration of our mineral properties will be reduced.

We have relied on recent private placement financings in order
to fund exploration of the Nolan Gold Project. We will continue to require
additional financing to complete our plan of operations for exploration work at
the Nolan Gold Project and to carry out our exploration programs on our other
mineral properties. While our financing requirements may be reduced through gold
recoveries, any impairment in our ability to raise additional funds through
financings would reduce the available funds for the exploration of the Nolan
Gold Project, including additional test mining activities, with the result that
our plan of operations may be adversely affected and potential recoveries
reduced or delayed.

As we have incurred significant losses in the past, there is
no assurance that we will be able to achieve the financing necessary to enable
us to proceed with our exploration activities, including test mining activities.

We had deficit working capital as of November 30, 2010 and we
have incurred significant losses in the past and did not report revenues in our
last three fiscal years ended November 30, 2010, 2009 or 2008. Our 2011 plan of
operations calls for expenditures of several millions of dollars to be incurred
by us over the next twelve months in order to continue our drilling and
exploration activities at the Nolan Gold, Ester Dome, Eagle Creek and Hammond
Projects. We will require substantial financing in order for us to pursue our
plan of operations. If we do not achieve the necessary financing, then we will
not be able to proceed with our planned exploration activities, including our
planned test mining activities, and our financial condition, business prospects
and results of operations will be materially adversely affected.

We are a mineral exploration company with interests in
properties located throughout the state of Alaska. The majority of such
properties are in various stages of exploration, and there is no assurance that
a commercially viable mineral deposit exists on any of such properties.

Thomas K. Bundtzen, an independent third party mining
consultant and an AIPG and NI 43-101 Qualified Person, completed a Preliminary
Feasibility Study for the Companys Nolan Creek Property effective January 1,
2009 (amended June 1, 2009). The study concluded that the lode gold and antimony
deposit underlying Workmans Bench and the southwestern portion of the Solomon
Shear Zone contain probable reserves. Nevertheless, there is no assurance that
we will be able to recover quantities of gold and antimony in these areas or in
any others that will enable us to achieve sales of gold and antimony that will
exceed our costs of recovering the gold and antimony.

If we are unable to achieve projected gold recoveries from
our test mining activities at the Nolan Gold Project, then our financial
condition will be adversely affected and we will have less cash with which to
pursue our operations.

We plan to undertake test mining activities as part of our
exploration program for the Nolan Gold Project. Our objective is to recover gold
from test mining activities to offset the exploration cost of our test mining
activities. As we have not established any reserves on this property, there is
no assurance that actual recoveries of gold from material mined during test
mining activities will equal or exceed our exploration costs. If gold recoveries
are less than projected, then our gold sales will be less than anticipated and
may not equal or exceed the cost of exploration and recovery in which case our
operating results and financial condition will be adversely affected.

If the price of gold declines, our financial condition and
ability to obtain future financings will be impaired.

Our business is extremely dependent on the price of gold and
the price of gold as well as other precious base metals has experienced volatile
and significant price movements over short periods of time and is affected by
numerous factors beyond our control. If gold prices decline prior to the
recovery and sale of gold from the Nolan Gold Project, then our recoveries from
sales of gold and financial condition will be adversely impacted. We have not
undertaken any hedging transactions in order to protect us from a decline in the
price of gold. A decline in the price of gold may also decrease our ability to
obtain future financings to fund our planned exploration programs activities.

14

---

Factors that tend to cause the price of gold to decrease
include, but are not limited to, the following:

|(a) | Sales or leasing of gold by governments and central
      banks;                                                                                                              
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | A low rate of inflation and a strong US dollar;                                                                                                                               
|(c) | Speculative trading;                                                                                                                                                          
|(d) | Decreased demand for golds industrial, jewelry and
      investment uses;                                                                                                    
|(e) | High supply of gold from production, disinvestment, scrap
      and hedging;                                                                                                  
|(f) | Sales by gold producers and foreign transactions and
      other hedging transactions;                                                                                        
|(g) | Devaluing local currencies (relative to gold price in US
      dollars) leading to lower production costs and higher production in
      certain major gold producing regions.

If costs of gold recovery at our Nolan Gold Project are
higher than anticipated, then our financial condition and ability to pursue
additional exploration will be adversely affected.

We have proceeded with test mining activities on the Nolan Gold
Project on the basis of estimated capital and operating costs. If capital and
operating costs are greater than anticipated, then cash used in test mining
activities at the Nolan Gold Project will be greater than anticipated. Increased
cash used in test mining activities will cause us to have less funds for other
expenses, such as administrative and overhead expenses and exploration of our
other mineral properties and further test mining activities on the Nolan Gold
Project. In this event, our financial condition will be adversely affected and
will have fewer funds with which to pursue our exploration programs.

If our exploration costs are higher than anticipated, then
our financial condition and ability to pursue additional exploration will be
adversely affected.

We are currently proceeding with exploration of our mineral
properties on the basis of estimated exploration costs. This exploration program
includes drilling programs at various locations within the Nolan Gold Project.
If our exploration costs are greater than anticipated, then we will have fewer
funds for our exploration activities, including test mining activities that we
plan to carry out at our Nolan Gold Project, and for our general and
administrative expenses. In this event, our financial condition will be
adversely affected, our losses will increase and we will have fewer funds with
which to pursue our exploration programs. Factors that could cause exploration
costs to increase include adverse weather conditions, difficult terrain and
shortages of qualified personnel.

Exploration activities, including test mining and operating
activities are inherently hazardous.

Mineral exploration activities, including test mining
activities, involve many risks that even a combination of experience, knowledge
and careful evaluation may not be able to overcome.

Operations that we undertake will be subject to all the hazards
and risks normally incidental to exploration, test mining and recovery of gold
and other metals, any of which could result in work stoppages, damage to
property and possible environmental damage. The nature of these risks are such
that liabilities might result in us being forced to incur significant costs that
could have a material adverse effect on our financial condition and business
prospects.

There is no assurance that any of our mineral resources will
ever be classified as reserves under the disclosure standards of the Securities
and Exchange Commission.

This annual report discusses our mineral resources in
accordance with Canadian National Instrument 43-101 (NI 43-101), as discussed
under the section of this annual report entitled Description of Properties.Resources are classified as measured resources,indicated
resources and inferred resourcesunder NI 43-101. However, U.S.
investors are cautioned that the United States Securities and Exchange
Commission does not recognize these resource classifications. There is no
assurance that any of our mineral resources will be converted into reserves
under the disclosure standards of the United States Securities and Exchange
Commission except for those probable reserves defined in the January 1, 2009
report, amended June 1, 2009, earlier referenced in this document. Further,
inferred resourceshave a great amount of uncertainty as to their
existence, and economic and legal feasibility. It cannot be assumed that all or
any part of an inferred mineral resource will ever be upgraded to a higher
category. Under Canadian rules, estimates of inferred mineral resources may not
form the basis of feasibility or pre-feasibility studies, except in rare cases.
Investors are cautioned not to assume that part or all of an inferred
resourceexists, or is economically or legally mineable.

15

---

If we experience exploration accidents or other adverse
events, then our financial condition and profitability could be adversely
affected.

Our exploration activities, including test mining activities at
the Nolan Gold Project, are subject to adverse operating conditions. Exploration
accidents or other adverse incidents, such as cave-ins or flooding, could affect
our ability to continue test mining activities at the Nolan Gold Project. A
particular concern at the Nolan Gold Project is warm temperatures that can
reduce the winter season during which we can safely conduct underground test
mining activities. The occurrence of any of these events could cause a delay in
production of gold or could reduce the amount of gold that we are able to
recover, with the result that our ability to achieve recoveries from gold sales
and to sustain operations would be adversely impacted. Adverse operating
conditions may also cause our operating costs to increase. Exploration accidents
or other adverse events could also result in an adverse environmental impact to
the land on which our operations are located with the result that we may become
subject to the liabilities for environmental clean up and remediation.

If we are unable to obtain all of our required governmental
permits, our operations could be negatively impacted.

Our future operations, including exploration and development
activities, required permits from various governmental authorities. Such
operations are and will be governed by laws and regulations governing
prospecting, development, mining, production, taxes, labor standards, land use,
mine safety and other matters. There is no assurance that we will be able to
acquire all required licenses or permits or to maintain continued operations at
economically justifiable costs.

If we become subject to increased environmental laws and
regulation, our operating expenses may increase.

Our exploration activities, including test mining activities,
are regulated by both US Federal and State of Alaska environmental laws that
relate to the protection of air and water quality, hazardous waste management
and mine reclamation. These regulations may impose operating costs on us. If the
regulatory environment for our operations changes in a manner that increases
costs of compliance and reclamation, then our operating expenses would increase
with the result that our financial condition and operating results would be
adversely affected.

Changes in government regulation may adversely affect the
Companys business.

The Company deals with various regulatory and governmental
agencies and the rules and regulations of such agencies. In order for the
Company to operate and grow its business, it needs to continually conform to the
laws, rules and regulations of such jurisdictions. It is possible that the legal
and regulatory pertaining to the exploration and development of mineral
properties will change. Uncertainty and new regulations and rules could increase
the Companys cost of doing business or prevent it from conducting its business.

As mineral exploration business is extremely risky, there is
substantial risk that our business will fail.

We plan to continue exploration on our mineral properties.
Because of the speculative nature of exploration of mineral properties, there is
no assurance that our additional exploration activities on our properties will
result in the discovery of new commercially exploitable quantities of minerals
or that we will be able to establish proven and probable reserves as a result of
our exploration. Problems such as unusual or unexpected geological formations or
other variable conditions are involved in exploration and often result in
exploration efforts being unsuccessful. The additional potential problems
include, but are not limited to, unanticipated problems relating to exploration
and attendant additional costs and expenses that may exceed current estimates.
These risks may result in us being unable to establish the presence of
commercial exploitable quantities of ore on our mineral claims with the result
that our ability to fund future exploration activities may be impeded

There can be no assurance that our independent geologists
estimates or results will be accurate.

We rely on independent geologists to analyze our drilling
results and to prepare resource reports. While these geologists rely on
standards established by various regulatory agencies and licensing bodies, there
can be no assurance that their estimates or results will be accurate. Analyzing
drilling results and estimating reserves or targeted drilling sites is not a
certainty. Miscalculations and unanticipated drilling results may cause the
geologists to alter their estimates.

16

---

As we face intense competition in the exploration industry,
we will have to compete with our competitors for financing and for qualified
managerial and technical employees.

The exploration industry is intensely competitive in all of its
phases. Competition includes large established exploration companies with
substantial capabilities and with greater financial and technical resources than
we have. As a result of this competition, we may be unable to acquire additional
attractive mining claims or financing on terms we consider acceptable. We also
compete with other exploration companies in the recruitment and retention of
qualified managerial and technical employees. If we are unable to successfully
compete for financing or for qualified employees, our exploration programs may
be slowed down or suspended.

Private placements, stock awards and the exercise of our
outstanding options and warrants may depress our stock price.

Sales or the availability for sale of shares of our common
stock by stockholders could cause the market price of our common stock to
decline and could impair our ability to raise capital through an offering of
additional equity securities. If our management determines to issue a large pool
of shares of our common stock to raise capital or other purposes in the future,
investors ownership position would be diluted and the market price of our
common stock may decline. The exercise of outstanding options and warrants, and
the subsequent sale of the underlying common stock in the public market could
have the effect of lowering the market price of our common stock below current
levels and make it more difficult for us and our stockholders to sell our common
stock in the future.

Regulatory actions by the SEC or any exchange on which our
securities are traded may adversely affect the price of our common stock, the
ability of stockholders to sell their shares and our ability to secure
additional funding.

Should any regulatory matters arise, resolution of these
matters with any entity will likely result in significant legal fees and related
expenses that would otherwise be devoted to our mining efforts. If you are a
stockholder, you may not be able to sell your securities and shares of our
common stock will become highly illiquid which may result in the loss of your
entire investment. In addition, should we become subject to any of the events
identified above, our ability to secure additional financing will be adversely
affected.

The securities industry and the offer and sale of securities
are highly regulated. Any improper actions, whether intentional or
unintentional, could subject us to litigation and potential monetary damages.
Any litigation that we undertake with respect ot our common stock or other
matters will involve the expenditure of significant financial resources and
divert managements focus from their primary responsibilities.

Our business venture into the low rank coal water fuel
business is subject to a high risk of failure.

Our business venture into the low rank coal water fuel
technology business is at a very early stage and is subject to a high risk of
failure. The low rank coal water fuel technology has not been proven by us to be
a commercially viable fuel alternative. In order to establish commercial
viability, we will have to undertake the construction and operation of the
contemplated demonstration facility. The construction and three year operation
of the demonstration facility would cost approximately $26 million. Even if the
demonstration facility were constructed and operational, there is no assurance
that the commercial viability of this process would be established or that we
would be able to expand the facility into a commercially viable operation or to
generate revenues from this technology. We are pursuing funding from the United
States federal and state governments and from private sources to fund the
construction of the demonstration facility. There is no assurance that we will
succeed in obtaining government or private funding for this project. Even if
funding is obtained and the demonstration facility constructed, there is no
assurance that we would be able to generate profits or revenues from the
operation of the demonstration facility.

ITEM 1B.  UNRESOLVED STAFF COMMENTS

Not applicable.

17

---

ITEM 2.    PROPERTIES

Our head office is located at Suite 308, 5455 152nd
Street, Surrey, British Columbia, Canada V3S 5A5. These premises are comprised
of approximately 3,378 square feet and are leased for a term expiring in March
2016.

The Company holds interests in the following four groups of
mineral properties located in Alaska, U.S.A:

| | 1. | Nolan Gold Project;             
| | -- | --------------------------------
| | 2. | Hammond Property (Slisco Bench);
| | 3. | Ester Dome Properties;          
| | 4. | Eagle Creek Properties;         

All of these properties are in the exploration stage and have
no proven reserves as of November 30, 2010; with the exception of the Nolan
property, which has a probable reserve but requires a more extensive feasibility
study to ascertain if such probable reserve can be classified as a proven
reserve.

The following disclosures incorporate the results of technical
reports prepared during 2008 and 2009 by Thomas K. Bundtzen (Bundtzen/the
QP), a third party independent qualified person and certified professional
geologist, in accordance with the requirements of Canadian National Instrument
43-101  Standards of Disclosure for Mineral Projects (NI 43-101). Investors
may view the NI 43-101 reports at the Companys website at
www.silverado.com. The NI 43-101 reports provide disclosure regarding
Silverados Alaska properties in accordance with NI 43-101. U.S. Investors are
cautioned that the United States Securities and Exchange Commission does not
recognize the termsindicated resourcesandinferred resources.

The details of our interests in the four groups of mineral
properties are described below.

NOLAN GOLD PROJECT

Based on completion of a preliminary feasibility study, dated
January 1, 2009 and amended June 1, 2009, by the QP, our Nolan Gold and Antimony
Lode Project has disclosed an economically viable mineral reserve. The
preliminary feasibility study concluded that the resource estimates can be
reclassified as a probable reserve. However, it requires a more extensive
feasibility study to ascertain if such reserve can be classified as a proven
reserve.

1.    Location and Access

The majority of the properties comprising our Nolan Gold
Project are adjacent to or within the Nolan Creek Valley, located approximately
8 miles northwest of the small town of Wiseman, and 175 air miles north of
Fairbanks, Alaska in the southern foothills of the Brooks Range. Centrally
located in the historic Koyukuk Mining District, Nolan Creek is a southerly
flowing tributary to Wiseman Creek which flows southeasterly into the Middle
Fork of the Koyukuk River. The Nolan Gold Project is accessible by the Elliott
and the Dalton Highways, about 280 road miles north of Fairbanks Alaska. An all
weather road connects the Nolan Creek Camp with the Dalton Highway and is
suitable year-round for semi-tractors loaded with fuel and equipment. Air
transportation is available by several commercial carriers from Fairbanks to the
4,500 ft long, state maintained Coldfoot Airport. The community of Coldfoot
Alaska is about 15 miles south-southeast of Nolan, and has Alaskas northernmost
gas station, grocery, and public lodging. Coldfoot also has a weather station
provided by the Alaska State Weather Service, and a post office.

All of the Nolan Gold Project properties are on federal land
and located within the Wiseman B-1 Quadrangle. All of the mineral claims, with
the exception noted below, are in the SE 1/4, Township 31 North, Range 12 West,
the NE 1/4, Township 30 North, Range 12 West, and SW 1/4, Township 31 North,
Range 11 West, Fairbanks Meridian.

In addition to the Nolan Creek properties, Silverado also has
two smaller placer claim groups on Clara Creek and Marion Creek, located 1.5 and
3 miles north respectively of the town of Coldfoot, Alaska, situated near the
Dalton Highway.

A map illustrating the location and access to the Nolan Gold
Project is provided below:

18

---



2.    Property Description and Ownership
Interest

All of the mineral properties at the Nolan Gold Project are
federal mining claims. Federal mining law allows for a locator to stake either a
placer deposit or a lode deposit. Under the federal mining law, a 20 acre placer
claim with the dimensions of 660 feet by 1,320 feet may be staked. Lode mining
claims have dimensions of 600 ft by 1,500 ft.

As of November 30, 2010, Silverados Nolan Gold Project consist
of 204 unpatented, federal placer mining claims covering approximately 4,080
acres in three non-contiguous groups, and 407 unpatented federal lode mining
claims covering approximately 8,140 acres in one large contiguous group. Many of
the 407 lode mining claims are superimposed over the placer mining claims. There
has been no legal survey on any of the claims. These groups of properties are
described in the next subsection.

The majority of the Nolan Creek mining claims are controlled by
Silverado Gold Mines Inc., a wholly owned subsidiary of Silverado. Many of the
claim names acquired or staked by Silverado have historic names such as Marys
Bench and Workmans Bench. Annual maintenance and holding fees for the federal
placer and lode mining claims for the Nolan Gold Project totaled $85,540, which
were paid to the Bureau of Land Management (the BLM) as required.

(a) Nolan Gold Project Placer Property

Our Nolan Gold Project placer claim holdings are comprised of
197 contiguous unpatented federal placer mining claims located within the Nolan
and Hammond River drainage systems. Silverado also holds 2 unpatented federal
placer mining claims located on Marion Creek and 5 unpatented federal placer
mining claims located on Clara Creek. Both Clara and Marion Creeks are left
limit tributaries to the Middle Fork of the Koyukuk River. The Clara Creek and
Marion Creek claims are located approximately 1.5 and 3 miles north of Coldfoot,
Alaska, respectively, and are situated near the Dalton Highway. Silverado is the
registered owner of all 204 placer claims. Of these claims, the Thomsons Pup
claims consist of 6 unpatented federal placer claims. The Companys ownership in
these claims is subject to a royalty of 3% of net profits on 80% of production
payable to Frank Figlinski and Lyle R. Carlson.

19

---

Over the years Silverado has conducted operations on this
property entitled: the Nolan Deep Channel, Smith Creek, Thomsons Pup, Marys
Bench, Swede Channel, Marys East, Archibald Creek, Marys East, Workman's
Bench, Upper Nolan Creek, Dolney Bench, West Block, "3B1" on Nolan Creek, and
Eureka Bench, et al. The main block of contiguous Nolan Placer claims cover
approximately 6 square miles of creeks and fluvial terraces and uplands.

(b) Nolan Lode

The Nolan Lode claims are comprised of 407 unpatented federal
lode claims. This number consists of the original 67 claims plus 241 claims
added during 2006 and 99 claims added during 2007. Ownership of these federal
lode claims is in the name of Silverado Gold Mines Inc. This area encompasses
approximately 8,140 acres.

3.    History of Operations

Placer mining on Nolan Creek and its tributaries was first
recorded at about the turn of the last century. During the ensuing years and up
to 1942, recoveries of approximately 120,000 oz. of placer gold were reported.
This gold is well known for its coarse size and high fineness. The early miners
mined Nolan Creek and its left limit tributaries, particularly Fay, Archibald
and Smith creeks by surface methods on the upper areas and by underground
methods in the lower reaches of the creeks when overburden became too deep.
Shafts are found throughout these areas.

We first began acquiring placer claims on Nolan Creek in 1979.
The following table summarizes gold production and gold recoveries by year from
the Nolan properties since 1980.

|YEAR    | STATUS OF OPERATIONS           | NATURE OF OPERATIONS   | LOCATION                 | BCY MINED | Tr.Oz. GOLD RECOVERED | RECOVERED GRADE OZ/BCY
      (Bank Cubic Yards)
|------- | ------------------------------ | ---------------------- | ------------------------ | --------- | --------------------- | -----------------------------------------------
|1980-88 | Test Mining During Exploration | Surface Operations     | Archibald / Fay Creek    | 40,000est | 2,400 *               | 0.060est                                       
|1993    | Production                     | Surface Operations     | Thompson Pup             | 33,800    | 1,304                 | 0.038                                          
|1994    | Production                     | Underground Operations | Marys Bench Underground | 16,143    | 2,697                 | 0.167                                          
|1994    | Production                     | Surface Operations     | Eureka Bench Open Cut    | 29,300    | 5,733                 | 0.196                                          
|1995    | Production                     | Surface Operations     | Phase 3 Open Cut         | 22,285    | 2,394                 | 0.107                                          
|1995    | Production                     | Underground Operations | 3B1 Underground          | 12,991    | 1,006                 | 0.077                                          
|1995    | Production                     | Surface Operations     | West Block Open Cut      | 18,988    | 1,305                 | 0.069                                          
|1995    | Production                     | Surface Operations     | Marys Bench hydraulic   | 600       | 27                    | 0.045                                          
|1996    | Test Mining During Exploration | Surface Operations     | Dolney Bench Surface     | 5,042     | 126                   | 0.025                                          

20

---

|1998          | Test Mining During Exploration     | Surface Operations                                                                                                 | Archibald Creek Surface                                         | 5,947   | 128      | 0.022
|------------- | ---------------------------------- | ------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------- | ------- | -------- | -----
|1999          | Test Mining During Exploration     | Underground Operations                                                                                             | Swede Channel Underground                                       | 4,575   | 623      | 0.136
|1999          | Test Mining During Exploration     | Surface Operations                                                                                                 | Workmans Bench Open Cut                                         | 5,580   | 112      | 0.020
|2000          | Test Mining During Exploration     | Surface Operations                                                                                                 | Workmans Bench Open Cut                                         | 14,919  | 201      | 0.013
|2003          | Test Mining During Exploration     | Un derg ro und Operations for Nolan Deep
      Channel; Surface Operations for Wooll Bench, Marys Bench and other | Nolan Deep Channel, Wooll, Marys Bench, Other                  | 30,279  | 451      | 0.015
|2006          | Test Mining During Exploration     | Underground Operations                                                                                             | Swede Channel Underground                                       | 6,843   | 939      | 0.137
|2007          | Test Mining During Exploration     | Underground Operations                                                                                             | Swede Channel and Marys East Underground                       | 14,092  | 3,726.8  | 0.264
|2008 and 2009 | Exploration for Lode deposits Only | Exploration for Lode deposits Only                                                                                 | Diamond Core Drill Programs (73 holes drilled
      since 2007) | N/A     | N/A      | N/A  
|TOTALS        |                                    |                                                                                                                    |                                                                 | 261,384 | 23,172.8 | 0.089

*Includes 1,320 ounces produced by lessee.

We have not achieved profitability in any of the years during
which we have carried out test mining activities at the Nolan Gold Project. We
did not carry out any gold recovery operations during 2004 and 2005 as we
focused on lode exploration on the property, as opposed to test placer mining
activities. We also did not carry out any gold recovery operations during the
past three years (2008-2010), as we focused on the lode exploration program.

During the winter of 2005, Silverado began an underground
exploration and development program on the Swede Channel. Continuing into 2006,
Silverado installed about 900 feet of exploration drifts by underground
tunneling methods into the Swede Channel. Prior bulk sampling had shown the
channel to contain gold in the basal gravels, so the project was designed to
obtain a large bulk sample from the tunnel being advanced into the channel. The
2005-2006 winter stockpile contained 8,896 LCY of gravel material, and was
processed between June 28th through July 20th of 2006,
yielding 939.07 troy ounces of gold nuggets and dust. The Swede portal was
re-opened in early November of 2006, and gravel extraction on the remaining
sections of the Swede Channel continued until its completion by the middle of
January 2007. A total of 8,963 LCY of gravel material was stockpiled from the
remaining Swede Channel.

In early January 2007, crews installed a portal into Marys
East, and began an underground drift into the Marys East deposit. The Marys
East project was completed at the end of March 2007 and 9,357 LCY of gravel
material was stockpiled from this project.

The 2006-2007 winter stockpile contained 18,320 LCY (Swede
Channel and Marys East combined) of gravel material, and was processed from
June through July of 2007 at the existing sluice plant location, yielding
2,811.74 troy ounces of gold nugget gold and over 207 pounds of concentrate that
contained gold particles smaller than 1/4 inch in size. The fine concentrate
yielded 915.06 troy ounces of gold (30% gold), which when combined with 2811.74
troy ounces of nugget gold recovered in 2007 totals 3726.80 troy ounces. Also,
the fine concentrates yielded 65.10 troy ounces of silver or 2.15% silver.

21

---

4.    Present Condition of the Property

We have spent approximately $35,869,000 over the last 30 years
acquiring, exploring and undertaking test mining activities and test exploration
on the Nolan Gold Project. Up to November 30, 2010, we have completed 851 placer
drill holes with a cumulative total of 49,370 feet of drilling. About 219 of
those drill holes were completed along the frozen gold bearing deep channel of
the Nolan Creek known as the Nolan Deep Channel. We have also completed 73 lode
exploration drill holes with a cumulative total of 21,144 feet of diamond core
drilling.

We also have a gold recovery facility located at the Nolan Gold
Project that is used to recover gold from gravel that we extract during test
mining activities as part of our exploration of the Nolan Gold Project. This
gold recovery facility was modernized in 2006. Our gold recovery facility
incorporates nugget traps, hydraulic riffles, classification and gravity
concentration processes in order to remove gold present in gravel material. The
gold recovery facility has a processing rate of 75 cubic yards of gravel
material per hour. The gold facility can only be operated in the late spring to
early fall months when free-flowing water is available to operate the plant.

On May 17, 2007, Silverado entered into a 10-year 'shared well
agreement' with Sukakpak, Inc., an Alaskan corporation, through which Silverado
designed, drilled and installed at its expense a high-capacity water well in the
nearby rural community of Wiseman, Alaska, to serve both as a source of
high-quality drinking water, and a high-volume source of sample processing
water. In addition, Silverado upgraded its Nolan Gold Project drinking water
storage facility to a series of three fully-enclosed 2,000-gallon plastic
storage tanks, and also a modern multi-modular kitchen and dining facility.
Silverado also expended approximately $85,400 for the design and installation of
a state-of-the-art 'fast activated sludge treatment' (FAST®) arctic-capable
wastewater treatment facility designed by Lifewater Engineering Company of
Fairbanks, Alaska that is capable of serving the treatment needs of up to 24
personnel, and that treats the camp's domestic wastewater to such a high quality
that it can be discharged directly to the land surface. The design, construction
and installation of the wastewater facility was undertaken under the approval of
the Alaska Department of Environmental Conservation (ADEC).

Currently we have a fully functioning all season enclosed 23
man camp (Nolan Camp) with three functioning offices with computers and internet
access. The camp has a STW treatment plant for sewage and graywater treatment.
Camp site also has a large mechanics shop for working on heavy equipment such as
backhoes and bulldozers. The camp also has multiple ADEC approved containments
with tanks capable of storing 30,000 gallons of diesel fuel, and a peripheral
explosives storage area. The camp also has an abundance of heavy equipment for
excavating and road maintenance. In 2009, upgrades to the camp facility were
done in preparation of a crew of mine personnel that would be needed to collect
an underground bulk sample of gold-antimony ore. One key upgrade was the
installation of a larger diesel generator to supply more electricity to the
Nolan camp.

Exploration Objectives for the Nolan Gold Project

Our exploration plans are to expand our reserves and resources
on Workmans Bench and further define gold deposits in order to provide a basis
for the assessment of the feasibility of future additional test mining
activities at the Nolan project. We are currently undertaking an extensive
geological exploration program on the Nolan Gold Project. The program includes
drilling, as well as the review of geological, geochemical and geophysical data.
We are currently preparing for the development stage on our Nolan Lode and
Antimony Project. The Company has acquired a permit to collect a 1,000 cu yd
bulk sample of quartz-antimony-gold from the mineralized zone in the Workmans
Bench portion of the Solomon Shear Zone. We have also completed a preliminary
feasibility study effective January 1, 2009 and amended June 1, 2009. The
overall objectives of our exploration program are as follows:

|1. | To continue to expand reserves on the antimony-gold
      veined southwestern extent of the Solomon Shear Zone as well as northeast
      through Pringle Bench to the Hillside area, a distance of approximately
      6000 feet where, drilling, trenching, geology, geochemistry, ground and
      air borne geophysics all when combined, indicate a continuation of the ore
      zone or more lode deposits on the Nolan Gold project that could be the
      source of our placer gold deposits. We will continue to use our new
      systematic and scientific approach utilizing both GPS and GIS for
      interpretation of our spatial data.                                                                                                                                                                                                                   
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|2. | To continue seeking capital investment to allow the
      successful advancement of our Nolan Gold and Antimony Project to the
      development stage and mining. We will use the Bundtzen preliminary
      feasibility study as a road map (guideline) for the project to move
      forward to the development and mining stage and continue to follow the
      recommendations of our QP which includes a program designed to upgrade
      from probable reserves to proven reserves in the Workmans and Pringle
      Bench areas, and continue exploration along the strike length of the
      Solomon Shear Zone, advancing the drilling program northeast to the
      Hillside Zone. Also, as per our QPs recommendations, we will involve
      continued aggressive permitting, fulfilling the requirements of our
      regulators in an expedient manner.

22

---

We have been working on interpreting the geology of the Nolan
area since 1979, when we first acquired the project. Our latest and most
extensive exploration program began in early 2007 and was directed at improving
our placer deposit definition and discovering potential lode sources of the
placer gold. Our exploration geologists and mining engineers have worked to move
this objective forward. Our exploration efforts have included the analysis of
geophysical data, geochemical sampling results, Company records and analysis
provided by government mineral investigation efforts and publications as well as
the trenching and exploration drilling of target areas. The exploration strategy
and focus has changed slightly since the beginning of 2007, and is discussed
below.

Exploration Strategy and Focus

The current focus of the Company is the advancement toward the
development stage of our Nolan Gold and Antimony Project, especially along the
southwestern end of the Solomon Shear Zone in the Workmans Bench Area. The
Company is in a transitional phase between exploration and development/mining.

The current exploration strategy involves a complete systematic
approach that combines placer gold test mining data, soil geochemical data,
geophysical data, percussion drilling data and diamond drill core data for the
further delineation of potential lode sources for gold and antimony in the areas
known as Pringle and Workmans Bench. Our strategy also involves performing
studies in preparation for the development & mining stage for the
antimony-gold deposit underlying the Workmans Bench. These studies include but
are not limited to geotechnical studies of the bedrock for underground
engineering and design purposes, additional hydrologic studies proximal to our
planned underground workings, as well as collecting additional bulk samples of
stibnite-gold vein material for larger scale milling and processing tests, and
various environmental baseline studies.

The Company plans to drill more diamond core drill holes for
additional estimates of reserves. We will continue to take advantage of the
historic roads and trails on our property to use mobile heavy equipment for
digging trenches into the bedrock for more accurate geologic interpretation and
moving other mobile equipment like our newly acquired diamond core drill.

Prior to 2007, Silverados exploration efforts focused more on
placer gold test mining activities , with only minor emphasis on drilling the
bedrock to test for lode gold potential. Between 1993 and 2006, the Company
drilled 14 percussion-reverse circulation (RC) drill holes totaling 3,695 ft.
into bedrock and collected 727 assays for gold and antimony mineralization. The
RC drilling indicated gold and antimony mineralized quartz veins . Although the
data from the RC drilling indicated desired mineralization, it did not allow for
the determination of the true width of the veins or other pertinent insitu
information as the RC holes were used primarily to gather placer gold data. The
recent focus of exploring for a lode gold and antimony deposit involves the use
of a diamond core drill which allows the geologist to make determinations of the
true width of mineralized veins and the relationship of the veins to other
primary geologic structures. The diamond drill core allows for more accurate
analysis of grade and interpretation of style of mineralization and timing of
mineralization relative to other structures in the rock. To date, the Company
has drilled a total of 73 diamond core drill holes totaling 21,444 feet during
lode exploration since 2007.

23

---

5.    Geology

The Nolan Area properties are located in the Brooks Range of
northern Alaska. Regionally, the area is underlain by a series of
metasedimentary rocks of the Coldfoot subterrain and Hammond subterrain of the
Arctic Alaska terrain. The metasedimentary rocks have been assigned a Middle to
Upper Devonian age. During Late to Early Cretaceous time, the Middle Devonian
metasedimentary rocks of the Coldfoot subterrain were thrust northward onto the
Middle to Upper Devonian metasedimentary rocks of the Hammond Subterrain. This
is represented by a large thrust belt in the Nolan area and resulted in regional
metamorphism of the continental rocks that were overridden.

The property area is underlain by grayblack phyllite, black
slate and metasiltstone, grayblack and brown slate, brown micaceous schist and
phyllite, grayblack micaceous schist, gray green to black muscovite schist that
locally contains abundant pyrite and arsenopyrite, and banded quartzite
interbedded with chloritic quartzite and quartz mica schist.

The valley bottoms and side hills are mantled by a heavy cover
of glacial outwash and lake bottom sediments. Depth of overburden varies from a
very few feet on the upper slopes to tens to hundreds of feet in the lower
valley bottoms on the claims. Deeper areas of cover are permanently frozen.
There have been four periods of glaciation on the Nolan properties and the
placer gold distribution has been variously affected by the glaciation.

The placer deposits are of three types:

| | 1. | Shallow placers concentrated in present stream and river
      valleys;                                                                                                                                                                                          
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 2. | Placer gold concentrated on bedrock in deeply incised
      bedrock channels that have been covered by ten to hundreds of feet of
      gravel and organic material; and                                                                                         
| | 3. | Placer deposits concentrated on benches lying anywhere
      from 10 to 400 feet above present stream levels. These bench gravels were
      deposited when streams were flowing at higher levels relative to present
      levels due to damming by glacial ice.

Placer gold, lode gold and antimony are the main type of
mineralization of interest on the property. We are currently exploring for a
lode source for the placer gold. Known gold-bearing lodes identified on the
Nolan Lode properties consist of stibnite-bearing quartz veins, and quartz veins
containing free gold, which fill fractures cutting phyllite and metasiltstones.

Analysis of obtained airborne geophysical data identified a
linear resistivity low that has been named the Solomon Shear
trend.The resistivity low is coincident with a geochemical anomaly
for gold, antimony, arsenic and other indicator minerals. This anomaly trends
sub-parallel to Nolan Creek along the east side from south of Smith Creek into
the Hammond River drainage. Immediately east of this trend lies a second sub
parallel resistivity low also identified by airborne geophysics and showing
similar characteristics to the Solomon Shear Trend.

The Company has identified a new zone with anomalous gold
mineralization, which has been named the Fortress. The Fortress area is part
of an east-west trending deformation zone that is overlain by strong arsenic and
gold in soil anomalies, which are up to over 1,500 feet in length. We will
continue our exploration program in 2010 with the objective of identifying
mineralization of commercial significance along this zone.

We have discovered a number of new areas that contain placer
gold mineralization on the Nolan property that are too loosely defined under NI
43-101 to allow the mineralization to be categorized as a resource. Additional
exploration drilling and testing may bring these mineralized areas up to a
higher level of confidence and thus a higher category which could be included in
the total gold inventory of the property. There is no assurance however that
this upgrade will take place.

6.    Nolan Gold and Antimony Project Mineral
Reserves and Resource Estimates

The following resource estimates were performed by Thomas K.
Bundtzen (Bundtzen/the QP) of Pacific Rim Geological Consulting Inc.
Bundtzen is an independent third party mining consultant who is an AIPG
Qualified Person. The Company requested a preliminary feasibility study in
September 2008. Based on the 2008 feasibility study, the QP concluded that the
lode gold and antimony indicated resources underlying Workmans Bench could be
converted to a probable reserve.

For a complete summary of the data used and the methods of
determination of the lode resource estimates, readers are encouraged to view the
recent 43-101 report by Bundtzen, effective January 1, 2009, which is posted on
the Companys website and on EDGAR and SEDAR. The NI 43-101 Technical Report by
Bundtzen that was disclosed on January 1, 2009 was amended June 1, 2009 (the
technical report or report). These resource estimates are based off of an
investigation that was not within the current mineral reserve block and as such
the grades and tonnages of the probable mineral reserve have not changed.

24

---

General Note Regarding Estimates

The following information should be considered in connection
with our estimates for Workmans Bench, which we are disclosing in accordance
with applicable SEC standards and regulations:

- Assumed Pricesof US $1100/oz for gold and US $5.00/lb for
  antimony.
- D tunnel of the Workmans Bench A vein and using gravity and water
  recovery systems only).
- Estimated Operating Costsof US $375/ton, based on operation of a
  92 ton per day underground mine.

A cutoff grade of 4% antimony was used in our analysis. A 4%
cutoff grade should be regarded as 4% antimony equivalent. No cutoff grade was
used for gold, as antimony was the primary commodity being examined, and none of
the resource polygons contained less than 0.05 oz/ton gold.

The reserve estimates for each of the three zones (A, B, and
West) were determined by drill hole intercepts of each zone as well as channel
samples of the zone from the underground workings. The QP used a polygonal
estimation of grade by compositing sample assay information taken within
designated widths and lengths of mineralized zones, giving consideration only
for intercepts with an antimony value greater than 4% antimony (7% stibnite). A
total of 124 intercepts of antimony-quartz-gold were assayed from the 41 diamond
core drill holes for the three zones. Considering the specific gravity of pure
stibnite is 4.52 and quartz and schist gangue are 2.70 and 2.66 respectively,
The QP used a tonnage factor of 8.2 cubic ft per ton (massive stibnite would be
7.1 cubic ft per ton).

Polygonal Calculations of Tons, Grades and Amounts of Antimony
  and Gold

Readers are cautioned that the following estimates are under
the category of a probable reserve and not a proven reserve, which requires a
higher degree of feasibility study. These values are based off of a preliminary
feasibility study, which is not the same as a legal feasibility study.

The following tables summarize the polygon calculations used by
the QP to determine the probable mineral reserves for the Workman's Bench gold
and antimony deposit, effective January 1, 2009. The data below is based off of
2007 and 2008 diamond core drilling data. As well as channel samples and
specific vein samples collected from our underground workings that were
collected by the QP in 2008. Detailed maps, outlining the polygons used in the
probable reserve estimates, are shown in the QPs NI 43-101 technical report
(feasibility study), effective January 1, 2009, as amended June 1, 2009.

25

---

Polygonal Probable Reserve Calculations of Workmans Bench
A Zone, Nolan Creek, Alaska

|Polygon     | Tons   | Antimony (%) | Antimony (tons) | Gold (oz/ton) | Gold (ounces)
|----------- | ------ | ------------ | --------------- | ------------- | -------------
|1           | 365    | 4.70         | 17.2            | 0.056         | 20.4         
|2           | 337    | 4.20         | 14.1            | 0.120         | 40.4         
|3           | 445    | 22.80        | 101.5           | 1.090         | 485.1        
|4           | 484    | 22.85        | 110.5           | 1.070         | 517.8        
|5           | 602    | 29.60        | 178.2           | 1.120         | 674.2        
|6           | 508    | 23.09        | 116.8           | 0.056         | 28.4         
|7           | 390    | 50.89        | 198.4           | 1.109         | 432.2        
|8           | 379    | 31.40        | 119.0           | 1.115         | 422.6        
|9           | 305    | 28.03        | 85.4            | 0.987         | 301.0        
|10          | 195    | 13.47        | 26.2            | 0.146         | 28.5         
|11          | 950    | 22.36        | 212.4           | 0.193         | 183.4        
|12          | 175    | 27.94        | 48.9            | 1.097         | 191.9        
|13          | 125    | 10.66        | 13.3            | 0.970         | 121.3        
|14          | 105    | 16.17        | 33.9            | 0.102         | 10.7         
|15          | 535    | 19.73        | 105.5           | 0.300         | 160.6        
|16          | 335    | 31.68        | 106.1           | 0.307         | 102.8        
|17          | 452    | 34.24        | 154.7           | 0.334         | 150.9        
|18          | 152    | 24.68        | 37.5            | 0.486         | 73.8         
|19          | 109    | 21.43        | 23.3            | 0.240         | 26.1         
|20          | 485    | 24.40        | 118.3           | 0.323         | 156.6        
|21          | 855    | 24.73        | 211.4           | 0.196         | 167.5        
|22          | 245    | 19.90        | 48.7            | 0.256         | 62.7         
|23          | 140    | 17.48        | 24.4            | 0.250         | 35.0         
|24          | 65     | 16.50        | 10.7            | 0.160         | 10.4         
|25          | 85     | 18.86        | 16.0            | 0.166         | 14.1         
|26          | 101    | 18.19        | 18.4            | 0.150         | 15.1         
|27          | 100    | 15.77        | 15.8            | 0.143         | 14.3         
|28          | 146    | 14.18        | 20.7            | 0.170         | 24.8         
|29          | 389    | 36.55        | 141.9           | 0.322         | 125.2        
|30          | 716    | 35.86        | 256.7           | 0.340         | 243.4        
|31          | 384    | 23.49        | 90.2            | 0.141         | 54.1         
|32          | 345    | 23.10        | 79.7            | 0.181         | 62.4         
|33          | 107    | 24.18        | 25.8            | 0.217         | 23.2         
|34          | 330    | 32.04        | 106.0           | 0.267         | 88.0         
|35          | 780    | 39.10        | 304.9           | 0.681         | 531.2        
|36          | 840    | 36.57        | 307.1           | 0.492         | 413.2        
|37          | 2,050  | 48.74        | 999.0           | 0.416         | 853.0        
|38          | 2,490  | 48.68        | 1,212.0         | 0.453         | 1,128.0      
|39          | 2,300  | 54.59        | 1,255.0         | 0.725         | 1,667.0      
|40          | 459.0  | 21.00        | 96.3            | 0.459         | 210.6        
|41          | 1,180  | 39.43        | 465.0           | 0.201         | 237.0        
|42          | 550    | 30.66        | 165.0           | 0.130         | 72.0         
|43          | 185    | 20.50        | 37.9            | 0.106         | 19.6         
|44          | 820    | 28.02        | 229.6           | 0.114         | 93.4         
|45          | 353    | 18.14        | 64.0            | 0.107         | 37.8         
|46          | 697    | 7.93         | 55.2            | 0.123         | 85.7         
|47          | 998    | 17.53        | 174.9           | 0.101         | 100.7        
|48          | 157    | 20.93        | 32.8            | 0.106         | 16.6         
|49          | 140    | 14.49        | 20.3            | 0.056         | 7.8          
|50          | 450    | 10.80        | 48.6            | 0.098         | 44.1         
|51          | 135    | 28.76        | 38.8            | 0.140         | 18.9         
|52          | 100    | 29.58        | 29.6            | 0.130         | 13.0         
|53          | 85     | 29.60        | 25.1            | 0.120         | 10.2         
|54          | 454    | 23.74        | 107.8           | 0.171         | 77.6         
|55          | 423    | 24.02        | 101.6           | 0.516         | 218.2        
|56          | 228    | 23.02        | 52.5            | 0.463         | 105.6        
|57          | 235    | 20.02        | 47.0            | 0.413         | 33.6         
|58          | 338    | 26.46        | 89.4            | 0.463         | 156.4        
|59          | 564    | 21.44        | 120.9           | 0.526         | 296.6        
|TOTAL/AVERA | 28,452 | 31.52        | 8,967.9         | 0.405         | 11,516.7     

26

---

Polygonal Probable Reserves Calculations for B Zone,
Workmans Bench, Nolan Creek Area, Alaska

|Polygon       | Tons  | Antimony (%) | Antimony (tons) | Gold (oz/ton) | Gold (ounces)
|------------- | ----- | ------------ | --------------- | ------------- | -------------
|1             | 185   | 34.32        | 64.0            | 0.298         | 55.0         
|2             | 237   | 40.13        | 95.0            | 0.618         | 146.0        
|3             | 175   | 39.36        | 69.0            | 0.507         | 89.0         
|4             | 475   | 47.50        | 226.0           | 1.105         | 524.0        
|5             | 590   | 41.42        | 244.0           | 0.652         | 384.0        
|6             | 574   | 45.32        | 260.0           | 1.060         | 608.0        
|7             | 195   | 31.32        | 61.0            | 0.425         | 83.0         
|8             | 289   | 17.59        | 50.8            | 0.154         | 44.5         
|9             | 830   | 37.15        | 308.0           | 0.802         | 666.0        
|10            | 675   | 34.97        | 236.0           | 0.724         | 489.0        
|11            | 116   | 21.73        | 25.2            | 0.123         | 14.3         
|12            | 79    | 19.76        | 15.6            | 0.130         | 10.3         
|13            | 160   | 10.10        | 16.2            | 0.313         | 50.1         
|14            | 186   | 21.60        | 40.2            | 0.451         | 83.9         
|15            | 487   | 15.25        | 74.2            | 0.430         | 209.4        
|16            | 875   | 25.54        | 223.4           | 0.317         | 277.3        
|17            | 95    | 16.51        | 15.7            | 0.241         | 22.9         
|18            | 331   | 16.06        | 53.1            | 0.244         | 80.8         
|19            | 209   | 4.59         | 9.6             | 0.067         | 14.0         
|20            | 107   | 5.16         | 5.5             | 0.070         | 7.5          
|21            | 145   | 13.82        | 20.0            | 0.063         | 9.1          
|22            | 155   | 13.58        | 21.1            | 0.050         | 7.8          
|23            | 365   | 7.98         | 29.1            | 0.160         | 58.4         
|24            | 385   | 5.65         | 21.7            | 0.083         | 31.9         
|25            | 567   | 8.30         | 47.0            | 0.310         | 175.8        
|26            | 269   | 4.77         | 12.8            | 0.256         | 68.8         
|TOTAL/AVERAGE | 8,756 | 25.63        | 2,244.2         | 0.480         | 4,210.8      

Polygonal probable reserve Calculation for West Zone,
Workmans Bench, Nolan Creek area, Alaska

|Polygon       | Tons  | Antimony (%) | Antimony (tons) | Gold (oz/ton) | Gold (ounces)
|------------- | ----- | ------------ | --------------- | ------------- | -------------
|1             | 565   | 2.86         | 16.1            | 0.908         | 513.0        
|2             | 446   | 2.39         | 10.6            | 0.108         | 48.2         
|3             | 450   | 3.12         | 14.0            | 0.921         | 414.5        
|4             | 359   | 2.64         | 9.5             | 0.121         | 43.4         
|5             | 131   | 3.36         | 4.4             | 0.140         | 18.3         
|6             | 73    | 9.30         | 6.8             | 0.143         | 10.2         
|7             | 210   | 9.81         | 20.6            | 0.124         | 26.0         
|8             | 297   | 18.09        | 53.7            | 0.105         | 31.2         
|9             | 110   | 19.06        | 20.9            | 0.261         | 28.7         
|10            | 95    | 12.10        | 11.5            | 0.225         | 21.3         
|11            | 109   | 14.53        | 15.8            | 0.215         | 23.4         
|12            | 166   | 13.13        | 21.8            | 0.229         | 38.0         
|13            | 286   | 18.35        | 52.4            | 0.293         | 83.8         
|14            | 397   | 11.75        | 46.6            | 0.098         | 38.9         
|15            | 175   | 21.56        | 37.7            | 0.146         | 25.6         
|16            | 537   | 19.82        | 106.4           | 0.140         | 75.2         
|17            | 160   | 23.59        | 37.7            | 0.143         | 22.8         
|18            | 192   | 35.32        | 67.8            | 0.230         | 44.2         
|19            | 75    | 31.78        | 23.8            | 0.196         | 14.7         
|20            | 115   | 21.74        | 25.0            | 0.113         | 13.0         
|21            | 256   | 25.28        | 64.7            | 0.147         | 37.6         
|TOTAL/AVERAGE | 5,204 | 12.80        | 667.8           | 0.302         | 1,572        

27

---

Total Probable Lode Mineral Reserves, for Workmans Bench,
Nolan Creek Area A. B and West Zones

Readers are cautioned that the following estimates are under
the category of a probable reserve and they are not a proven reserve, which
requires a higher degree of feasibility study. These values are based off of a
preliminary feasibility study, which is not the same as a legal feasibility
study.

|Reserve Category | Cut-off
      grade (% Sb) | Quantity
      (ton) | Grade (%
      Sb) | Metal (ton
      Sb) | Grade (oz/ton
      Au) | Metal (oz
      Au)
|---------------- | -------------------------- | -------------------- | ------------------ | -------------------- | ----------------------- | -------------------
|Probable         | 4.0                        | 42,4                 | 28.00              | 11,880               | 0.408                   | 17,300             

Notes:

| | Rounding may result in some discrepancies.                                                                                                                                                          
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | No processing recovery factors have been applied to these
      reserve figures.                                                                                                                    
| | The unit ton refers to short tons.                                                                                                                                                                  
| | Cut-off grade is 4.0% Sb equivalent, which refers to
      the combined values of gold plus antimony expressed in terms of antimony
      alone                                                   
| | Effective date of the estimate is January 1, 2009. The
      2009 exploration program was not involved with the current reserve block
      and as such did not affect the grade or tonnages listed.

Cautionary Note to U.S. Investors concerning estimates of Inferred Resources

The following table uses the term ‘inferred resources’. Silverado advises U.S. investors that while this term is recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects), the U.S. Securities and Exchange Commission does not recognize this term. U.S. investors are cautioned not to assume that any part or all of mineral deposits in these categories will ever be converted into reserves.

Silverado's inferred lode mineral resources, Nolan Creek area

|Resource Category | Cut-off grade (% Sb) | Quantity (ton) | Grade (%
          Sb) | Metal (ton
          Sb) | Grade (oz/ton
          Au) | Metal (oz
          Au)
|----------------- | -------------------- | -------------- | ---------------------- | ------------------------ | --------------------------- | -----------------------
|Inferred          | 4.0                  | 24,077         | 12.45                  | 2,997.6                  | 0.245                       | 5,894.7                

Notes:

| | The effective date of these resources is January 1, 2009; amended June 1st, 2009                                              
|- | ------------------------------------------------------------------------------------------------------------------------------
| | Rounding may result in some discrepancies.                                                                                    
| | No processing recovery factors have been applied to these
      resource figures.                                             
| | The unit ton refers to short tons.                                                                                            
| | Cut-off grade is 4.0% Sb equivalent, which is
      the combined values of gold plus antimony expressed in terms of antimony

28

---

HAMMOND PROPERTY (SLISCO BENCH)

1.Location and Access

Our Hammond property is located approximately 8 miles north of
Wiseman, and 175 air miles north of Fairbanks, Alaska in the foothills of the
Brooks Range in an area known as the Koyukuk Mining District. The Hammond
property is located approximately three miles northeast of the Nolan Gold
Project.

The Hammond property is accessible by the Trans-Alaska Pipeline
road about 280 road miles north of Fairbanks, Alaska. An all-weather 4x4 road
connects Hammond to the pipeline road.

A map illustrating the location and access to the Hammond
property is provided above under the heading Nolan Gold Project.

2.Ownership Interest

Silverado leases 24 federal placer mining claims and 36 federal
lode mining claims from Alaska Mining Company, Inc. (Alminco).

As of November 30, 2010, we were in arrears of required mineral
  property claims and option payments of $550,000 and therefore our rights to
  the property were adversely affected. We are currently re-negotiating the terms
  and conditions of the Alminco agreement with Alminco. Alminco has confirmed
  that our mineral claims and options are in good standing on the understanding
  we will use our best efforts to pay the minimum royalty payments, including
  the payments that are in arrears, when business conditions permit; however there
  is no assurance that we will be able to successfully renegotiate the terms and
  conditions of the Alminco agreement.

3.    History of Operations

In 1993 we acquired the group of placer gold mining claims
overlying the Slisco Bench, and located along the right limit of the Hammond
River. The Hammond River drainage has been the subject of intense exploration
since the early 1900s. Poor exposures, difficult terrain, and deep overburden
confronted the first explorers and early miners in the Hammond River region.
Those miners who worked with persistence succeeded for the most part in
developing small-scale projects constrained in scope by the inadequacies of
their mechanical equipment, and the lack of technical knowledge and financial
support. Nevertheless, because of the work done by these early explorers, the
Hammond River has produced approximately eighty thousand ounces of placer gold,
including the second largest gold nugget ever discovered in Alaska  a nugget
weighing more than 135 ounces.

The Bench was first staked by Martin Slisco, and prospected by
hand methods since the 1930s, but no commercial production was recorded. During
the late 1970s, placer gold, including some nuggets characteristic of the
Koyukuk Mining District were recovered by open cut prospecting and bulk sampling
from a prospect pit at the northern end of the bench. The prospect pit was open
to bedrock and with a nominal 20 feet of overburden exposed, indications were
favourable for defining a large open pit mine-able placer gold deposit. The
surface topography indicates the bench could extend up to 4,500 feet southerly
from the prospect pit. Beyond that distance the bench is intersected by the
present Hammond River Channel where past and ongoing erosion has removed all
surface expression of the bench.

29

---

Below that intersection, the bench has been eroded and during
1995, Silverado completed a Phase I drill program, completing 64 drill holes to
the south of the prospect pit. Analysis of the data from the Phase I program
determined that the Slisco Bench surface topography conceals an ancient gold
bearing channel. Depths of drilling to bedrock were much deeper than
anticipated. Several hundred feet south of the prospect pit bedrock depths are
about 60 feet below surface, increasing to more than 230 feet in depth at a
distance of 1,200 feet south of the prospect pit. The gravel layer at bedrock
was found to contain encouraging and sometimes, significant placer gold content
at channel bottom intercepts.

In 2006, Silverado commenced drilling along the Slisco deep
channel which completed additional 39 drill holes with a total footage of 4,782
feet. This exploration work was done to define the length of the Slisco deep
channel. Phase one and Phase two drilling, sampling, and sample analysis of a
total of 103 drill holes, has served to delineate the Slisco deep channel for a
total length of 1800 lineal feet. Surface topography indicates that the channel
could cover a length of up to 4,500 feet.

4.Present Condition of the
Property and Current State of Exploration

A drilling program is planned to explore the remaining 2,700
feet extending south from the present known location of the Slisco deep channel.
Additional in-fill drilling will be necessary along the length of the channel,
as well as potential gold bearing tributaries, and other areas by drilling
fences or lines of drill holes with close hole spacing across the channel
bottom. These holes will be necessary to ascertain the width of the channel, and
to collect adequate sample data at close spacing, for mining feasibility
studies. After completing the Phase one and Phase two drilling, data showed the
channel to be narrower than the surface topography indicated and bedrock depths
increased to the south. Present known maximum depth is 230 feet. We presently
estimate that as many as several hundred additional drill holes would be
necessary to fully define and evaluate the Slisco deep channel. The Slisco deep
channel is presently in a state of ongoing exploration, and there is no camp,
production facilities, or equipment located on the property. Currently, there is
no power supply to the Hammond property. All support for ongoing and planned
work on the property is currently provided from the Nolan Creek Camp.

5.Geology

The primary areas of geological interest on the Hammond
Property are the placer gold deposits, which are similar to the placer gold
deposits present on the adjoining Nolan Gold Project. Geologically, the Slisco
Bench gold-placer deposit is a deeply buried, permanently frozen, ancient and
now abandoned river channel of the Hammond River. Subsequent to the geologic
processes that forced the Hammond River to abandon its channel at Slisco Bench,
glacial and peri-glacial processes (processes acting upon permanently frozen
terraines ) buried the gold-bearing gravel of the Slisco deposit with as much as
230 feet of frozen sedimentary detritus. The deep thickness of frozen overburden
identified probably prohibits the economical application of traditional open-pit
methodologies. Underground placer gold recovery methods which we have utilized
extensively would probably be used to remove the gold-bearing gravel.

Mineral investigations by our geologists in conjunction with a
federal study of mineral resources in the area have revealed the presence of
west-north-westerly striking gold bearing hydro-thermal quartz veins on the
property. Those veins, in conjunction with a north-easterly trending shear zone
are thought to have contributed, at least in part, to the placer gold found on
the property.

ESTER DOME PROJECT

The Ester Dome Project encompasses all of our optioned
properties on Ester Dome.

1.    Location and Access

Access to the property is provided by the paved Ester Dome road
and a well-maintained gravel road. The main line of the Alaska Railroad passes
by the west perimeter of the property and a high capacity electrical line
carrying power to the Fort Knox mill passes 300 feet below the Grant Mill on the
property. A map illustrating the location and access to the Ester Dome Project
is provided below:

30

---



2.   Ownership Interest

The Ester Dome property is comprised of 52 state mineral claims
and 1 unpatented federal mineral claim. The claims are not all contiguous in
that there are 5 separate blocks of claims. Silverado Gold Mines Inc. is the
registered owner of all claims. The total area of all claims equals
approximately 2.5 square miles and all claims are valid. There has been no legal
survey on the claims. There are three separate agreements covering these 53
claims on the Ester Dome property.

| | (a) | Grant Mine                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |     | The 26 State mineral claims called the Grant Mine claims
      are covered by an option to purchase agreement with Mr. Roger Burggraf
      dated October 6, 1978, as amended in October 1997. Our ownership interest
      is subject to the payment of 15% of net profits until $2,000,000 has been
      paid, and 3% of net profits thereafter. Our minimum work requirements are
      $15,000 per year. In December of 1997, for the purpose of facilitating an
      agreement with Placer Dome U.S. Inc. and in consideration for us making a
      payment of $20,000, the conditional purchase and sale agreement was
      amended to reduce the royalty payments to 3% of net profits as defined in
      the agreement. The owner of the claims has confirmed our agreement is in
      good standing.

31

---

| | (b) | St. Paul / Barelka                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |     | The 22 State mineral claims called the St. Paul / Barelka
      claims are covered by a purchase agreement with Don May and Paul Barelka
      dated May 12, 1979. Our ownership interest is subject to the payment of
      15% of net profits until $2,000,000 (inflation indexed from 1979) has been
      paid and 3% of net profits thereafter.                                                                                                                                                                                                                                                                                                                                
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | (c) | Dobbs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |     | The remaining 4 state mineral claims and 1 federal
      mineral claim called the Dobbs claims are covered by a purchase agreement
      with Mr. G. Dobbs dated November 6, 1984, as amended on August 4, 1996.
      Our ownership interest is subject to the payment of 15% of net profits
      until $1,500,000 has been paid and 3% of net profits thereafter. Our
      minimum work requirements are $1,500 per year. Access to Dobbs is the same
      route as St. Paul / Barelka. Our lease on this property is for 10 years,
      beginning in 1984, with five-year renewals thereafter. The owner of the
      claims has confirmed our agreement is in good
standing.

3.    History of Operations

The Ester Dome property first became known as a result of the
discovery of placer gold in the creeks draining Ester Dome in about 1902. By
1909, approximately 1.5 million oz. had been mined from alluvial deposits.
Ultimately, approximately 4 million ounces of placer gold have been mined from
creeks draining Ester Dome.

Shortly after the discovery of placer gold, lode claims were
staked on quartz veins discovered on Ester Dome. By 1912, four stamp mills were
operating in the area.

(a) Grant Mine

Work at the Grant Mine, on the eastern flank of Ester Dome, was
initiated in about 1928 with the sinking of shafts to bedrock to attempt to
locate buried alluvial gold. This work, while it did not locate alluvial gold,
did reveal quartz rubble near bedrock containing free gold. Mr. Grant, the claim
owner, sunk two shafts through about 80 of loess (silt) cover and by 1931 had
reportedly mined about 600 tons from the newly discovered Irishman Vein. This
work was all completed from the only levels established, the 50, 100 and 150-
foot levels. Mr. Roger Burggraf purchased the claims from Grants heirs in 1973
and deepened the shaft to the 200-foot level. This work revealed a new vein, the
ODea vein which has eclipsed the Irishman vein in importance. Burggraf
completed limited development on the Irishman vein and the ODea vein during the
next 5 years, and in 1978 entered into a lease option agreement with Silverado.

Over the subsequent 8 years up to 1986, we completed an
extensive surface exploration and underground development program as well as
test milling the underground development muck from work on the ODea structure,
in a small (approximately 50 tons per day) gravity mill, during 1980  1982. In
1984, we entered into a joint venture agreement with Aurex Inc., a subsidiary of
Marubeni America Corporation to further explore and develop the Grant Mine plus
a larger area of interest around the mine. Aurex withdrew from the joint venture
at the end of 1985 and the mill was shut down in Jan. 1986. A total of
approximately 22,000 tons of gold bearing rock were mined from the ODea
structure during the period 1980 to January 1986, yielding 4,090 ounces of gold.

When Aurex became involved in the joint venture, a decision was
made to construct a 230 ton per day gravity / cyanide mill to treat the expanded
resource that had been outlined on the ODea structure above the 200 level.
This mill and related support facilities were constructed by Tri-Con Mining Inc.
for Silverado using a design provided by Melis Consulting Engineers Ltd. The
completed mill was commissioned in October 1985 and was shut down in January
1986. During the short mill run, the plant operated above design capacity. Lower
feed grades than had been forecast plus other underground problems caused Aurex
to elect to withdraw from the project and a premature shutdown of the facility.

During the period 1987  1989, we decided to open pit mine the
Ethel - Elmes structures, located a short distance from the mill facility on the
Dobbs claims adjacent to the Grant Mine. This mining operation generated
approximately 71,620 tons of gold bearing material. Combined with the previously
mined stockpile from the ODea vein, (11,000 tons), and material from another
source (Silver Dollar), the total tonnage processed amounted to 111,852 tons.

32

---

The total tonnage processed through the Grant mill up to 1989
amounts to 111,852 tons with a total of 11,215 oz. of gold produced for an
average calculated recovered grade of 0.10 oz/ton. Gold recoveries from the
Grant Mine are summarized as follows:

|YEAR           | DRY TONS MILLED | RECOVERED OZ. GOLD | RECOVERED GRADE
|-------------- | --------------- | ------------------ | ---------------
|1980  1981(1) | 4,170           | 1,424              | 0.341          
|1985 1986     | 7,069           | 1,372              | 0.193          
|1987 - 1989    | 100,586         | 8,419              | 0.083          
|TOTALS         | 111,852         | 11,215             | 0.10           

(1) This material was processed through a 20 ton per day pilot
plant prior to the construction of the Grant Mill.

We did not make a profit from our operations at the Grant Mine
during any of the above periods during which we achieved gold recoveries.

In June of 1990, ACNC (American Copper and Nickel Company)
entered into a joint venture with us on the Grant Mine claims and a larger area
of Ester Dome. This included the Dobbs, and St Paul / Barelka properties.

On the Grant Mine property, ACNC completed the drilling of 10
diamond drill holes and fourteen wedge cuts on the ODea Irishman system
totaling 10,097. This work confirmed the previous drill grades and intercept
width encountered by Silverado and helped to further define the ODea structure.

(b)St. Paul / Barelka

The St. Paul / Barelka claims have undergone a significant
amount of exploration since the early 1980s when they were first acquired by us.
The early work was in the form of electromagnetic surveys, geochemical soil
sampling, trenching and diamond and percussion drilling. Most recently, in 199
1-1992, ACNC completed 9 diamond drill holes and 3 rotary reverse circulation
holes. Subsequent work in 1996-1997 amounted to significant trenching and 91
drill holes focusing on the St Paul structure which had been partially defined
by our previous work.

(c)Dobbs

The Dobbs property contains the Ethel  Elmes vein system and
structure which had been located in the first work and prospecting that took
place on Ester Dome in the early 1900s. Exploration in the 1980s by us
revealed a mineralized shear zone up to 25 wide containing high grade quartz
veins and veinlets. This was the structure mined in 1987  1989 which generated
approximately 71,620 tons of gold bearing material. Combined with the previously
mined stockpile from the ODea vein, (11,000 tons), a total of approximately
82,620 tons were mined and milled during 1988  1989 producing 7,362 oz. of
gold.

4.    Present Condition of the Property and
Current State of Exploration (a) Grant Mine-ODea Vein:

The Grant Mine operations, including camp, buildings, machine
shops and related equipment, were constructed in the late 1980s. Most of the
mill and equipment are in operating condition but upgrades would be required.
The mill has remained inactive since February 1989. The plant and equipment cost
us $2,076,780. This amount has been written down to $nil on our audited
financial statements. Power to the Grant Mine operations is provided by diesel
powered generators located on site. Commercial power transmission lines cross
through the property, and could provide power to the facilities for any future
operations. Auxiliary power to the Grant Mine operations will be provided by
diesel powered generators located on site. During fiscal 2007, our work on the
property was limited to assessment work. We plan to maintain claim rental
payments for the current fiscal year and to continue with assessment work. The
Grant Mine Tailings Pond is near capacity, and currently the Company has a
third-party engineering firm working on a closure plan for the decommissioning
and reclamation of the old pond. A new mine operation would need a new tailings
pond constructed.

If gold prices remain strong, we may re-commence exploratory
drilling on our Ester Dome properties with the objective of increasing our
database of geological information on these properties.

33

---

(a) May (St. Paul) / Barelka:

The St. Paul property is undeveloped and does not contain any
open-pit or underground mines. There is no plant or equipment located on the St.
Paul property. Currently, there is no power supply to the St. Paul property. We
have no plans at this time to do any work other than as required for annual
claims maintenance and when we do there is no guarantee the work will present
economic viability for this deposit.

(b)Dobbs:

The Dobbs property is undeveloped and does not contain any
open-pit or underground mines. There is no plant or equipment located on the
Dobbs property. Currently, there is no power supply to the Dobbs property. We
have no plans at this time to do any work other than as required for annual
claims maintenance.

5.Geology

The Fairbanks Mining District is in the northwest part of the
Yukon  Tanana metamorphic complex. This region, referred to variably as Yukon
Crystalline Terrain, Yukon Cataclastic Complex or Yukon Tanana Terrain is an
enormous tract of multiple deformed and metamorphosed rocks occupying much of
east central Alaska and adjoining Yukon Territory.

The Fairbanks District is underlain by three metamorphosed
stratigraphic packages all in apparent thrust fault contact. From oldest to
youngest these are: (1) Chatanika Terrain, a Precambrian
eclogite-garnet-amphibolite unit exposed on the northern edge of the district;
(2) Fairbanks Schist, a dominant lithology and host to the majority of gold
occurrences in the district, comprised of late Proterozoic to early Paleozoic
sedimentary and volcanic rocks metamorphosed to greenschist facies; and (3)
Chena River Sequence, an early to mid Paleozoic unit metamorphosed to lower
amphibolite facies.

Stocks and dikes are common in the Fairbanks District, varying
from diorite to granite. In recent years they have been conclusively linked to
significant gold mineralizing systems. Mid Cretaceous ages have been determined
for two of the stocks. Lamprophyre dikes are locally present in the district.

The Ester Dome property is underlain by late Proterozoic to
early Paleozoic sedimentary and volcanic rocks that have been metamorphosed to
greenschist facies. Dominant lithologies are quartz-mica schist, graphitic
phyllite and micaceous quartzite, with lesser chlorite schist and calcareous
schist. The schists are locally intruded by fine grained granitic to dioritic
dikes and sills with minor porphyritic phases.

Four main structural patterns that crosscut stratigraphy and
folding are present on Ester Dome. The most prominent is northeast trending
shearing that is probably related to northeast thrusting in the region. Most of
the past and present exploration has taken place along mineralized veins and
shears parallel to this trend.

6.Estimates of Indicated
and Inferred Resources

We have not established any commercially viable reserves on any
of our properties that comprise the Ester Dome Project.

EAGLE CREEK PROPERTY

1.    Location and Access

The Eagle Creek property is accessed by the Steese Highway, 10
miles north of Fairbanks, Alaska to Fox, Alaska, then traveling along the Elliot
highway 6 miles north to Murphy Dome Road, then west along Murphy Dome Road
about 5 miles to the property. A map illustrating the location and access to the
Eagle Creek property is provided below:

34

---



2.    Ownership Interest

The Eagle Creek property is comprised of 77 Alaska state
mineral claims. All claims are contiguous and are located in the Fairbanks North
Star Borough. The total area of the claims equals approximately 3080 acres and
all claims are valid. There has been no legal survey on the claims. Ownership of
the claims is in the name of Silverado Gold Mines Inc. There is an 'option to
purchase' agreement with Arley Taylor (i.e., now with his descendants), to
purchase a 100% interest in the property for $400,000, of which $38,000 remains
to be paid. The amount of $5,000 per year is required to be paid to keep the
agreement in good standing. The original option agreement with Arley Taylor was
acquired through an agreement with S. Tan who assigned the agreement to us in
consideration of 15% royalty from production (15% of net operating profits after
payback of costs). We have continued to make option payments on the Eagle Creek
property based on the agreement, and as a result all of our mineral claims and
options are in good standing.

35

---

3.History of Operations

Earliest work on the property started approximately in 1913,
with the original owner exploring for antimony. A number of companies have
explored the property from 1964 to the present.

During the early 1980s, geochemical surveys located anomalous
gold and antimony targets. Drilling conducted on the property during 1991 and
1992 resulted in the outlining definition of gold mineralization hosted in
intrusive rocks. Further in-fill drilling is necessary to determine continuity
of the gold bearing sequence, and to ascertain grades of gold within the
deposit. During 2010 the Company completed a new mineral assessment of the
property. The focus of the mineral assessment was locating and characterizing
additional sources of lode gold on the property. The mineral assessment is still
on-going.

4.Present Condition of the
Property and Current State of Exploration

We did not complete any exploration activity on the Eagle Creek
property during 2008 and 2009 other than assessment work and maintenance;
however, an exploration work plan that includes trenching and drilling was
developed and has successfully been permitted through the APMA process during
December of 2010. Extensive exploration drilling has shown gold mineralization
throughout the property. Exploration of the Eagle Creek property is currently in
the preliminary stages.

The Eagle Creek property is undeveloped and does not contain
any open-pit or underground mines. There is no plant or equipment located on the
Eagle Creek property. Currently, there is no power supply to the Eagle Creek
property, although GVEA power transmission lines run through the property and
could supply power in the event a facility is warranted for ore processing in
the future. Surface exploration work, including geochemical and geophysical
surveys is recommended to be continued as a means of tracing promising mineral
bearing rock units. Drilling is recommended to test the subsurface continuity
and gold content of the rock units. During the fourth fiscal quarter of 2010 the
Company initiated a new mineral assessment of the property which is still
ongoing. The mineral assessment was commissioned by Silverado in response to the
increase in gold prices and involves compiling over 40 years of exploration data
to determine if the Eagle Creek property has potential targets for gold
mineralization

5.    Geology

The Eagle Creek property is located within the same regional
geology as the Ester Dome property.

The Eagle Creek property is 90% underlain by late Proterozoic
to early Paleozoic sedimentary and volcanic rocks that have been metamorphosed
to greenschist facies. Dominant lithologies are quartz mica schist, micaceous
quartzite, graphitic phyllite and chlorite schist, with lesser calc-schist,
feldspathic schist, graphitic schist and minor quartz sericite schist.

The remaining 10% of the property is underlain by felsic
igneous rocks which intrude the schists in all sectors of the property.
Compositions range from biotite quartz monzonite to muscovite granite.
Porphyritic phases with quartz and feldspar phenocrysts are ubiquitous. Contact
relations observed from mapped distribution of granitic rock fragments in soil
and from diamond drill core indicate the intrusives are dikes and sills up to
200 thick.

36

---

GLOSSARY OF TERMS

The definitions of geological and technical terms used in this
Annual Report on Form 10-K are provided below:

|Amphibolite Facies    | An assemblage of minerals formed under medium to high
      pressure during regional metamorphism                                                                                                                                                                                                                                                                                             
|--------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Arsenopyrite          | Mineral composed of iron, arsenic and sulphur.                                                                                                                                                                                                                                                                                                                                                
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Auriferous            | Containing gold.                                                                                                                                                                                                                                                                                                                                                                              
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Bedrock               | Rock units which underlie unconsolidated surface
      overburden or soils.                                                                                                                                                                                                                                                                                                                   
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Brecciated            | Rock composed of angular fragments held together in a
      matrix.                                                                                                                                                                                                                                                                                                                           
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Calcareous Schist     | A laminated metamorphic rock containing calcium
      carbonate.                                                                                                                                                                                                                                                                                                                              
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Chlorite Schist       | A laminated metamorphic rock containing prominent
      chlorite, which is a hydrated silicate of aluminum, iron and magnesium.                                                                                                                                                                                                                                                               
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Chloritic Quartzite   | A metamorphic rock composed primarily of quartz (silicon
      dioxide) with minor chlorite (see previous entry).                                                                                                                                                                                                                                                                             
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Development Stage     | Includes all mining companies engaged in the preparation
      of a mineral deposit with reserves for production and which are not in the
      production                                                                                                                                                                                                                                    
|                      | stage.                                                                                                                                                                                                                                                                                                                                                                                        
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Dikes                 | A tabular intrusive body of rock with a vertical or near
      vertical orientation.                                                                                                                                                                                                                                                                                                          
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Diorite               | A body of intrusive rock composed of feldspars, amphibole
      and a small amount of quartz.                                                                                                                                                                                                                                                                                                 
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Dioritic Dikes        | See dikes. See diorite.                                                                                                                                                                                                                                                                                                                                                                       
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Dominant Lithology    | In a given area, the rock type occurring at the highest
      percentage.                                                                                                                                                                                                                                                                                                                     
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Drilling              | The process of boring a hole in the rock to obtain a
      sample for determination of metal content. Diamond Drilling
      involves the use of a hollow bit with diamonds on the cutting surface to
      recover a cylindrical core of rock. Reverse Circulation Drilling
      involves chips of rock being forced back through the center of the drill
      pipe using air or water.
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Exploration           | The process of using prospecting, geological mapping,
      geochemical and geophysical surveys, drilling, sampling and other means to
      detect and perform initial evaluations of mineral deposits.                                                                                                                                                                                      
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Fairbanks Schist      | A grouping of metasedimentary rocks which underlie much
      of the Fairbanks District.                                                                                                                                                                                                                                                                                                      
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Federal Lode Claims,  | Mineral claims up to 20 acres, located on federal land
      under the U.S.                                                                                                                                                                                                                                                                                                                   
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Federal Placer Claims | Exploration Law of 1872. See below for definitions of
      Lode and Placer.                                                                                                                                                                                                                                                                                                              
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Felsic                | A mnemonic adjective derived from (fe) for feldspar. (l)
      for feldpathoids and (s) for silica and is applied to light-colored rocks
      containing an abundance of one or all of these constituents.                                                                                                                                                                                   
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Geochemical Survey    | Sample of soil, rock, silt, water or vegetation analyzed
      to detect the presence of valuable metals or other metals which may
      accompany them. E.g., Arsenic may indicate the presence of gold.                                                                                                                                                                                     
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Geophysical Survey    | Electrical, magnetic and other means used to detect
      features, which may be associated with mineral deposits.                                                                                                                                                                                                                                                                            
|                      |                                                                                                                                                                                                                                                                                                                                                                                               
|Gold Deposit          | A concentration of gold in rock sufficient to be of
      economic interest.                                                                                                                                                                                                                                                                                                                  

37

---

|Granite             | An intrusive rock which includes feldspar, mica and
      quartz.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Graphitic Phyllite  | Metamorphic rock intermediate between slate and schist,
      and containing graphite (carbon).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Greenschist Facies  | An assemblage of minerals formed under low to medium
      pressure during regional metamorphism.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Host Rocks          | A term used for a rock unit which, as a result of
      favorable structural or chemical characteristics, provides an environment
      for precipitation or deposition of metals or other foreign materials.                                                                                                                                                                                                                                                                                                                                                                                                                 
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Lode Source         | The lode mineral deposit from which placer minerals have
      been derived by erosion.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Lode                | Mineral in place in the host rock, as in lode gold.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Metamorphic Complex | A grouping of metamorphic rocks which have complicated
      structural relationships.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Metamorphism        | Processes, including pressure, heat and introduction of
      new chemical substances, by which consolidated rocks are changed from one
      form to another.                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Metasedimentary     | Partially metamorphosed sedimentary rocks.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Metasiltsone        | A rock formed from consolidated silt, which has been
      partially changed to schist.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Micaceous Quartzite | A metamorphic rock, mostly quartz with minor mica.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Micaceous           | Containing mica, usually referring to metamorphic rocks.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Mineral Claims      | General term used to describe the manner of land
      acquisition under which the right to explore, develop and extract metals
      is established.                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Mineral Deposit     | A mineral deposit is a mineralized body, which has been
      intersected by a sufficient number of drill holes or by underground
      workings to give an estimate of grade(s) of metal(s) to warrant further
      exploration or development. A mineral deposit does not qualify as a
      commercially viable mineral deposit with reserves under standards set by
      the Securities and Exchange Commission until a final, comprehensive,
      economic, technical and legal feasibility study has been completed.                                                                                                 
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Mineral reserve     | Securities and Exchange Commission Industry Guide 7
      Description of Property by Issuers Engaged or to be Engaged in Significant
      Mining Operations of the Securities and Exchange Commission defines a
      reserve as that part of a mineral deposit which could be economically and
      legally extracted or produced at the time of the reserve determination.
      Reserves consist of:                                                                                                                                                                                                                    
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                    | (1) Proven (Measured) Reserves. Reserves for which: (a)
      quantity is computed from dimensions revealed in outcrops, trenches,
      workings or drill holes; grade and/or quality are computed from the
      results of detailed sampling; and (b) the sites for inspection, sampling
      and measurement are spaced so closely and the geologic character is so
      well defined that size, shape, depth and mineral content of reserves are
      well- established.                                                                                                                                              
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                    | (2) Probable (Indicated) Reserves. Reserves for which
      quantity and grade and/or quality are computed from information similar to
      that used for proven (measured) reserves, but the sites for inspection,
      sampling and measurement are farther apart or are otherwise less
      adequately spaced. The degree of assurance, although lower than that for
      proven (measured) reserves, is high enough to assume continuity between
      points of observation.                                                                                                                                         
|                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Mineral resource    | National Instrument 43-10 1 Standards of Disclosure for
      Mineral Projects of the Canadian Securities Administrators defines a
      Mineral Resource as a concentration or occurrence of natural, solid,
      inorganic or fossilized organic material in or on the Earths crust in
      such form and quantity and of such a grade or quality that it has
      reasonable prospects for economic extraction. The location, quantity,
      grade, geological characteristics and continuity of a mineral resource are
      known, estimated or interpreted from specific geological evidence and
      knowledge.

38

---

|                   | Mineral Resources are sub-divided, in order of increasing
      geological confidence, into Inferred, Indicated and Measured categories.
      An Inferred Mineral Resource has a lower level of confidence than that
      applied to an Indicated Mineral Resource. An Indicated Mineral Resource
      has a higher level of confidence than an Inferred Mineral Resource but has
      a lower level of confidence than a Measured Mineral Resource.                                                                                                                                                                                                                                                                                                                                   
|------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                   | (1)Inferred Mineral Resource. An Inferred Mineral
      Resource is that part of a Mineral Resource for which quantity and grade
      or quality can be estimated on the basis of geological evidence and
      limited sampling and reasonably assumed, but not verified, geological and
      grade continuity. The estimate is based on limited information and
      sampling gathered through appropriate techniques from locations such as
    outcrops, trenches, pits, workings and drill holes.                                                                                                                                                                                                                                                                                
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                   | (2)Indicated Mineral Resource.An Indicated
      Mineral Resource is that part of a Mineral Resource for which quantity,
      grade or quality, densities, shape and physical characteristics can be
      estimated with a level of confidence sufficient to allow the appropriate
      application of technical and economic parameters, to support mine planning
      and evaluation of the economic viability of the deposit. The estimate is
      based on detailed and reliable exploration and testing information
      gathered through appropriate techniques from locations such as outcrops,
      trenches, pits, workings and drill holes that are spaced closely enough
    for geological and grade continuity to be reasonably assumed.                             
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                   | (3) Measured Mineral Resource.A Measured Mineral
      Resource is that part of a Mineral Resource for which quantity, grade or
      quality, densities, shape, physical characteristics are so well
      established that they can be estimated with confidence sufficient to allow
      the appropriate application of technical and economic parameters, to
      support production planning and evaluation of the economic viability of
      the deposit. The estimate is based on detailed and reliable exploration,
      sampling and testing information gathered through appropriate techniques
      from locations such as outcrops, trenches, pits, workings and drill holes
      that are spaced closely enough to confirm both geological and grade
      continuity.
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                   | Industry Guide 7  Description of Property by Issuers
      Engaged or to be Engaged in Significant Mining Operationsof the
      Securities and Exchange Commission does not define or recognize resources.
      As used in this Annual Report on Form 10-KSB, resourcesare as
      defined in National Instrument 43-10 1.                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Muscovite          | A light coloured mica.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Ore                | A natural aggregate of one or more minerals which, at a
      specified time and place, may be mined and processed and the product(s) at
      a profit or from which some part may be profitably separated.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Phyllite           | An argillaceous rock intermediate between slate and
      schist.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Placer             | Mineral, which has been separated from its host rock by
      natural processes and is often reconcentrated in streams as placer
      depositsor placer gold.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Porphyritic Phases | Areas of rock in which one or more minerals occur as
      larger crystals in a relatively finer groundmass.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Production Stage   | Includes all mining companies engaged in the exploitation
      of a mineral deposit with proven reserves.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Pyrite             | A mineral containing iron and sulphur.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Quartzite          | A metamorphic rock composed mostly of quartz (silicon
      dioxide)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Quartz-Mica Schist | A laminated metamorphic rock with roughly equal quartz
      and mica. In geophysical surveying, an area with higher electromagnetic
      conductivity                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Resistivity Low    | than the surrounding area.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Schist             | Flat plate-like metamorphic rock formations, which
      contain primarily mica.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Slate              | A metamorphosed mudstone.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|State Claims       | Mineral claims up to 40 acres, located on State of Alaska
      lands.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

39

---

|Stibnite             | A mineral composed of antimony
      and sulphur.                        
|-------------------- | -------------------------------------------------------------------------
|                     |                                                                          
|Stocks               | Small intrusive bodies of rock.                                          
|                     |                                                                          
|Thrust Fault Contact | One rock type pushed over top of
      another at a relatively low angle.

ITEM 3. LEGAL PROCEEDINGS.

The Company is not a party to, and its property is not the
subject of, any material pending legal proceeding, in either case other than
ordinary routine litigation incidental to the business. The Company also is not
aware of any proceeding that a governmental authority is contemplating.

ITEM 4. [REMOVED AND RESERVED.]

PART II

ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common shares are quoted on the Over-the-Counter (OTC)
Bulletin Board under the symbol SLGLF, on the Berlin Stock Exchange under the
symbol SLGL, and on the Frankfurt Stock Exchange under the symbol SLGL. The
following table indicates the range of high and low bid information of our
common shares for each quarter within the last two fiscal years:

|**OTCBB:**  |                   |          |         
|----------- | ----------------- | -------- | --------
|            | QUARTER ENDED     | HIGH BID | LOW BID 
|            | November 30, 2008 | $0.01    | $0.01   
|            | February 28, 2009 | $0.01    | $0.01   
|            | May 31, 2009      | $0.01    | $0.01   
|            | August 31, 2009   | $0.02    | $0.02   
|            | November 30, 2009 | $0.01    | $0.01   
|            | February 28, 2010 | $0.0065  | $0.00569
|            | May 31, 2010      | $0.00413 | $0.00363
|            | August 31, 2010   | $0.0033  | $0.0028 
|            | November 30, 2010 | $0.0034  | $0.0031 
|            |                   |          |         
|**BERLIN:** |                   |          |         
|            | QUARTER ENDED     | HIGH BID | LOW BID 
|            | November 30, 2008 | $0.01    | $0.01   
|            | February 28, 2009 | $0.01    | $0.01   
|            | May 31, 2009      | $0.01    | $0.01   
|            | August 31, 2009   | $0.01    | $0.01   
|            | November 30, 2009 | $0.01    | $0.01   
|            | February 28, 2010 | $0.0065  | $0.00569
|            | May 31, 2010      | $0.00413 | $0.00363
|            | August 31, 2010   | $0.0033  | $0.0028 
|            | November 30, 2010 | $0.0034  | $0.0031 

40

---

|**FRANKFURT** |                   |          |         
|------------- | ----------------- | -------- | --------
|              | QUARTER ENDED     | HIGH BID | LOW BID 
|              | November 30, 2008 | $0.01    | $0.01   
|              | February 28, 2009 | $0.01    | $0.01   
|              | May 31, 2009      | $0.01    | $0.01   
|              | August 31, 2009   | $0.01    | $0.01   
|              | November 30, 2009 | $0.01    | $0.01   
|              | February 28, 2010 | $0.0065  | $0.00569
|              | May 31, 2010      | $0.00413 | $0.00363
|              | August 31, 2010   | $0.0033  | $0.0028 
|              | November 30, 2010 | $0.0034  | $0.0031 

The source of the high and low bid information is:
http://ca.finance.yahoo.com. The market quotations provided reflect
inter-dealer prices, without retail mark-up, markdown or commission and may not
represent actual transactions.

Holders

As at March 14, 2011, we had 2,914,377,244 common shares issued
and outstanding that were held by approximately 980 registered holders. We
believe that there are in excess of 4,000 beneficial owners of our common stock.

Our transfer agent is Computershare Trust Company of Canada
whose address is 510 Burrard Street, Vancouver, British Columbia, Canada, V6C
3A8

Dividends

We have not declared any dividends on our common stock in our
two most recent fiscal years.

We are restricted in our ability to pay dividends by
limitations under British Columbia law relating to the sufficiency of profits
from which dividends may be paid. In addition, Silverados Articles (the
equivalent of the Bylaws of a United States corporation) provide that no
dividend shall be paid otherwise than out of funds or assets properly available
for the payment of dividends and declaration by the directors as to the amount
of such funds or assets available for dividends shall be conclusive.

Securities Authorized For Issuance Under Equity
Compensation Plans

Set forth in the table below is information regarding
outstanding equity awards made under equity compensation plans through November
30, 2010, the end of our most recently completed fiscal year.

Equity Compensation Plan Information

|Plan Category                                                    |  | Number of securities to be issued upon exercise
      of outstanding options, warrants, and rights |  |   | Weighted average exercise price of outstanding
    options, warrants, and rights |  |  | Number of securities available for future
    plan issuance | 
|---------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------- |  | - | -------------------------------------------------------------------------------- |  |  | ----------------------------------------------------------- | 
|                                                                 |  |                                                                                                    |  |   |                                                                                  |  |  |                                                             | 
|Equity compensation plans approved by security
      holders     |  | N/A                                                                                                |  |   | N/A                                                                              |  |  | N/A                                                         | 
|Equity compensation plans not approved by security
      holders |  |                                                                                                    |  |   |                                                                                  |  | 
|                                                                 |  |                                                                                                    |  |   |                                                                                  |  |  |                                                             | 
|2010-I Equity Compensation Plan                                  |  | N/A                                                                                                |  |   | N/A                                                                              |  |  | 2,848,946                                                   | 
|2009-III Equity
      Compensation Plan                          |  | N/A                                                                                                |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2009-II Equity Compensation
      Plan                           |  | N/A                                                                                                |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2009 Equity Compensation
      Plan                              |  | N/A                                                                                                |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2007-I Equity Compensation Plan                                  |  | N/A                                                                                                |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2007 Stock Option
      Plan                                     |  | 12,700,000                                                                                         |  | $ | 0.07                                                                             |  |  | N/A                                                         | 
|Equity Compensation Plans Prior
      to 2007                    |  | 31,600,000                                                                                         |  | $ | 0.05                                                                             |  |  | N/A                                                         | 

On January 29, 2009, our Board of Directors adopted the 2009
Equity Compensation Plan (the 2009 Plan) to encourage certain directors,
officers, employees, and consultants of the Company to acquire and hold stock in
the Company as an added incentive to remain with the Company, to increase their
efforts in promoting the interests of the Company and to enable the Company to
attract and retain capable individuals. The number of shares issued under the
Plan may not exceed 130,000,000 in aggregate. The 2009 Plan is administered by
the Committee. On January 29, 2009, the Company filed a registration statement
on Form S-8 to register all 130,000,000 of such shares. During the fiscal year
ended November 30, 2009, all 130,000,000 of such shares were issued to various
consultants for consulting and other services.

On June 1, 2009, our Board of Directors adopted the 2009-II
Equity Compensation Plan (the 2009-II Plan) to encourage certain directors,
officers, employees, and consultants of the Company to acquire and hold stock in
the Company as an added incentive to remain with the Company, to increase their
efforts in promoting the interests of the Company and to enable the Company to
attract and retain capable individuals. The number of shares issued under the
Plan may not exceed 80,000,000 in aggregate. The 2009-II Plan is administered by
a Committee and the committee made up of at least three members of the Board of
Directors. Such Committee consists of at least two non-employee Directors (the
Committee). On June 1, 2009, the Company filed a registration statement on
Form S-8 to register all 80,000,000 of such shares. During the fiscal year ended
November 30, 2009, all 80,000,000 of such shares were issued to various
consultants for consulting and other services.

41

---

On December 11, 2009, the Company adopted the 2009-III Equity
Compensation Plan (the 2009-III Plan) to encourage certain directors,
officers, employees, and consultants of the Company to acquire and hold stock in
the Company as an added incentive to remain with the Company and to increase
their efforts in promoting the interests of the Company and to enable the
Company to attract and retain capable individuals. The number of shares issued
under the 2009-III Plan may not exceed 120,000,000 in aggregate. On December 16,
2009, the Company filed a registration statement on Form S-8 to register all
120,000,000 of such shares. During the fiscal year ended November 30, 2010, all
120,000,000 of such shares were issued to various consultants for consulting and
other services.

On June 3, 2010, the Company adopted the 2010-I Equity
Compensation Plan (the 2010-I Plan) to encourage certain directors, officers,
employees, and consultants of the Company to acquire and hold stock in the
Company as an added incentive to remain with the Company and to increase their
efforts in promoting the interests of the Company and to enable the Company to
attract and retain capable individuals. The number of shares issued under the
2010-I Plan may not exceed 180,000,000 in aggregate. On June 9, 2010, the
Company filed a registration statement on Form S-8 to register all 180,000,000
of such shares.

During the fiscal year ended November 30, 2010, there were no
stock options granted under any equity compensation plans. Pursuant to several
consulting and other agreements, the Company issued an aggregate of 290,802,188
shares of the Companys common stock under equity compensation plans in payment
of consulting fees and other expenses, valued at the fair market price on the
effective dates of the consulting agreements or based on the terms of the
agreements.

During the fiscal year ended November 30, 2009, there were no
stock options granted under any equity compensation plans. Pursuant to several
consulting and other agreements, the Company issued an aggregate of 213,319,102
shares of the Companys common stock under equity compensation plans in payment
of consulting fees and other expenses, valued at the fair market price on the
effective dates of the consulting agreements or based on the terms of the
agreements.

Recent Sales of Unregistered Securities

We have not sold any unregistered equity securities during the
period covered by this report, other than those previously reported in Quarterly
Reports on Form 10-Q or Current Reports on Form 8-K filed with the Securities
and Exchange Commission.

ITEM 6. SELECTED FINANCIAL DATA

Not applicable.

42

---

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The following is a discussion of the operating results and
financial position of Silverado Gold Mines Ltd. (Silverado or the Company)
for the fiscal year ended November 30, 2010. It should be read in conjunction
with the Companys audited consolidated financial statements and footnotes for
the fiscal year ended November 30, 2010.

All financial information in this Managements Discussion and
Analysis (MD&A) is expressed and prepared in conformity with US generally
accepted accounting principles. All dollar references are to the US dollar, the
Companys reporting currency, unless otherwise noted. Some numbers in this
MD&A have been rounded to the nearest thousand for discussion purposes.

Certain forward-looking statements are discussed in this
MD&A with respect to the Companys activities and future financial results,
which are made based upon managements current expectations and beliefs. There
can be no assurance that future developments affecting the Company will be those
anticipated by management.

FORWARD-LOOKING STATEMENTS

The information in this MD&A contains forward-looking
statements with respect to the Companys activities and future financial
results, which are made based upon managements current expectations and
beliefs. These forward-looking statements involve risks and uncertainties,
including statements regarding Silverados capital needs, business plans and
expectations. Forward-looking statements are made, without limitation, in
relation to operating plans, property exploration and gold recovery activities,
availability of funds, environmental reclamation, operating costs and permit
acquisition. Any statements contained herein that are not statements of
historical facts may be deemed to be forward-looking statements. There can be no
assurance that future developments affecting the Company will be those
anticipated by management. Actual events or results may differ materially from
any forward-looking statement. Management disclaims any obligation to publicly
update these statements, or disclose any difference between its actual results
and those reflected in these statements. Given these uncertainties, readers are
cautioned not to place undue reliance on such forward-looking statements.

OVERVIEW

The Company is engaged in the acquisition and exploration of
mineral properties in the State of Alaska, through its wholly-owned subsidiary,
Silverado Gold Mines Inc., and is involved with the development of a new
environmentally friendly low-rank coal-water fuel (LRCWF) technology through
its other wholly-owned subsidiary, Silverado Green Fuel, Inc.

The Company has committed over three decades of work to the
exploration, development and test mining of gold properties throughout North
America. In the mid-1980s, the Company decided to focus its efforts in Alaska.
We have extensive experience in geological, geochemical and geophysical
exploration techniques. Our mineral holdings are located in the Fairbanks Mining
District and in the Koyukuk Mining District, consisting of both lode and placer
mining claims. At the present time, the Companys primary focus is the
exploration and development of our Nolan Gold and Antimony Project located 175
miles north of Fairbanks, Alaska. We are also continuing with exploration
activities on our Hammond Gold Property located approximately three miles
northeast of our Nolan Property, and exploration activities on our Eagle Creek
Gold and Antimony Property and Ester Dome Gold Project, which are both located
in the Fairbanks Mining District.

The Company has also been working on the development of LRCWF,
a non-toxic liquid fuel product derived from sub-bituminous and lignite coal. In
its finished form, the fuel would be a non-toxic, non-hazardous environmentally
friendly strategic (liquid) fuel. Silverado is seeking financing to enable us to
proceed with the construction of a commercial demonstration facility designed to
document the combustion characteristics of Green Fuel. A successful
demonstration project could lead to construction of a commercial production
facility to manufacture the low-rank coal-water fuel as a replacement fuel for
oil fired boilers and utility generators.

LIQUIDITY AND CAPTIAL RESOURCES

Our current ratio (current assets divided by current
liabilities) as of November 30, 2010 was 0.16 as compared to 0.38 as of November
30, 2009. This ratio is commonly used as a measure of a companys liquidity. We
look at actual dollars in analyzing our liquidity. Since the Companys cash
inflow has been generated mainly from sales of shares of the Companys common
stock, gold sale proceeds earned during the exploration stage, debentures and
loans, it will be very difficult for the Company to meet the current and
anticipated obligations without raising additional capital. If we are not able
to raise adequate capital and to do so in a timely manner, we will not be able
to fully implement our business plan or sustain ongoing operations.

43

---

As of November 30, 2010, the Company had a working capital
deficit of $2,022,000 as compared to a working capital deficit of $1,203,000 as
of November 30, 2009. The Company had cash and cash equivalents of $66,267 on
hand as of November 30, 2010 as compared to cash and cash equivalents of $nil as
of November 30, 2009. The Companys total assets for such periods were
$2,484,000 (November 30, 2009: $3,152,000) and the total current assets were
$389,000 (November 30, 2009: $745,000).

As of November 30, 2010, the Companys current assets consist
of $6,316 (November 30, 2009: $6,316) in gold inventory and $316,393 (November
30, 2009: $738,473) in prepaid and other receivables. Included in prepaid and
other receivables were non-cash prepaid consulting and other fees of $271,193
(November 30, 2009: $716,865) paid through issuances of the Companys common
stock under the Companys equity compensation plans.

The majority of the Companys assets are long-term or non-cash
in nature and thus considered being of lower liquidity.

The Companys mineral rights were valued at $1,600,000 as of
November 30, 2010 as compared to $1,399,000 as of November 30, 2009, an increase
of approximately $201,000 or 14%. The increase in the value of our mineral
rights this past year is directly attributable to $116,000 in paid claim fees,
$5,000 in paid royalty payments and $80,000 in accrued royalty payments. The net
book value of our fixed assets was $494,000 as of November 30, 2010 as compared
to $1,002,000 as of November 30, 2009, a decrease of approximately $508,000 or
51%. The decrease in the net book value of our fixed assets was mainly due to
$168,000 of depreciation, $340,000 of impairment of leasehold improvements.

The current liabilities as of November 30, 2010 totaled
$2,411,000 as compared to $1,948,000 as of November 30, 2009, an increase of
approximately $463,000 or 24%. Included in current liabilities are $872,000
(2009: $1,064,000) due to related parties, which has been classified as
financing activities in the Companys cash flow statements, and $916,000 (2009:
$883,000) of accounts payable and accrued liabilities.

The Company has not yet generated revenues since recommencement
of the exploration stage on December 1, 2001 and our cash was primarily
generated from the sale of our securities. During the fiscal year ended November
30, 2010, the Company raised $594,000 of net proceeds through completed private
placements of which $100,000 was received from uncompleted private placement
subscriptions in the fiscal year ended November 30, 2009. During the fiscal year
ended November 30, 2009, the Company raised $2,047,000 of net proceeds through
completed private placements and received $100,000 through uncompleted private
placement subscriptions. In addition, the Company received $237,000 as a result
of mining equipment disposals and $52,000 as a result of gold inventory sales in
the fiscal year ended November 30, 2009.

During the fiscal year ended November 30, 2010, the Company
spent $121,000 (2009: $121,000) on mineral rights and $439,000 (2009: $869,000)
on the mineral exploration and drilling program. In addition, the Company has
spent $664,000 (2009: $1,495,000) on other operating activities. The Company has
been reviewing its budgets for its current business needs and its further
exploration and early stage production at its Nolan Creek property in Alaska.
Our plan of mining operations in Alaska anticipates that we will need to raise
and expend approximately $10,560,000 during fiscal year 2011. We will also need
to raise and spend approximately $3,000,000 on general and administrative costs
during fiscal year 2011.

As  of November 30, 2010, we were in arrears of required mineral property claims  and option payments of $550,000 and therefore our rights to the property were  adversely affected. We are currently re-negotiating the terms and conditions of  the Alminco agreement with Alminco. Alminco has confirmed that our mineral  claims and options are in good standing on the understanding we will use our  best efforts to pay the minimum royalty payments, including the payments that  are in arrears, when business conditions permit; however there is no assurance  that we will be able to successfully renegotiate the terms and conditions of  the Alminco agreement on the Alimnco claims which adjoin the northern boundary  of our Nolan property.

In  February 2010, we received $50,000 from an investor and issued a promissory  note dated as of March 1, 2010. The unpaid principal balance of the note bears  interest at a rate equal to twelve percent (12%) per annum if repaid by us  within ninety (90) days from the date of the note, or eighteen percent (18%)  per annum if repaid at any time thereafter. The note matured on September 1,  2010. As of November 30, 2010, we had not repaid the note and had accrued  interest of $6,775 which is recorded in accrued liabilities.

The Company is currently seeking capital to place the Nolan
mine into the development and production phase.

The Company expects to continue to be funded primarily from
equity financings and will continue the current process of seeking to arrange
financing of those operational budgets, exploration and near term production to
meet the requirements of the work program. The ability of the Company to
complete the exploration and development of its mineral properties is dependent
on the Companys ability to obtain the necessary financing. There is no
assurance that we will be able to raise the financing necessary to enable us to
implement our business plan.

SEGMENT INFORMATION

The Company operates in one reportable segment, located in
United States, being the acquisition and exploration of mineral properties. The
Companys development of low-rank coal-water fuel, located in United States, is
in its initial stages and is not a reportable segment. Segmented information has
been compiled based on the geographic regions that the Company and its
subsidiaries registered and performed exploration and administration activities.
A summary of financial information by geographical areas is as follows:

44

---

|                                      |   | Canada    |  |   | United States |  |   | Total     | 
|------------------------------------- | - | --------- |  | - | ------------- |  | - | --------- | 
|As of November 30, 2010               |   |           |  |   |               |  |   |           | 
|Current assets                        | $ | -         |  | $ | -             |  | $ | -         | 
|Mineral rights                        |   | -         |  |   | 1,600,442     |  |   | 1,600,442 | 
|Property, plant and
      equipment   |   | 7,676     |  |   | 486,740       |  |   | 494,416   | 
|Total assets, as of November 30, 2010 | $ | 7,676     |  | $ | 2,087,183     |  | $ | 2,094858  | 
|                                      |   |           |  |   |               |  |   |           | 
|As of November 30, 2009               |   |           |  |   |               |  |   |           | 
|Current assets                        | $ | -         |  | $ | -             |  | $ | -         | 
|Debt issuance costs                   |   | -         |  |   | -             |  |   | -         | 
|Mineral rights                        |   | -         |  |   | 1,398,601     |  |   | 1,398,601 | 
|Property, plant and equipment         |   | 423,121   |  |   | 578,888       |  |   | 1,002,009 | 
|Total assets, as of November 30, 2009 | $ | 423,121   |  | $ | 1,977,489     |  | $ | 2,400,610 | 
|                                      |   |           |  |   |               |  |   |           | 
|For the Year Ended November 30, 2010  |   |           |  |   |               |  |   |           | 
|Total comprehensive loss              | $ | 3,427,418 |  | $ | 685,249       |  | $ | 4,112,667 | 
|                                      |   |           |  |   |               |  |   |           | 
|For the Year Ended November 30, 2009  |   |           |  |   |               |  |   |           | 
|Total comprehensive
      loss        | $ | 5,210,916 |  | $ | 1,462,929     |  | $ | 6,673,845 | 

SUMMARY OF MINERAL EXPLORATION PROGRAM AND PLAN OF
OPERATION

The Nolan Lode Antimony and Gold Project has been the focus of
the Companys exploration strategy since 2007 and will be the focus again in
2011. Although a lack of sufficient capital did not allow for the permitted
1,000 cubic yard bulk sample under Workmans Bench in 2010, the Company plans to
continue exploration drilling for the purpose of defining additional mineral
resources associated with the Solomon Shear Zone.

Following the 2009 drill program at Nolan Creek, the Company
determined that a larger core drilling rig will be needed in order to move
forward with drilling in 2011. The current Company owned drill rig is limited to
less than 500 feet of drilling. Any additional drilling beyond the current
resource blocks will require larger and more powerful drills that can drill over
1,000 feet.

During 2010 there was no additional drilling within the current
probable reserve block at Workmans Bench and therefore there have been no
changes to the probable mineral reserve which amounts to 42,412 tons grading 28%
antimony, and 0.408 ounces/ton gold. Through the end of 2008, the Workmans and
Pringle Bench gold and antimony deposits contained a total inferred resource
amounting to 24,077 tons grading 12.45% antimony and 0.245 ounces/ton gold (for
both estimates, see January 1, 2009 NI-43-101 Technical Report for Nolan Creek
which was amended June 1, 2009).

For more detailed information and comparison, readers should
refer to the sections under Item 1 above which include Exploration Work
Summaries for 2008 and 2009 for the Nolan Lode Gold and Antimony Project
(sections 1.5.2 and 1.5.3 respectively). The mineral estimates of inferred and
indicated resources, listed in Item 2 above, have increased significantly as
compared to 2008 figures. While the probable mineral reserve under Workmans
Bench has not changed since the last fiscal year, the increase in the price of
gold and antimony has currently increased the value of the mineral reserve
significantly. Our plan of operation for the next twelve months is as follows:

(a) The Nolan Gold Project Plan of Operations

Based on a preliminary feasibility analysis of January 1, 2009,
as amended June 1, 2009, we have economically viable reserves on our properties
that comprise the Nolan Gold Project, subject to a final feasibility study. We
plan to carry out activities on the Nolan Gold Project. The objective of the
activities on the Nolan Gold Project is to complete permitting, drill, and
continue underground development and bulk sampling and processing.

45

---

The primary plan of operations for the Company is the
advancement of the Nolan Project toward the development stage and depending on
obtaining sufficient financing, management will pursue a responsible timeline
that will meet the needs of the Project and the budget. The procurement of
supplies and equipment for the construction of a pilot mill at Nolan for the
processing of a 1,000 cubic yard sample is important to the advancement of the
operation. Depending on available capital, the procurement of supplies for the
pilot mill could stall the bulk sample program in which case the Company will
continue with the drilling program and other exploration activities on the Nolan
Creek Property and focus on the increase in mineral resources.

The plan of operation for the Nolan Gold Project for the 2011
fiscal year is the advancement toward the development and mining stage of our
Nolan Gold and Antimony Project, especially along the southwestern end of the
Solomon Shear Zone in the Workmans Bench Area. The Company is in a transitional
phase between exploration and development. The recent preliminary feasibility
study effective January 1, 2009, amended June 1, 2009, supported a mineral reserve of antimony and
gold underlying the southwestern portion of the Solomon Shear Zone, an area
referred to by the Company as Workmans Bench. The 2008 feasibility study by
Bundtzen concluded that the Nolan Gold and Antimony Project in the Workmans
Bench area is economically viable.

Our plan of operations for the next three years involves
collecting a 1,000 cu yd bulk sample of the stibnite-gold vein material from the
mineralized zones referred to as the A Zone and possibly B and West Zones.
The bulk sample will be for larger scale milling and processing tests, and a
more accurate mineralogical determination of the gold, especially what the
Company has termed nugget effect of the gold found in the massive stibnite
veins. The Company believes that the grade of gold will increase upon the
extraction of the larger scale bulk sample due to the nugget effect which is
not represented during the drilling effort. The successful extraction of a 1,000
cu yd sample will give a better indication of the special and physical
relationships between the gold and the antimony. The bulk sample is also
necessary for additional verification of the purity of the antimony content in
the stibnite and whether or not at depth there is a potential for zonation of
increased deleterious metals that could contaminate the antimony ore.

The plan of operations for 2011 involves the continuation of a
variety of characterization studies in preparation for the development stage and
for permitting requirements necessary for the future production of the
antimony-gold deposit underlying the Workmans Bench. These studies include but
are not limited to additional hydrologic studies proximal to our planned
underground workings, as well as environmental baseline studies of the flora and
fauna and the baseline chemical and physical parameters of the creek water, and
acid-base accounting (ABA) studies of the ore-hosting rock determining an
appropriate, effective and safe disposal of acid mine waste rock.

Much of the work planned for 2011 is seasonal dependent. During
the summer months we plan to use our diamond core drill for infill drilling for
additional reserve estimates and structural interpretation. We plan to drill a
minimum of 20 shallow (200 to 500 ft) NQ diamond core drill holes, as well 30
deeper holes (> 500 ft) into the Solomon Shear Zone. Also, many of the
formerly mentioned characterization studies will be continued through the summer
months. Depending on available capital, the Company plans the procurement of
necessary facility and system upgrades, as well as the acquisition of necessary
equipment and the construction of a pilot mill facility. Currently we have a
fully functioning all season enclosed 23 man camp with three functioning offices
with computers and internet access. The camp has a STW treatment plant for
sewage and graywater treatment. The camp site also has a large mechanics shop
for working on heavy equipment such as backhoes and bulldozers. The camp also
has multiple ADEC approved containments with tanks capable of storing 30,000
gallons of diesel fuel, and a peripheral explosives storage area.

During the late fall of 2011, we plan to open our portal and
begin the excavation of a decline to begin the extraction of the bulk sample. We
plan to extract the majority of vein material from the A Zone since more than
70% of the current reserve is in this zone. We plan to use a cut-and-fill
stoping method. Once a stope is driven, the vein structure will be shot off the
rib at an estimated width of 2 feet and mucked out for storage and processing at
the surface. Waste rock will be temporarily stored on lined pads along the left
limit Bench of Nolan Creek Valley, an area used previously by the Company for
seasonal storage of bulk samples.

Currently, the Companys engineers and geologists have designed
the subsurface routes for an access decline and egress routes for the extraction
of the bulk sample material, as well as located sites for temporary tailings
storage and additional layout sites and mill design.

Readers and investors are cautioned that much of the
work planned in 2011 is contingent upon available funding and the success and
speed of the permitting process.

46

---

Our exploration plans are to further define lode gold and
antimony resources.. The program includes drilling and trenching, as well as the
review of geological and geophysical data. Our proposed drilling program for
2011 will be aimed at lode gold and antimony exploration. Lode drilling will
focus on Pringle Bench, Workmans Bench and the Hillside along the Solomons
Shear trend, and is designed to provide a better three dimensional understanding
of the mineralized sections of the structure and how it is related to the placer
gold deposits of the Nolan Creek area.

We have been working on interpreting the geology of the Nolan
area since 1979, when we first acquired the project. Our latest and most
extensive exploration program began in early 2007 and was directed at improving
our placer deposit definition and discovering potential lode sources of the
placer gold. Our exploration geologists and mining engineers have worked to move
this objective forward. Our exploration efforts have included the analysis of
geophysical data, geochemical sampling results, Company records and analysis
provided by government mineral investigation efforts and publications as well as
the trenching and exploration drilling of target areas.

If we can raise the necessary capital, we plan to spend up to
$10,000,000 in the next twelve months in carrying out our exploration,
permitting and development activities for the Nolan Gold Project. Of this
amount, $3,600,000 is projected for lode drilling on the Solomon Shear Zone. The
actual amount that we spend on exploration will depend on the actual amount of
funds that we have available for exploration. We are presently seeking to obtain
sufficient financing to enable us to proceed with these plans.

Ester Dome Property

During 2011, we plan to move forward with the closure of the
Grant Mill Tailings Pond. This pond is filled to capacity, and will be capped
and decommissioned after a final approval of the tailings pond closure plan is
received from State of Alaska regulatory agencies. A meaningful exploration
program may be completed during the summer months to explore for and identify
small high-grade gold anomalies as well as larger low-grade gold anomalies.
Completing the 2011 exploration work plan will be contingent on available
funding.

(b) Hammond Property

The encouraging drill results to date, the potential of
extending the Slisco Channel to the southeast plus the possibility of
discovering gold bearing tributary channels, make this a prospect for additional
discoveries. This project will require additional funding. Even if funding is
acquired, there is no assurance that a commercial gold bearing placer deposit
will be developed. Even if a gold bearing deposit is developed, additional
funding will be required to mine the deposit, and until a feasibility study is
completed, there is no assurance that the deposit will be profitable to mine.

(d) Eagle Creek Property

During 2011, we plan to move forward with an exploration
program which will include both trenching and diamond core drilling. The
majority of the permits required for the proposed exploration program have been
approved. If funding permits, the Company will design a drilling program to
further investigate the gold mineralization associated with the mineralized
structures known as vein-faults.

A commercially viable economic mineral deposit has not been
defined on the property, and there is no assurance that a commercially viable
economic mineral deposit exists on the property. Any proposed exploration
program that includes drilling is dependent on available capital and there is no
assurance that the Company will be able to initiate such a program.

Low-Rank Coal-Water Fuel Project

Silverado is currently having a $150,000 study conducted on the
chemical and physical characteristics of Mississippi Red Hills Lignite Coal at
the Mineral Industry Research Laboratory at the University of Alaska (Fairbanks)
and expects results in 2011. Results of the tests as well as capital
availability and an increase in oil prices would all have to be present and
sufficient for Silverado Green Fuel Inc. to reconsider construction of its LRCWF
project.

47

---

RESULTS OF OPERATIONS  Fiscal Years Ended November
30. 2010 and 2009

The Company has not generated revenues since recommencement of
the exploration stage from December 1, 2001 to November 30, 2010. For the fiscal
year ended November 30, 2010, we reported a net loss of $4,113,000, or $0.002
per share, compared to a net loss of $6,674,000, or $0.005 per share for the
fiscal year ended November 30, 2009, a decrease of approximately 38%.

The major decreases in fiscal year 2010, as compared to the
same period in 2009, were the Companys accounting and audit fees by $56,000,
promotion and travel expenses by $50,000, consulting fees by $1,079,000,
depreciation expenses by $48,000, exploration expenses by $430,000, management
services by $635,000, reporting and investor relations by $146,000, and transfer
agent and filing fees by $40,000. These decreases were mainly due to cash
limitations and the development of a restructuring plan that the Company is
working on to fund its exploration and development activities. Included in
$1,505,000 of consulting fees for the fiscal year ended November 30, 2010 was
$1,500,000 of non-cash consulting fees paid through issuances of the Companys
common stock.

The major increases included in the net loss for fiscal year
2010, as compared to the same period in 2009, were increases of $409,000 for accretion of discount on convertible debt, $75,000 for penalty on convertible debt, $40,000 for office expenses, and $54,000
for its related party charges in excess of cost. Such increases were mainly due
to the increased funding during the period from convertible debt and promissory note financings. During
the fiscal year ended November 30, 2010, the Company also recognized an
impairment of leasehold improvements of $341,000 as the Company moved its office
subsequent to year end.

RELATED PARTY TRANSACTIONS

The details of related party transactions are disclosed in
footnote 10 of the Companys audited consolidated financial statements for the
fiscal year ended November 30, 2010 (Item 8, below).

CRITICAL ACCOUNTING POLICIES

The details of our critical accounting policies are disclosed
in footnote 2 of the Companys audited consolidated financial statements for the
fiscal year ended November 30, 2010 (Item 8, below).

OFF-BALANCE SHEET ARRANGEMENTS

We have not entered into any off-balance sheet arrangements
that have or are reasonably likely to have a current or future effect on our
financial condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures, or capital resources,
and that would be considered material to investors.

48

---

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK

Not applicable.

49

---

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Our audited financial statements for the year ended November
30, 2010, as set forth below, are included with this Annual Report on Form 10-K.
Our audited financial statements are prepared on the basis of accounting
principles generally accepted in the United States and pursuant to Regulation
S-X as promulgated by the SEC and are expressed in U.S. dollars.

50

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company)

November 30, 2010

|                                                                | Index
|--------------------------------------------------------------- | -----
|                                                                |      
|Report of Independent
      Registered Public Accounting Firm   | F1  
|                                                                |      
|Report of Independent
    Registered Public Accounting Firm     | F2  
|                                                                |      
|Report of Independent
      Registered Public Accounting Firm   | F3  
|                                                                |      
|Consolidated Balance
      Sheets                               | F4  
|                                                                |      
|Consolidated Statements
      of Operations                     | F5  
|                                                                |      
|Consolidated Statements
      of Cash Flows                     | F6  
|                                                                |      
|Consolidated Statements
      of Stockholders Equity (Deficit) | F7  
|                                                                |      
|Notes to the
      Consolidated Financial Statements            | F10 

---



Report of Independent  Registered Public Accounting Firm

To the Board of Directors  and Stockholders of 
  Silverado Gold Mines Ltd.
  (An Exploration Stage Company)

We have audited the accompanying consolidated balance  sheet of Silverado  Gold Mines Ltd. (An Exploration Stage Company)  as of November 30, 2010 and the related consolidated statements of operations,  cash flows and stockholders’ equity (deficit) for the year then ended. We have also audited  the adjustments described in Note 21 that were applied to restate the 2009  consolidated financial statements. In our opinion, such adjustments are  appropriate and have been properly applied. 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 audit. The  consolidated financial statements as of November 30, 2009, and for the year  then ended, were audited before restatement by another firm of independent  accountants, which expressed an audit opinion without reservation on those  consolidated financial statements in its report dated March 4, 2010. Our opinion on the consolidated statements of  operations, stockholders’ equity (deficit) and cash flows for the period from  December 1, 2001 (Date of Recommencement of Exploration Stage) to November 30,  2010, insofar as it relates to amounts for prior periods through November 30,  2009, is based on the reports of other auditors.

We conducted our audit in accordance with the standards of the Public  Company Accounting Oversight Board (United States). 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. The Company is not required to have,  nor were we engaged to perform, an audit of its internal control over financial  reporting. An audit includes consideration of internal control over financial  reporting as a basis for designing audit procedures that are appropriate in the  circumstances, but not for the purpose of expressing an opinion on the  effectiveness of internal control over financial reporting. 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 audit provides a reasonable basis for our  opinion.

In our opinion, based on our audit and the reports of  other auditors, the consolidated financial statements referred to above present  fairly, in all material respects, the financial position of Silverado Gold Mines Ltd. (An Exploration Stage Company) as of November 30, 2010,  and the results of its operations, cash flows and stockholders’ equity  (deficit) for the year then ended and accumulated from December 1, 2001 (Date  of Recommencement of Exploration Stage) to November 30, 2010 in conformity with  accounting principles generally accepted in the United States.

The accompanying consolidated financial statements  have been prepared assuming the Company will continue as a going concern. As  discussed in Note 1 to the consolidated financial statements, the Company has a  working capital deficit and has accumulated losses since inception. These  factors raise substantial doubt about the Company’s ability to continue as a  going concern. Management’s plans in regard to these matters are also discussed  in Note 1. The consolidated financial statements do not include any adjustments  that might result from the outcome of this uncertainty.

/s/ “Manning Elliott LLP”

CHARTERED ACCOUNTANTS
  Vancouver, Canada 
March 14, 2011

F-1

---




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM





To the Directors and Stockholders of 
  Silverado Gold Mines
  Ltd.
  (An Exploration Stage Company)

We have audited the cumulative consolidated statements of
  operations, stockholders equity and cash flows of Silverado Gold Mines, Ltd.
  (An Exploration Stage Company) for the period from December 1, 2004 to November
  30, 2009. These cumulative consolidated financial statements are the
  responsibility of the Companys management. Our responsibility is to express an
  opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the
  Public Company Accounting Oversight Board (United States). Those standards
  require that we plan and perform the audits to obtain reasonable assurance about
  whether the financial statements are free of material misstatement. The Company
  is not required to have, nor were we engaged to perform, an audit of its
  internal control over financial reporting. Our audits included consideration of
  internal control over financial reporting as a basis for designing audit
  procedures that are appropriate in the circumstances, but not for the purpose of
  expressing an opinion on the effectiveness of the Companys internal control
  over financial reporting. Accordingly, we express no such opinion. 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 cumulative consolidated financial
  statements referred to above present fairly, in all material respects the
  results of operations and cash flows of Silverado Gold Mines, Ltd. for the
  period from December 1, 2004 to November 30, 2009, in conformity with United
  States generally accepted accounting principles.



ss/Mallah Furman

Fort Lauderdale, Florida 
March 4, 2010




F-2

---





REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
  FIRM

To the Directors and Stockholders of
  Silverado Gold Mines
  Ltd.
  (An Exploration Stage Company)

We have audited the consolidated statements of operations,
  stockholders equity and cash flows of Silverado Gold Mines Ltd. (An Exploration
  Stage Company) for the period from December 1, 2001 (Date of Recommencement of
  Exploration Stage) to November 30, 2003. These consolidated financial statements
  are the responsibility of the Company's management. Our responsibility is to
  express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the
  Public Company Accounting Oversight Board (United States). Those standards
  require that we plan and perform an audit to obtain reasonable assurance whether
  the financial statements are free of material misstatement. The Company is not
  required to have, nor were we engaged to perform, an audit of its internal
  control over financial reporting. Our audits included consideration of internal
  control over financial reporting as a basis for designing audit procedures that
  are appropriate in the circumstances, but not for the purpose of expressing an
  opinion on the effectiveness of the Companys internal control over financial
  reporting. Accordingly, we express no such opinion. 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 results of its
  operations, stockholders equity and cash flows for the period from December 1,
  2001 (Date of Recommencement of Exploration Stage) to November 30, 2003, in
  conformity with United States generally accepted accounting principles.

The consolidated financial statements have been prepared
  assuming the Company will continue as a going concern. As discussed in Note 2 to
  the consolidated financial statements, the Company has suffered net losses from
  operations and negative cash flows from operations since its inception that
  raise substantial doubt about its ability to continue as a going concern.
  Managements plans in regard to these matters are also discussed in Note 2. The
  consolidated financial statements do not include any adjustments that might
  result from the outcome of this uncertainty.

|Vancouver, Canada | Morgan & Company   
|----------------- | ---------------------
|                  |                      
|January 31, 2004  | Chartered Accountants

|Tel: (604) 687  5841 
      Fax: (604) 687 
      0075 
      www.morgan-cas.com |  | P.O. Box 10007
      Pacific Centre
      Suite 1488  700 West Georgia Street
      Vancouver, BC
      V7Y 1A1
|---------------------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------------------------

F-3

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Consolidated Balance Sheets 
  (Expressed in US dollars)

|                                                                                                                                               |  | November 30, |   |  | November 30, |  
|---------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ | - |  | ------------ | -
|                                                                                                                                               |  | 2010         |   |  | 2009         |  
|                                                                                                                                               |  | $            |   |  | $            |  
|                                                                                                                                               |  |              |   |  | (Restated   |  
|                                                                                                                                               |  |              |   |  | Note 21)     |  
|ASSETS                                                                                                                                         |  |              |   |  |              |  
|Current Assets                                                                                                                                 |  |              |   |  |              |  
|Cash                                                                                                                                           |  | 66,267       |   |  |             |  
|Gold inventory (Note 3)                                                                                                                        |  | 6,316        |   |  | 6,316        |  
|Prepaid expenses and other receivables (Note 4)                                                                                                |  | 316,393      |   |  | 738,473      |  
|Total Current Assets                                                                                                                           |  | 388,976      |   |  | 744,789      |  
|Debt Issuance Costs                                                                                                                            |  |             |   |  | 6,825        |  
|Mineral Properties and Rights (Note 5)                                                                                                         |  | 1,600,442    |   |  | 1,398,601    |  
|Property and Equipment (Note 6)                                                                                                                |  | 494,416      |   |  | 1,002,009    |  
|Total Assets                                                                                                                                   |  | 2,483,834    |   |  | 3,152,224    |  
|                                                                                                                                               |  |              |   |  |              |  
|LIABILITIES AND STOCKHOLDERS EQUITY
      (DEFICIT)                                                                                           |  |              |   |  |              |  
|Current Liabilities                                                                                                                            |  |              |   |  |              |  
|Accounts payable and accrued
      liabilities                                                                                                 |  | 915,819      |   |  | 882,768      |  
|Due to related
      parties (Note 10)                                                                                                         |  | 871,744      |   |  | 1,064,046    |  
|Promissory notes (Note 7)                                                                                                                      |  | 62,327       |   |  |             |  
|Convertible
      debt, net of unamortized discount of $414,380 (Note 8)                                                                       |  | 10,620       |   |  | 880          |  
|Mineral Claims Royalty Payable                                                                                                                 |  | 550,000      |   |  |             |  
|Total Current Liabilities                                                                                                                      |  | 2,410,510    |   |  | 1,947,694    |  
|Asset Retirement Obligation (Note 9)                                                                                                           |  | 565,016      |   |  | 540,407      |  
|Mineral Claims Royalty Payable                                                                                                                 |  |             |   |  | 470,000      |  
|Total Liabilities                                                                                                                              |  | 2,975,526    |   |  | 2,958,101    |  
|Commitments and Contingencies
      (Notes 1 and 15)                                                                                           |  |              |   |  |              |  
|Subsequent Events (Note 20)                                                                                                                    |  |              |   |  |              |  
|Stockholders Equity
      (Deficit)                                                                                                           |  |              |   |  |              |  
|Common Stock, unlimited shares authorized, no
      par value; 
      2,441,343,879 shares issued and outstanding (2009 -
      1,577,667,073) |  | 103,999,508  |   |  | 100,847,531  |  
|Additional Paid-in Capital                                                                                                                     |  | 1,397,805    |   |  | 1,230,646    |  
|Shares To Be Issued                                                                                                                            |  | 207,716      |   |  | 100,000      |  
|Deficit Accumulated During the Exploration Stage                                                                                               |  | (106,096,721 | ) |  | (101,984,054 | )
|Total Shareholders Equity (Deficit)                                                                                                           |  | (491,692     | ) |  | 194,123      |  
|Total Liabilities and Stockholders Equity (Deficit)                                                                                           |  | 2,483,834    |   |  | 3,152,224    |  

(The accompanying notes are an integral part of these
  consolidated financial statements)

F-4

---

Silverado Gold Mines Ltd.
  (An Exploration Stage Company) 
  Consolidated Statements of Operations 
  (Expressed in US dollars)

|                                                                                                      |  | Accumulated From   |   |  |                    |   |  |               |  
|----------------------------------------------------------------------------------------------------- |  | ------------------ | - |  | ------------------ | - |  | ------------- | -
|                                                                                                      |  | December 1, 2001   |   |  |                    |   |  |               |  
|                                                                                                      |  | (Date of           |   |  |                    |   |  |               |  
|                                                                                                      |  | Recommencement of  |   |  |                    |   |  |               |  
|                                                                                                      |  | Exploration Stage) |   |  | Years Ended        |  
|                                                                                                      |  | to November 30,    |   |  | November
      30, |  
|                                                                                                      |  | 2010               |   |  | 2010               |   |  | 2009          |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|                                                                                                      |  |                    |   |  |                    |   |  | (Restated    |  
|                                                                                                      |  |                    |   |  |                    |   |  | Note 21)      |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Revenue                                                                                               |  |                   |   |  |                   |   |  |              |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Expenses                                                                                              |  |                    |   |  |                    |   |  |               |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Accounting and auditing                                                                               |  | 896,041            |   |  | 60,919             |   |  | 116,924       |  
|Advertising, promotion and travel                                                                     |  | 3,026,344          |   |  | 15,741             |   |  | 65,313        |  
|Consulting fees                                                                                       |  | 12,036,909         |   |  | 1,505,221          |   |  | 2,584,698     |  
|Depreciation and accretion                                                                            |  | 2,944,010          |   |  | 168,195            |   |  | 216,083       |  
|Exploration expenses                                                                                  |  | 16,022,846         |   |  | 439,099            |   |  | 868,940       |  
|Amortization of debt issuance costs                                                                   |  | 319,303            |   |  | 16,625             |   |  | 675           |  
|Foreign exchange
      (gain) loss                                                                    |  | (392,033           | ) |  | (127,188           | ) |  | 91,358        |  
|Legal and other professional fees                                                                     |  | 1,865,330          |   |  | 299,183            |   |  | 296,062       |  
|Management services
      (Note 10)                                                                   |  | 6,543,246          |   |  | 144,259            |   |  | 779,751       |  
|Office expenses                                                                                       |  | 5,332,415          |   |  | 382,477            |   |  | 342,340       |  
|Related party charges
      in excess of cost incurred (Note 10)                                      |  | 4,932,026          |   |  | 20,938             |   |  | (32,780       | )
|Reporting and investor relations                                                                      |  | 1,557,912          |   |  | 214,561            |   |  | 360,229       |  
|Research                                                                                              |  | 1,064,735          |   |  |                   |   |  |              |  
|Transfer agent and filing fees                                                                        |  | 441,004            |   |  | 61,173             |   |  | 101,041       |  
|Impairment of mineral
      claim expenditures                                                        |  | 1,159,529          |   |  |                   |   |  |              |  
|Impairment of property and equipment
      (Note 6)                                                   |  | 329,679            |   |  |                   |   |  | 12,254        |  
|Impairment of leasehold improvements                                                                  |  | 340,821            |   |  | 340,821            |   |  |              |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Total Operating Expenses                                                                              |  | 58,420,117         |   |  | 3,542,024          |   |  | 5,802,888     |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Operating Loss                                                                                        |  | (58,420,117        | ) |  | (3,542,024         | ) |  | (5,802,888    | )
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Gold income earned during the exploration stage                                                       |  |                    |   |  |                    |   |  |               |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Gold sale proceeds
      earned during the exploration stage                                          |  | 3,714,310          |   |  |                   |   |  | 52,450        |  
|Cost of gold sold                                                                                     |  | (3,250,373         | ) |  |                   |   |  | (43,790       | )
|Gold inventory addition from
      gold extraction                                                    |  | 3,248,056          |   |  |                   |   |  |              |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Total Gold Income Earned During the Exploration Stage                                                 |  | 3,711,993          |   |  |                   |   |  | 8,660         |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Other Income (Expense)                                                                                |  |                    |   |  |                    |   |  |               |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Interest and other
      income                                                                       |  | 278,067            |   |  | 77                 |   |  | 183           |  
|Interest expenses on capital lease
      obligations                                                  |  | (333,221           | ) |  |                   |   |  |              |  
|Accretion of discount
      on convertible and promissory debentures                                  |  | (1,116,878         | ) |  | (409,491           | ) |  | (380          | )
|Other interest expenses and bank
      charges                                                        |  | (128,641           | ) |  | (56,432            | ) |  | (12,101       | )
|Penalty on convertible
      debt                                                                     |  | (75,000            | ) |  | (75,000            | ) |  |              |  
|Commitment fees                                                                                       |  | (960,000           | ) |  |                   |   |  | (960,000      | )
|Loss on disposal
      of property and equipment                                                      |  | (279,529           | ) |  |                   |   |  | (168,146      | )
|Loss on derivatives (Note 8(b))                                                                       |  | (29,797            | ) |  | (29,797            | ) |  |              |  
|Gain on derecognition
      of convertible debentures and 
                    accrued
      interest |  | 260,827            |   |  |                   |   |  | 260,827       |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Total Other Expenses                                                                                  |  | (2,384,172         | ) |  | (570,643           | ) |  | (879,617      | )
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Loss before cumulative effect of accounting
      change                                              |  | (57,092,296        | ) |  | (4,112,667         | ) |  | (6,673,845    | )
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Cumulative effect of accounting change                                                                |  | (99,481            | ) |  |                   |   |  |              |  
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Net Loss                                                                                              |  | (57,191,777        | ) |  | (4,112,667         | ) |  | (6,673,845    | )
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Net Loss Per Share  Basic and Diluted                                                                |  |                    |   |  | (0.00              | ) |  | (0.01         | )
|                                                                                                      |  |                    |   |  |                    |   |  |               |  
|Weighted Average Shares Outstanding                                                                   |  |                    |   |  | 1,893,315,000      |   |  | 1,274,217,440 |  

(The accompanying notes are an integral part of these
  consolidated financial statements)

F-5

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Consolidated Statements of Cash Flows 
  (Expressed in US dollars)

|                                                                              |  | Accumulated From   |   |  |                    |   |  |             |  
|----------------------------------------------------------------------------- |  | ------------------ | - |  | ------------------ | - |  | ----------- | -
|                                                                              |  | December 1, 2001   |   |  |                    |   |  |             |  
|                                                                              |  | (Date of           |   |  |                    |   |  |             |  
|                                                                              |  | Recommencement of  |   |  |                    |   |  |             |  
|                                                                              |  | Exploration Stage) |   |  | Years Ended        |  
|                                                                              |  | to November 30,    |   |  | November
      30, |  
|                                                                              |  | 2010               |   |  | 2010               |   |  | 2009        |  
|                                                                              |  |                    |   |  |                    |   |  |             |  
|                                                                              |  |                    |   |  |                    |   |  | (Restated  |  
|                                                                              |  |                    |   |  |                    |   |  | Note 21)    |  
|Operating Activities                                                          |  |                    |   |  |                    |   |  |             |  
|Net loss                                                                      |  | (57,191,777        | ) |  | (4,112,667         | ) |  | (6,673,845  | )
|Adjustments to reconcile
      net loss to cash used in operating activities: |  |                    |   |  |                    |   |  |             |  
|Cumulative effect
      of accounting change                                  |  | 99,481             |   |  |                   |   |  |            |  
|Amortization
      of debt issue costs                                        |  | 7,500              |   |  | 6,825              |   |  | 675         |  
|Depreciation and accretion                                                    |  | 2,944,010          |   |  | 168,195            |   |  | 216,083     |  
|Loss
      on disposal of property and equipment                              |  | 279,529            |   |  |                   |   |  | 168,146     |  
|Stock-based compensation
      included in management fees                    |  | 3,375,644          |   |  |                   |   |  |            |  
|Stock
      issued for debenture                                              |  | 217,687            |   |  |                   |   |  |            |  
|Stock issued for consulting
      and other expenses                          |  | 6,911,069          |   |  | 1,105,031          |   |  | 2,361,832   |  
|Prepaid
      consulting fees expensed                                        |  | 1,050,366          |   |  | 716,866            |   |  | 333,500     |  
|Stock issued for commitment
      fees                                        |  | 960,000            |   |  |                   |   |  | 960,000     |  
|Financing
      expense                                                       |  | 252,003            |   |  |                   |   |  |            |  
|Accretion of discount
      on convertible debt                               |  | 907,441            |   |  | 409,491            |   |  | 380         |  
|Loss
      on derivative                                                      |  | 29,797             |   |  | 29,797             |   |  |            |  
|Gain on derecognition
      of convertible debt and accrued interest          |  | (260,827           | ) |  |                   |   |  | (260,827    | )
|Impairment
      of mineral claim expenditures                                |  | 1,159,529          |   |  |                   |   |  |            |  
|Impairment of property
      and equipment                                    |  | 329,679            |   |  |                   |   |  | 12,254      |  
|Impairment
      of leasehold improvements                                    |  | 340,821            |   |  | 340,821            |   |  |            |  
|Changes in operating assets and liabilities:                                  |  |                    |   |  |                    |   |  |             |  
|Gold
      inventory                                                          |  | 2,317              |   |  |                   |   |  | 43,790      |  
|Prepaid expenses and
      deposits                                           |  | (46,576            | ) |  | (27,843            | ) |  | 28,250      |  
|Accounts
      payable and accrued liabilities                                |  | 621,357            |   |  | 235,495            |   |  | 442,135     |  
|Advances to related party                                                     |  | 580,432            |   |  | (192,302           | ) |  | (12,835     | )
|Asset retirement obligation                                                   |  | 35,705             |   |  | 24,609             |   |  | 3,149       |  
|Net Cash Used in Operating Activities                                         |  | (37,394,813        | ) |  | (1,295,682         | ) |  | (2,377,313  | )
|Investing Activities                                                          |  |                    |   |  |                    |   |  |             |  
|Investment in mineral properties
      and rights                             |  | (1,366,942         | ) |  | (121,841           | ) |  | (121,010    | )
|Purchase of property and equipment                                            |  | (3,081,119         | ) |  | (1,423             | ) |  | (3,178      | )
|Proceeds from sale of property and equipment,
      net                       |  | 825,299            |   |  |                   |   |  | 236,510     |  
|Net Cash (Used In)
      Provided By Investing Activities                     |  | (3,622,762         | ) |  | (123,264           | ) |  | 112,322     |  
|Financing Activities                                                          |  |                    |   |  |                    |   |  |             |  
|Repayment of loans payable                                                    |  | (110,728           | ) |  |                   |   |  |            |  
|Repayment of capital lease obligation                                         |  | (1,131,607         | ) |  |                   |   |  |            |  
|Proceeds from issuance
      of convertible debt, net                         |  | 570,000            |   |  | 502,500            |   |  | 67,500      |  
|Proceeds from issuance of promissory notes                                    |  | 62,327             |   |  | 62,327             |   |  |            |  
|Share subscriptions received                                                  |  | 99,292             |   |  | 99,292             |   |  | 100,000     |  
|Proceeds from issuance of common stock,net                                    |  | 41,350,152         |   |  | 593,781            |   |  | 2,046,500   |  
|Proceeds from exercise of warrants                                            |  | 227,313            |   |  | 227,313            |   |  |            |  
|Net Cash Provided
      By Financing Activities                               |  | 41,066,749         |   |  | 1,485,213          |   |  | 2,214,000   |  
|Increase (Decrease) In Cash                                                   |  | 49,174             |   |  | 66,267             |   |  | (50,991     | )
|Cash - Beginning of
      Period                                              |  | 17,093             |   |  |                   |   |  | 50,991      |  
|Cash - End of Period                                                          |  | 66,267             |   |  | 66,267             |   |  |            |  
|                                                                              |  |                    |   |  |                    |   |  |             |  
|Supplemental Disclosures                                                      |  |                    |   |  |                    |   |  |             |  
|Interest paid                                                                 |  |                    |   |  | 8,075              |   |  | 12,292      |  
|Income taxes paid                                                             |  |                    |   |  |                   |   |  |            |  

Supplemental Cash Flow Information (Note 18)

(The accompanying notes are an integral part of these
  consolidated financial statements)

F-6

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Consolidated Statements of Stockholders Equity (Deficit) 
  For the Period
  from December 1, 2001 (Date of Recommencement of Exploration Stage) to November
  30, 2010
  (Expressed in US dollars)

|                                                      |  |              |  |  |            |  |  |          |   |  |            |  |  |              |   |  | Deficit     |   |  |            |  
|----------------------------------------------------- |  | ------------ |  |  | ---------- |  |  | -------- | - |  | ---------- |  |  | ------------ | - |  | ----------- | - |  | ---------- | -
|                                                      |  |              |  |  |            |  |  | Common   |   |  |            |  |  |              |   |  | Accumulated |   |  |            |  
|                                                      |  |              |  |  |            |  |  | Stock    |   |  | Additional |  |  |              |   |  | During the  |   |  |            |  
|                                                      |  | Common Stock |  |  | to be      |  |  | Paid-in  |   |  | Deferred   |  |  | Development  |   |  |             |  
|                                                      |  | Shares       |  |  | Amount     |  |  | Issued   |   |  | Capital    |  |  | Compensation |   |  | Stage       |   |  | Total      |  
|                                                      |  | #            |  |  | $          |  |  | $        |   |  | $          |  |  | $            |   |  | $           |   |  | $          |  
|Balance, December 1, 2001 (Date of                    |  |              |  |  |            |  |  |          |   |  |            |  |  |              |   |  |             |   |  |            |  
|recommencement of exploration stage)                  |  | 42,423,988   |  |  | 47,056,285 |  |  |         |   |  |           |  |  |             |   |  | (48,904,944 | ) |  | (1,848,659 | )
|Shares issued for cash                                |  | 20,775,000   |  |  | 2,922,000  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 2,922,000  |  
|Shares issued upon the exercise of 
         warrants |  | 16,250,000   |  |  | 1,970,000  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 1,970,000  |  
|Shares issued upon the exercise of options            |  | 6,900,000    |  |  | 925,000    |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 925,000    |  
|Shares issued to settle debt                          |  | 6,944,308    |  |  | 1,465,927  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 1,465,927  |  
|Shares issued for consulting fees                     |  | 4,793,335    |  |  | 1,232,551  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 1,232,551  |  
|Subscriptions received                                |  |             |  |  |           |  |  | 268,613  |   |  |           |  |  |             |   |  |            |   |  | 268,613    |  
|Stock option granted                                  |  |             |  |  |           |  |  |         |   |  | 292,320    |  |  | (164,213     | ) |  |            |   |  | 128,107    |  
|Net loss for the
      year                           |  |             |  |  |           |  |  |         |   |  |           |  |  |             |   |  | (6,965,911  | ) |  | (6,965,911 | )
|Balance, November 30, 2002                            |  | 98,086,631   |  |  | 55,571,763 |  |  | 268,613  |   |  | 292,320    |  |  | (164,213     | ) |  | (55,870,855 | ) |  | 97,628     |  
|Shares issued for cash                                |  | 24,651,340   |  |  | 5,327,245  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 5,327,245  |  
|Shares issued upon the exercise of                    |  |              |  |  |            |  |  |          |   |  |            |  |  |              |   |  |             |   |  |            |  
|warrants                                              |  | 15,278,171   |  |  | 1,344,575  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 1,344,575  |  
|Shares issued upon the exercise of options            |  | 200,000      |  |  | 70,000     |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 70,000     |  
|Shares issued to settle debt                          |  | 5,299,542    |  |  | 1,198,467  |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 1,198,467  |  
|Shares issued for consulting fees                     |  | 2,511,668    |  |  | 554,085    |  |  | (268,613 | ) |  |           |  |  |             |   |  |            |   |  | 285,472    |  
|Subscriptions received                                |  |             |  |  |           |  |  | 115,000  |   |  |           |  |  |             |   |  |            |   |  | 115,000    |  
|Amortization of stock-based compensation              |  |             |  |  |           |  |  |         |   |  |           |  |  | 129,397      |   |  |            |   |  | 129,397    |  
|Stock options granted                                 |  |             |  |  |           |  |  |         |   |  | 171,994    |  |  | (42,896      | ) |  |            |   |  | 129,098    |  
|Net loss for the year                                 |  |             |  |  |           |  |  |         |   |  |           |  |  |             |   |  | (8,519,169  | ) |  | (8,519,169 | )
|Balance, November 30, 2003                            |  | 146,027,352  |  |  | 64,066,135 |  |  | 115,000  |   |  | 464,314    |  |  | (77,712      | ) |  | (64,390,024 | ) |  | 177,713    |  
|Shares issued for cash                                |  | 55,114,441   |  |  | 2,564,899  |  |  | (115,000 | ) |  |           |  |  |             |   |  |            |   |  | 2,449,899  |  
|Shares issued upon the exercise of 
         warrants |  | 14,876,597   |  |  | 845,745    |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 845,745    |  
|Shares issued to settle debt                          |  | 2,014,530    |  |  | 200,023    |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 200,023    |  
|Shares issued for consulting fees                     |  | 6,416,667    |  |  | 577,140    |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 577,140    |  
|Subscriptions received                                |  |             |  |  |           |  |  | 70,000   |   |  |           |  |  |             |   |  |            |   |  | 70,000     |  
|Amortization of stock-based compensation              |  |             |  |  |           |  |  |         |   |  |           |  |  | 77,712       |   |  |            |   |  | 77,712     |  
|Stock-based compensation                              |  |             |  |  |           |  |  |         |   |  | 2,000      |  |  |             |   |  |            |   |  | 2,000      |  
|Net loss for the
      year                           |  |             |  |  |           |  |  |         |   |  |           |  |  |             |   |  | (4,836,363  | ) |  | (4,836,363 | )
|Balance, November 30, 2004                            |  | 224,449,587  |  |  | 68,253,942 |  |  | 70,000   |   |  | 466,314    |  |  |             |   |  | (69,226,387 | ) |  | (436,131   | )
|Shares issued for cash                                |  | 120,219,687  |  |  | 2,735,893  |  |  | (70,000  | ) |  |           |  |  |             |   |  |            |   |  | 2,665,893  |  
|Shares issued for consulting fees                     |  | 6,285,000    |  |  | 284,900    |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 284,900    |  
|Stock-based compensation                              |  | 4,100,001    |  |  | 252,003    |  |  |         |   |  |           |  |  |             |   |  |            |   |  | 252,003    |  
|Subscriptions received                                |  |             |  |  |           |  |  | 54,500   |   |  |           |  |  |             |   |  |            |   |  | 54,500     |  
|Net loss for the
      year                           |  |             |  |  |           |  |  |         |   |  |           |  |  |             |   |  | (3,394,107  | ) |  | (3,394,107 | )
|Balance, November 30, 2005                            |  | 355,054,275  |  |  | 71,526,738 |  |  | 54,500   |   |  | 466,314    |  |  |             |   |  | (72,620,494 | ) |  | (572,942   | )

(The accompanying notes are an integral part of these
  consolidated financial statements)

F-7

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Consolidated Statements of Stockholders Equity (Deficit) 
  For the Period
  from December 1, 2001 (Date of Recommencement of Exploration Stage) to November
  30, 2010
  (Expressed in US dollars)

|                                                                            |  |               |  |  |             |   |  |          |   |  |            |  |  |              |  |  | Deficit      |   |  |            |  
|--------------------------------------------------------------------------- |  | ------------- |  |  | ----------- | - |  | -------- | - |  | ---------- |  |  | ------------ |  |  | ------------ | - |  | ---------- | -
|                                                                            |  |               |  |  |             |   |  | Common   |   |  |            |  |  |              |  |  | Accumulated  |   |  |            |  
|                                                                            |  |               |  |  |             |   |  | Stock    |   |  | Additional |  |  |              |  |  | During the   |   |  |            |  
|                                                                            |  | Common Stock  |  |  | to be       |   |  | Paid-in  |   |  | Deferred   |  |  | Exploration  |  |  |              |  
|                                                                            |  | Shares        |  |  | Amount      |   |  | Issued   |   |  | Capital    |  |  | Compensation |  |  | Stage        |   |  | Total      |  
|                                                                            |  | #             |  |  | $           |   |  | $        |   |  | $          |  |  | $            |  |  | $            |   |  | $          |  
|Balance, November 30, 2005                                                  |  | 355,054,275   |  |  | 71,526,738  |   |  | 54,500   |   |  | 466,314    |  |  |             |  |  | (72,620,494  | ) |  | (572,942   | )
|Cumulative effect of accounting change, 
         net
      of income taxes |  |              |  |  |            |   |  |         |   |  |           |  |  |             |  |  | 272,867      |   |  | 272,867    |  
|Shares issued for cash                                                      |  | 238,285,057   |  |  | 8,690,554   |   |  | (23,000  | ) |  |           |  |  |             |  |  |             |   |  | 8,667,554  |  
|Shares issued upon the exercise of 
         warrants                       |  | 31,370,720    |  |  | 1,554,056   |   |  | (31,500  | ) |  |           |  |  |             |  |  |             |   |  | 1,522,556  |  
|Shares issued for consulting fees                                           |  | 6,075,000     |  |  | 767,250     |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 767,250    |  
|Subscriptions received                                                      |  |              |  |  |            |   |  | 273,600  |   |  |           |  |  |             |  |  |             |   |  | 273,600    |  
|Net loss for the year                                                       |  |              |  |  |            |   |  |         |   |  |           |  |  |             |  |  | (7,171,319   | ) |  | (7,171,319 | )
|Balance, November 30, 2006                                                  |  | 630,785,052   |  |  | 82,538,598  |   |  | 273,600  |   |  | 466,314    |  |  |             |  |  | (79,518,946  | ) |  | 3,759,566  |  
|Shares issued for cash                                                      |  | 63,866,669    |  |  | 1,656,042   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 1,656,042  |  
|Shares issued upon the exercise of 
         warrants                       |  | 65,754,387    |  |  | 3,429,586   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 3,429,586  |  
|Shares issued upon the exercise of 
         options                        |  | 12,680,000    |  |  | 642,000     |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 642,000    |  
|Shares issued for consulting fees                                           |  | 12,521,609    |  |  | 1,108,415   |   |  | (273,600 | ) |  |           |  |  |             |  |  |             |   |  | 834,815    |  
|Subscriptions received                                                      |  |              |  |  |            |   |  | 275,136  |   |  |           |  |  |             |  |  |             |   |  | 275,136    |  
|Stock-based compensation                                                    |  |              |  |  |            |   |  |         |   |  | 734,094    |  |  |             |  |  |             |   |  | 734,094    |  
|Net loss for the year                                                       |  |              |  |  |            |   |  |         |   |  |           |  |  |             |  |  | (7,308,157   | ) |  | (7,308,157 | )
|Balance, November 30, 2007                                                  |  | 785,607,717   |  |  | 89,374,641  |   |  | 275,136  |   |  | 1,200,408  |  |  |             |  |  | (86,827,103  | ) |  | 4,023,082  |  
|Shares issued for cash                                                      |  | 115,698,459   |  |  | 3,672,700   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 3,672,700  |  
|Shares issued upon the exercise of 
         warrants                       |  | 43,330,925    |  |  | 1,040,332   |   |  | (275,136 | ) |  |           |  |  |             |  |  |             |   |  | 765,196    |  
|Shares issued for consulting fees                                           |  | 32,800,000    |  |  | 1,040,000   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 1,040,000  |  
|Share issuance costs                                                        |  |              |  |  | (409,601    | ) |  |         |   |  |           |  |  |             |  |  |             |   |  | (409,601   | )
|Net loss for the year                                                       |  |              |  |  |            |   |  |         |   |  |           |  |  |             |  |  | (8,483,106   | ) |  | (8,483,106 | )
|Balance, November 30, 2008                                                  |  | 977,437,101   |  |  | 94,718,072  |   |  |         |   |  | 1,200,408  |  |  |             |  |  | (95,310,209  | ) |  | 608,271    |  
|Shares issued for cash                                                      |  | 281,910,870   |  |  | 2,106,000   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 2,106,000  |  
|Shares issued for consulting fees                                           |  | 193,609,800   |  |  | 2,839,456   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 2,839,456  |  
|Shares issued for services                                                  |  | 11,709,302    |  |  | 91,241      |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 91,241     |  
|Shares issued for commitment, legal and
         
      financing fees      |  | 113,000,000   |  |  | 1,152,262   |   |  |         |   |  |           |  |  |             |  |  |             |   |  | 1,152,262  |  
|Share issuance costs                                                        |  |              |  |  | (59,500     | ) |  |         |   |  |           |  |  |             |  |  |             |   |  | (59,500    | )
|Subscriptions received                                                      |  |              |  |  |            |   |  | 100,000  |   |  |           |  |  |             |  |  |             |   |  | 100,000    |  
|Conversion feature on convertible 
         debenture                       |  |              |  |  |            |   |  |         |   |  | 30,238     |  |  |             |  |  |             |   |  | 30,238     |  
|Net loss for the
      year                                                 |  |              |  |  |            |   |  |         |   |  |           |  |  |             |  |  | (6,673,845   | ) |  | (6,673,845 | )
|Balance, November 30, 2009 (Restated)                                       |  | 1,577,667,073 |  |  | 100,847,531 |   |  | 100,000  |   |  | 1,230,646  |  |  |             |  |  | (101,984,054 | ) |  | 194,123    |  

(The accompanying notes are an integral part of these
  consolidated financial statements)

F-8

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Consolidated Statements of Stockholders Equity (Deficit) 
  For the Period
  from December 1, 2001 (Date of Recommencement of Exploration Stage) to November
  30, 2010
  (Expressed in US dollars)

|                                                                                                                  |  |               |  |  |             |   |  |          |   |  |            |   |  |              |  |  | Deficit      |   |  |            |  
|----------------------------------------------------------------------------------------------------------------- |  | ------------- |  |  | ----------- | - |  | -------- | - |  | ---------- | - |  | ------------ |  |  | ------------ | - |  | ---------- | -
|                                                                                                                  |  |               |  |  |             |   |  | Common   |   |  |            |   |  |              |  |  | Accumulated  |   |  |            |  
|                                                                                                                  |  |               |  |  |             |   |  | Stock    |   |  | Additional |   |  |              |  |  | During the   |   |  |            |  
|                                                                                                                  |  | Common Stock  |  |  | to be       |   |  | Paid-in  |   |  | Deferred   |   |  | Exploration  |  |  |              |  
|                                                                                                                  |  | Shares        |  |  | Amount      |   |  | Issued   |   |  | Capital    |   |  | Compensation |  |  | Stage        |   |  | Total      |  
|                                                                                                                  |  | #             |  |  | $           |   |  | $        |   |  | $          |   |  | $            |  |  | $            |   |  | $          |  
|Balance, November 30, 2009 (Restated)                                                                             |  | 1,577,667,073 |  |  | 100,847,531 |   |  | 100,000  |   |  | 1,230,646  |   |  |             |  |  | (101,984,054 | ) |  | 194,123    |  
|Shares issued for cash                                                                                            |  | 223,807,324   |  |  | 693,975     |   |  | (100,000 | ) |  |           |   |  |             |  |  |             |   |  | 593,975    |  
|Shares issued upon the exercise of 
         warrants                                                             |  | 82,917,550    |  |  | 227,313     |   |  |         |   |  |           |   |  |             |  |  |             |   |  | 227,313    |  
|Shares issued for consulting fees                                                                                 |  | 200,892,137   |  |  | 885,156     |   |  |         |   |  |           |   |  |             |  |  |             |   |  | 885,156    |  
|Shares issued for services                                                                                        |  | 17,958,015    |  |  | 80,410      |   |  |         |   |  |           |   |  |             |  |  |             |   |  | 80,410     |  
|Shares issued for commitment, legal and 
        
      financing fees                                            |  | 134,047,295   |  |  | 507,808     |   |  |         |   |  |           |   |  |             |  |  |             |   |  | 507,808    |  
|Shares issued upon conversion of 
         debentures                                                             |  | 204,054,485   |  |  | 407,443     |   |  |         |   |  |           |   |  |             |  |  |             |   |  | 407,443    |  
|Share issuance costs                                                                                              |  |              |  |  | (193        | ) |  |         |   |  |           |   |  |             |  |  |             |   |  | (193       | )
|Subscriptions received                                                                                            |  |              |  |  |            |   |  | 99,292   |   |  |           |   |  |             |  |  |             |   |  | 99,292     |  
|Share issuable pursuant to convertible 
        
      debt agreements                                            |  |              |  |  |            |   |  | 108,424  |   |  |           |   |  |             |  |  |             |   |  | 108,424    |  
|Beneficial conversion feature on 
         convertible debt                                                       |  |              |  |  |            |   |  |         |   |  | 417,620    |   |  |             |  |  |             |   |  | 417,620    |  
|Reclassification of beneficial conversion 
        
      feature on conversion of convertible 
         debt     |  |              |  |  | 250,461     |   |  |         |   |  | (250,461   | ) |  |             |  |  |             |   |  |           |  
|Fair value of embedded conversion 
         option reclassified on conversion 
         of
      convertible debt |  |              |  |  | 99,604      |   |  |         |   |  |           |   |  |             |  |  |             |   |  | 99,604     |  
|Net loss for the year                                                                                             |  |              |  |  |            |   |  |         |   |  |            |   |  |             |  |  | (4,112,667   | ) |  | (4,112,667 | )
|Balance, November 30, 2010                                                                                        |  | 2,441,343,879 |  |  | 103,999,508 |   |  | 207,716  |   |  | 1,397,805  |   |  |             |  |  | (106,096,721 | ) |  | (491,692   | )

(The accompanying notes are an integral part of these
  consolidated financial statements)

F-9

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|1. | Nature of Operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Silverado Gold Mines Ltd. (Silverado or the Company)
      was incorporated under the laws of British Columbia, Canada in June 1963.
      The Company is engaged in the exploration of mineral properties in the
      State of Alaska, through its wholly-owned subsidiary, Silverado Gold Mines
      Inc. (incorporated under the laws of the State of Alaska, U.S.A. on May
      29, 1981) and in the research and development of low-rank coal-water fuel
      as a replacement fuel for oil fired boilers and utility generators through
      its other wholly-owned subsidiary, Silverado Green Fuel, Inc.
      (incorporated under the laws of the State of Alaska, U.S.A. on August 14,
      2006).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The Company is considered to be an Exploration Stage
      Company, as defined by Financial Accounting Standards Board (FASB)
      Accounting Standards Codification (ASC) 915, Development Stage
        Entities. Accumulated results of operations and cash flows are
      presented from December 1, 2001, the date the Company re-entered the
      exploration stage.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The accompanying consolidated financial statements have
      been prepared assuming the Company will continue as a going concern, which
      implies that the Company would continue to realize its assets and
      discharge its liabilities in the normal course of business. The Company
      has never paid any dividends and is unlikely to pay dividends or generate
      earnings in the immediate or foreseeable future. As at November 30, 2010,
      the Company has a working capital deficiency of $2,021,534 and has
      accumulated losses of $106,096,721 since inception and its operations
      continue to be funded primarily from sales of its stock and the sale of
      gold extracted during exploration activities. The ability of the Company
      to continue as a going concern, including completion of the acquisition,
      exploration and development of its mineral properties and completion of
      the research and development of its low-rank coal-water fuel project is
      dependent on the Companys ability to obtain the necessary financing from
      sales of its stock and debt financings. The consolidated financial
      statements do not include any adjustments to the recoverability and
      classification of recorded asset amounts and classification of liabilities
      that might be necessary should the Company be unable to continue as a
      going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The Company's plan for the 2011 exploration season for its Alaska operations is to drill further reserves and core analysis through a contracted diamond drill operation at the Nolan project and to use the Company's own smaller diamond drill core rig for preliminary exploration drilling on its Eagle Creek property 8 miles North of Fairbanks, Alaska. The Company intends to fund these activities through debt and equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending November 30, 2011.  There is no assurance that the Company will obtain the necessary financing to complete its objectives.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|2. | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

F-10

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------
|   |                                                             
|   | d)                                                          
|   |                                                             
|   |                                                             

Mining equipment
      10 yearsAuto and trucks
      5 yearsComputer equipment
      3 yearsComputer software
      1 yearLeasehold improvements
      5  7 yearsFurniture and fittings
      10 years


| | e) | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | FASB ASC 820, Fair Value Measurements and
      Disclosures, defines fair value, establishes a framework for measuring
      fair value under generally accepted accounting principles and enhances
      disclosures about fair value measurements. Fair value is defined as the
      price that would be received to sell an asset or paid to transfer a
      liability in an orderly transaction between market participants at the
      measurement date. Valuation techniques used to measure fair value, as
      required by ASC 820, must maximize the use of observable inputs and
      minimize the use of unobservable inputs.                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment, and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. The carrying values of cash, other receivables, accounts payable, mineral claims royalty payable, promissory notes, and due to related parties approximate fair values because of the short-term maturity of these instruments. The carrying amount reported in the balance sheet for convertible debt approximates fair value based on current market rates for similar financial instruments. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments.                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | f) | Gold Inventory                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Company values its gold inventories at the lower of
      cost or market. Since the Company is still in the exploration stage, by
      definition, the Companys direct and absorbed costs would exceed the
      market value of any gold recovery. Therefore, the Company values gold
      inventory additions from gold extraction at the spot price as of the date
      of the addition to the gold inventory, and records the costs of gold
      inventory sold on a first-in first-out basis. Gold sale proceeds and cost
      of gold sold are recorded as other income earned during the exploration
      stage.                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | g) | Revenue Recognition                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Proceeds from the sale of gold recoveries from test
      mining are recorded as other income earned during the exploration stage.
      The Company recognizes revenue when production is sold at a fixed or
      determinable price, persuasive evidence of an arrangement exists, delivery
      has occurred and title has transferred, and collectability is reasonably
      assured.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | h) | Mineral Property Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Company has been in the exploration stage since its inception and has not yet realized any revenues from its planned operations. It is primarily engaged in the acquisition and exploration of mineral properties. Mineral property exploration costs are expensed as incurred. Mineral property acquisition costs are initially capitalized.  The Company assesses the carrying costs for impairment under ASC 360, Property, Plant, and Equipment at each fiscal quarter end. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs then incurred to develop such property, will be capitalized. Such costs will be amortized using the units-of-production method over the estimated recoverable reserves. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

F-11

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|2. | Summary of Significant Accounting Policies
      (continued)
|-- | ------------------------------------------------------------
|   |                                                             
|   | i)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | j)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | k)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   | l)                                                          
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   |                                                             
|   | m)                                                          
|   |                                                             
|   |                                                             

F-12

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|2. | Summary of Significant Accounting Policies
      (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | n)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | o)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | p)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | q)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | r)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|3. | Gold Inventory                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The Companys test production in past years has yielded
      gold dust and gold nuggets. Gold dust has yielded sales prices equivalent
      to the spot gold price. Gold nuggets, however, are considered to be gem or
      jewelry items, which in the industry sell at a higher price than the spot
      price. They are valued according to weight, purity, character, and
      relative flatness (wearing quality). Historically, the Companys gold
      nuggets have sold at prices above the spot gold price. The following is a
      summary of gold inventory changes during the fiscal years ended November
      30, 2010 and 2009:

| |                                       |  |                   |   |   | Weighted      |  |   |         |  
| | ------------------------------------- |  | ----------------- | - | - | ------------- |  | - | ------- | -
| |                                       |  | Troy
      Ounces |   |   | Average Price |  |   | Value   |  
| |                                       |  |                   |   |   |               |  |   |         |  
| | Balance as of November 30,
      2008 |  | 76                |   | $ | 657.50        |  | $ | 50,106  |  
| | Cost of gold sold                     |  | (66               | ) |   | 657.50        |  |   | (43,790 | )
| | Balance as of November 30,
      2009 |  | 10                |   |   | 657.50        |  |   | 6,316   |  
| | Cost of gold sold                     |  |                  |   |   |              |  |   |        |  
| | Balance as of November 30,
      2010 |  | 10                |   | $ | 657.50        |  | $ | 6,316   |  

F-13

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|4. | Prepaid Expenses and Other Receivables                  
|-- | --------------------------------------------------------
|   |                                                         
|   | Prepaid expenses and other receivables consist
      of:

| |                                                                       |   | November 30, 2010 |  |   | November 30, 2009 | 
| | --------------------------------------------------------------------- | - | ----------------- |  | - | ----------------- | 
| |                                                                       |   |                   |  |   |                   | 
| | Prepaid consulting and other fees resulting
      from share issuance | $ | 223,193           |  | $ | 608,640           | 
| | Shares issued for attorney retainer                                   |   | 48,000            |  |   | 108,225           | 
| | Total prepaid expenses resulting from share
      issuance            |   | 271,193           |  |   | 716,865           | 
| | Insurance deposits, GST refund and others                             |   | 45,200            |  |   | 21,608            | 
| | Total                                                                 | $ | 316,393           |  | $ | 738,473           | 

|   | During the year ended November 30, 2010, the Company issued an aggregate of 299,897,447 shares of the Company’s common stock for consulting and other service fees, valued at the fair market price on the measurement date, for total consideration of $1,371,974, of which $271,193 was recorded as prepaid expenses at November 30, 2010.                                                                                                                                                   
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   | Of the shares of the Companys common stock issued for
      consulting and other services, 20,000,000 shares were issued to a
      consultant to render services for a 1 year period commencing on February
      11, 2010; 25,000,000 shares were issued to a consulting to render services
      for a 3 month period commencing on November 9, 2010; and 25,000,000 shares
      were issued to a consultant to render services for a 3 month period
      commencing on October 25, 2010.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   | During the fiscal year ended November 30, 2009, the
      Company issued an aggregate of 218,319,102 shares of the Companys common
      stock for consulting and other service fees, valued at the fair market
      price on the measurement date, for total consideration of $3,158,697, of
      which $716,865 was recorded as prepaid expenses at November 30,
      2009.                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|5. | Mineral Properties and Rights                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   | The Company holds interests in four groups of mineral
      properties, Nolan, Ester Dome, Hammond and Eagle Creek, in Alaska, U.S.A.
      All of these properties are in the exploration stage and have no proven
      reserves as of November 30, 2010. The Nolan property has a probable
      reserve; however, a more extensive feasibility study is required to
      ascertain if such probable reserve can be classified as a proven
      reserve.                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   | Since the Company has no proven reserves on its
      properties as of November 30, 2010, the Company does not amortize the
      capitalized mineral costs, but evaluates the capitalized mineral costs
      periodically for impairment in accordance with ASC 360 and has not
      recognized any impairment. A summary of such capitalized direct costs for
      the fiscal years ended November 30, 2010 and 2009 is as
      follows:                                                 

Nolan
      
      
      Ester Dome
      
      
      Hammond
      
      
      Eagle Creek
      
      
      Total(a)
      
      
      (b)
      
      
      (c)
      
      
      (d)Balance as of November 30, 2008
      $
      658,319
      
      $
      31,722
      
      $
      437,500
      
      $
      70,050
      
      $
      1,197,591Additions during the year:Claim fees paid during
        the year
      
      85,540
      
      
      8,980
      
      
      8,400
      
      
      13,090
      
      
      116,010Royalty payment
      
      
      
      
      
      
      
      
      
      
      5,000
      
      
      5,000Accrued royalty payment
      
      
      
      
      
      
      
      80,000
      
      
      
      
      
      80,000Balance as of November 30, 2009
      
      743,859
      
      
      40,702
      
      
      525,900
      
      
      88,140
      
      
      1,398,601Additions during the year:Claim fees paid during the year
      
      85,953
      
      
      9,398
      
      
      8,400
      
      
      13,090
      
      
      116,841Royalty payment
      
      
      
      
      
      
      
      
      
      
      5,000
      
      
      5,000Accrued royalty payment
      
      
      
      
      
      
      
      80,000
      
      
      
      
      
      80,000Balance as of November 30, 2010
      $
      829,812
      
      $
      50,100
      
      $
      614,300
      
      $
      106,230
      
      $
      1,600,442


| | a) | Nolan Gold Project, Wiseman Mining District,
      Alaska                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    | The Nolan Gold Project consists of 5 contiguous claim
      groups covering approximately 6 square miles, 8 miles west of Wiseman and
      175 miles north of Fairbanks, Alaska. In addition, The Clara Creek and
      Marion Creek claim groups are located approximately 1.5 and 3 miles north
      of Coldfoot, Alaska, and are situated near the Dalton Highway. Both Clara
      Creek and Marion Creeks are left limit tributaries to the Middle Fork of
      the Koyukuk River.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    | In total, the Company owns a 100% interest in 204 federal
      placer mining claims and 407 federal lode claims in the Nolan Gold
      Project. The specific claim groups at this site are as
      follows:                                                                                                                                                                                                                                                                            

F-14

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2010 
  (Expressed in US dollars)

|5. | Mineral Properties and Rights
      (continued)
|-- | -----------------------------------------------

| | i)   | Nolan Placer: This claim group consists of 148 unpatented
      federal placer claims.                                                                                                                        
| | ---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |      |                                                                                                                                                                                                               
| | ii)  | Thompsons Pup: This claim group consists of 6 unpatented
      federal placer claims and is subject to a royalty of 3% of net profits on
      80% of production.                                            
| |      |                                                                                                                                                                                                               
| | iii) | Dionne (Marys Bench): This claim group consists of 15
      unpatented federal placer claims.                                                                                                                
| |      |                                                                                                                                                                                                               
| | iv)  | Smith Creek: This claim group consists of 28 unpatented
      federal placer claims.                                                                                                                          
| |      |                                                                                                                                                                                                               
| | v)   | Marion Creek and Clara Creek: This claim group consists
      of 2 unpatented federal placer mining claims located on Marion Creek and 5
      unpatented federal placer mining claims located on Clara Creek.
| |      |                                                                                                                                                                                                               
| | vi)  | Nolan Lode: this claim group consists of 407 unpatented
      federal lode claims.                                                                                                                            

| |    | During the fiscal year ended November 30, 2010, the
      Company paid claim maintenance and holding fees of $85,540 (2009 -
      $85,540) to the Bureau of Land Management (BLM) and state mining claim
      fee of $413 (2009 - $nil). The Company currently is in a transitional
      phase between exploration and development on this property. The
      preliminary feasibility study, effective January 1, 2009 and amended on
      June 1, 2009 to reflect additional data, supported a probable mineral
      reserve of antimony and gold underlying the southwestern portion of the
      Solomon Shear Zone, an area referred to by the Company as Workmans
      Bench.                                                                                                                                                                                                                                                                                                  
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | b) | Ester Dome Gold Project, Fairbanks Mining District,
      Alaska                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    | The Ester Dome Gold Project encompasses all of the
      Companys properties on Ester Dome, which is accessible by road 10 miles
      northwest of Fairbanks, Alaska. This property consists of 1 unpatented
      Federal claim and 52 state mineral claims. The specific properties at this
      site are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    | i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    | ii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    | iii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    | The Company has maintained claim rental payments and
      continued with assessment work for this property. During the fiscal year
      ended November 30, 2010, the Company paid state mining claim fees of
      $9,258 (2009 - $8,840) to the State of Alaska Department of Natural
      Resources and federal mining claim fees of $140 (2009 - $140) to
      BLM.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | c) | Hammond Property, Wiseman Mining District,
      Alaska                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    | This property consists of 24 Federal placer claims and 36
      Federal lode claims covering one and one-half square miles and adjoining
      the Nolan Gold Properties. The Company has leased this property from
      Alaska Mining Company, Inc. (Alminco) since December 14, 1994 and is
      obligated to pay a royalty equal to 10% of gross production and is subject
      to a minimum royalty of $80,000 per year. As of November 30, 2010, the
      capitalized mineral rights of $614,300 (2009 - $525,900) for the Hammond
      property includes royalty accruals totalling $550,000 (2009 - $470,000)
      that are unpaid, and are included in mineral claims payable on the
      accompanying consolidated balance sheets. During the fiscal year ended
      November 30, 2010, the Company accrued $80,000 in payable royalties.
      During the fiscal year ended November 30, 2010, the Company paid $8,400
      (2009 - $8,400) in federal claim fees to BLM.

F-15

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|5. | Mineral Properties and Rights (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|6. | Property and Equipment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | Property and equipment primarily include capital
      expenditures associated with the Companys Vancouver office, and mining
      equipment and camp facilities at the Nolan Gold Project in Alaska. During
      the fiscal year ended November 30, 2009, the Company sold some Nolan
      mining equipment for net proceeds of $236,510. The net book value of the
      sold equipment was $404,656. As of November 30, 2010, in accordance with
      FASB ASC 360, Property, Plant and Equipment,the Company recorded
      an impairment of $340,821 against leasehold improvements as the Company
      moved its office location. As of November 30, 2009, in accordance with
      FASB ASC 360, Property Plant and Equipment,the Company recorded an
      impairment of $12,254 against Nolan mining equipment. Depreciation expense
      for the year ended November 30, 2010 was $168,195 (2009 -
      $216,083).
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | A summary of the Companys property and equipment as of
      November 30, 2010 and 2009 is as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

| |                                     |  |           |  |  |              |  |  | November 30, |  |  | November 30, | 
| | ----------------------------------- |  | --------- |  |  | ------------ |  |  | ------------ |  |  | ------------ | 
| |                                     |  |           |  |  |              |  |  | 2010         |  |  | 2009         | 
| |                                     |  |           |  |  | Accumulated  |  |  | Net Carrying |  |  | Net Carrying | 
| |                                     |  | Cost      |  |  | Depreciation |  |  | Value        |  |  | Value        | 
| |                                     |  | $         |  |  | $            |  |  | $            |  |  | $            | 
| |                                     |  |           |  |  |              |  |  |              |  |  |              | 
| | Offices                             |  |           |  |  |              |  |  |              |  |  |              | 
| | Office leasehold
      improvements |  |          |  |  |             |  |  |             |  |  | 404,725      | 
| | Computer equipment and software     |  | 138,769   |  |  | 134,818      |  |  | 3,951        |  |  | 14,114       | 
| | Furniture and fittings              |  | 394,358   |  |  | 390,633      |  |  | 3,725        |  |  | 4,283        | 
| |                                     |  |           |  |  |              |  |  |              |  |  |              | 
| | Mining Project                      |  |           |  |  |              |  |  |              |  |  |              | 
| | Nolan gold project buildings        |  | 63,000    |  |  | 63,000       |  |  |             |  |  |             | 
| | Leasehold improvements              |  | 48,123    |  |  | 31,280       |  |  | 16,843       |  |  | 26,468       | 
| | Nolan mining equipment              |  | 1,017,987 |  |  | 582,252      |  |  | 435,735      |  |  | 514,419      | 
| | Auto and trucks                     |  | 19,193    |  |  | 9,276        |  |  | 9,917        |  |  | 13,755       | 
| | Assets under construction           |  | 24,245    |  |  |             |  |  | 24,245       |  |  | 24,245       | 
| |                                     |  | 1,705,675 |  |  | 1,211,259    |  |  | 494,416      |  |  | 1,002,009    | 

|   | Assets under construction are not subject to depreciation until substantially complete.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|7. | Promissory Note                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | In February 2010, the Company received $50,000 from an
      investor and issued a promissory note dated as of March 1, 2010. The
      unpaid principal balance of the note bears interest at a rate equal to
      twelve percent (12%) per annum if repaid by the Company within ninety (90)
      days from the date of the note, or eighteen percent (18%) per annum if
      repaid at any time thereafter. The note matured on September 1, 2010. As
      of November 30, 2010, the Company has not repaid the note and has accrued
      interest of $6,775 which is recorded in accrued liabilities.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   | As at November 30, 2010, the Company received advances of
      $12,327 from a consultant which is due on demand, and bears interest at 7%
      per annum. During the year ended November 30, 2010, the Company paid
      interest of $890.                                                                                                                                                                                                                                                                                                                                                                 

F-16

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|8. | Convertible Debt
|-- | ----------------
|   |                 
|   | a)              
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   | b)              
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 
|   |                 

F-17

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|8. | Convertible Debt (continued)
|-- | ----------------------------

| |    | Pursuant to ASC 815-15, Embedded Derivatives, the
      Company determined that the conversion option should be separated from the
      from the host contract and accounted for as a derivatives under ASC 815.
      The conversion feature was classified as liability and measured at their
      fair value with changes in fair value recorded in the statement of
      operations. The Company recorded a derivative liability of $69,808 and a
      corresponding discount on the note at the issuance date of the note. The
      total discount immediately after the initial accounting is performed is
      $74,808, reducing the carrying value of the convertible debt to $5,192.
      The discount is being expensed over the term of the loan to increase the
      carrying value to the face value of the loan. During the year ended
      November 30, 2010, the Company recorded accretion of the discount of
      $74,808.                                                                       
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | During the year ended November 30, 2010, the Company
      issued 46,542,265 shares of common stock upon the conversion of principal
      amount of $80,000 and repaid principal amount of $75,000 and accrued
      interest of $8,075 to the Note holder. The Company also recorded a loss of
      $29,797 on the change in fair value of the derivative.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | c) | On April 28, 2010, the Company entered into a secured
      convertible note agreement and issued a convertible note in the sum of
      $50,000 with a maturity date of April 28, 2011. An origination fee of
      $5,000 was paid by the Company to the Note holder from the proceeds of the
      sale of the note and the amount was recorded as a discount to the
      convertible note. The Note bears no interest and is to be paid in full on
      the maturity date, unless previously paid or converted into the Companys
      common stock. The Note holder has the right to convert any unpaid
      principal portion, at a conversion price per share equal to the lower of
      $0.003 or 70% of the average of the three lowest closing bid prices of the
      Companys common stock for the 20 trading days preceding a conversion
      date. The Company also issued 13,000,000 shares (compensation shares) of
      the Companys common stock to the Note holder as compensation
      costs.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | In accordance with ASC 470-20, Debt with Conversion
      and Other Options, the net proceeds of $45,000 were allocated based on
      the relative fair values of the convertible note and the compensation
      shares at time of issuance. The Company allocated $26,721 of the net
      proceeds to the compensation shares and recorded an equivalent discount.
      The Company then recognized the intrinsic value of the embedded beneficial
      conversion feature of $17,779 as additional-paid-in capital and an
      equivalent discount.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | The total discount immediately after the initial
      accounting is performed is $49,500 reducing the carrying value of the
      convertible debt to $500. The discount is being expensed over the term of
      the loan to increase the carrying value to the face value of the
      loan.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | On October 29, 2010, the Company issued 17,857,142 shares
      upon the conversion of the principal amount of $50,000. To October 29,
      2010, prior to the conversion of the note, the Company recorded accretion
      of discount of $4,566 increasing the carrying value of the loan to $5,066.
      In accordance with ASC 470-20, the Company recognized unamortized discount
      of $44,934 as interest expense upon the conversion of the note.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | d) | On June 15, 2010, the Company entered into a secured
      convertible note agreement and issued a convertible note in the sum of
      $75,000 with a maturity date of June 15, 2011. The note bears no interest
      and is to be paid in full on the maturity date, unless previously paid or
      converted into the Companys common stock. The Company paid $7,500 to the
      Note holder from the proceeds of the sale of the note and the amount was
      recorded as a discount to the convertible note. The Note holder has the
      right from December 1, 2010 to convert any unpaid principal portion, at a
      conversion price per share equal to the lower of $0.003 or 70% of the
      average of the three lowest closing bid prices of the Companys common
      stock for the 20 trading days preceding a conversion date. The Company
      issued 20,000,000 shares (compensation shares) of the Companys common
      stock to the Note holder as compensation costs.                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | In accordance with ASC 470-20, Debt with Conversion
      and Other Options, the net proceeds of $67,500 were allocated based on
      the relative fair values of the convertible note and the compensation
      shares at time of issuance. The Company allocated $37,779 of the net
      proceeds to the compensation shares and recorded an equivalent discount.
      The Company then recognized the intrinsic value of the embedded beneficial
      conversion feature of $29,221 as additional-paid-in capital and an
      equivalent discount.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | The total discount immediately after the initial
      accounting is performed is $74,500 reducing the carrying value of the
      convertible debt to $500. The discount is being expensed over the term of
      the loan to increase the carrying value to the face value of the
      loan.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    | During the year ended November 30, 2010, the Company
      recorded accretion of discount of $4,420 increasing the carrying value of
      the loan to $4,920.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

F-18

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|8. | Convertible Debt (continued)
|-- | ----------------------------
|   |                             
|   | e)                          
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   | f)                          
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   | g)                          
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             

F-19

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|8. | Convertible Debt (continued)
|-- | ----------------------------
|   |                             
|   | h)                          
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   | i)                          
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   | j)                          
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             
|   |                             

F-20

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|9. | Asset Retirement Obligations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | Asset retirement obligations relate to the closure and
      reclamation of the Grant Mill Tailings Pond and the Mill complex, and to
      the reclamation work associated with the Nolan Gold Project consisting of
      dismantling and removal of site structures and equipment, and reshaping
      and re-vegetating the disturbed areas. The Company has no assets legally
      restricted for purposes of settling asset retirement obligations. A
      summary of assets retirement obligation for the fiscal years ended
      November 30, 2010 and 2009 is as follows:

Grant
      
      
      NolanMine
      
      
      Project
      
      
      TotalBalance as of November 30,
        2008
      $
      364,651
      
      $
      172,607
      
      $
      537,258Accretion expense
      
      18,233
      
      
      8,630
      
      
      26,863Liabilities settled
      
      (14,000
      )
      
      (4,258
      )
      
      (18,258
      )Reclamation bond refunded
      
      
      
      
      (5,456
      )
      
      (5,456
      )Balance as of November 30,
        2009
      
      368,884
      
      
      171,523
      
      
      540,407Accretion expense
      
      18,444
      
      
      8,576
      
      
      27,020Liabilities settled
      
      (1,511
      )
      
      (900
      )
      
      (2,411
      )Balance as of November 30, 2010
      $
      385,817
      
      $
      179,199
      
      $
      565,016


| | a) | Grant Mine                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The Grant Mine is not an active mine and related assets
      were written off as impaired effective December 1, 2001. The retirement
      obligations associated with the Grant Mine involves the decommissioning of
      the Grant Mill Tailings Pond and the Mill complex that was built in the
      early 1980s and no longer used after 1989.                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The Company has retained a geotechnical and environmental
      consulting firm to assist with a preliminary report for the closure of the
      tailings pond. The preliminary report is part of the closure plan, and
      further reclamation work involves another closure phase that needs permits
      and/or approval by the State of Alaska regulatory agencies.                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The Company believes that the estimated fair value of the
      cost of reclamation at this time will approximate the accrued obligations
      plus 5% accretion expense per annum until reclaimed. During the fiscal
      year ended November 30, 2010, the Company recorded $18,444 accretion
      expense and spent $1,511 on the Grant Mine closure. During the fiscal year
      ended November 30, 2009, the Company recorded $18,233 accretion expense,
      paid $1,511 to the State of Alaska regulatory agencies and spent another
      $12,489 on the Grant Mine closure.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | b) | Nolan Gold Project                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The retirement obligations associated with the Nolan
      mineral properties are associated with the reclamation of disturbed land
      resulting from normal operations and are not the result of improper
      operations of an asset such as environmental remediation liabilities. The
      Nolan mineral properties are on Federal mining claims and thus are under
      the active supervision of the Bureau of Land Management.                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | As of November 30, 2010 and 2009, the Company is
      obligated to reclaim 21 acres at Nolan Creek. These 21 acres are areas
      essential for the Companys operations and consist of the camp area,
      equipment storage area, processing area, explosives storage area, and the
      portal area, as well as the roads and core storage area.                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The Company believes that the remaining accrued
      obligations plus 5% accretion expense per annum until the remaining 21
      acres are reclaimed is sufficient to cover the cost of reclamation. During
      the fiscal year ended November 30, 2010, the Company recorded $8,576
      accretion expense and spent $900 on reclamation. During the fiscal year
      ended November 30, 2009, the Company recorded $8,630 accretion expense and
      spent $4,258 on reclamation at Nolan properties.                                                                           

F-21

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|10. | Related Party Transactions / Balances
|--- | -------------------------------------
|    |                                      
|    | a)                                   
|    |                                      
|    |                                      
|    |                                      
|    |                                      
|    |                                      
|    |                                      

| |                                                                         |   | Year ended        |  |   | Year ended        |  
| | ----------------------------------------------------------------------- | - | ----------------- |  | - | ----------------- | -
| |                                                                         |   | November 30, 2010 |  |   | November 30, 2009 |  
| |                                                                         |   |                   |  |   |                   |  
| | Exploration services                                                    | $ |                  |  | $ | 1,566,374         |  
| | Administration and management services                                  |   | 148,036           |  |   | 552,227           |  
| | Amounts forgiven by Tri-Con
      Group                                 |   |                  |  |   | (600,000          | )
| |                                                                         | $ | 148,036           |  | $ | 1,518,601         |  
| |                                                                         |   |                   |  |   |                   |  
| | Amount of total charges in excess of the cost                           | $ | 20,938            |  | $ | (32,780           | )
| | Percentage of excess of the
      cost charged over total amount billed |   | 14.14%            |  |   | (2.16%            | )

| | b) | Effective April 1, 2009, a consulting agreement was
      signed between the Company and a private company controlled by a former
      director of the Company who resigned on April 20, 2010. Pursuant to the
      agreement, the Company agreed to pay the private company Cdn $7,500 plus
      GST per month for corporate planning, business development and investor
      relations services, as requested by the Company.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | During fiscal year 2010, the Company paid $86,982
      (Cdn$90,000) to the private company. At November 30, 2010, the Company is
      indebted to the private company for $15,372.                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | During fiscal year 2009, the Company paid $64,644 (Cdn
      $74,793, including GST) to the private company, and the Company also
      issued a total of 6,555,000 shares of its common stock to the former
      director for payment of an additional $57,029 owed to the private company
      under the consulting agreement.                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | c) | As of November 30, 2010, the Company owed $3,120 to the
      President of the Company for amounts advanced. The advances are due on
      demand, unsecured, and non-interest bearing.                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | d) | d)	As of November 30, 2010, the Company owed $19,598 (Cdn$20,000) to a director of the Company for amounts advanced.  The advances are due on demand, unsecured and bear interest at 5% per annum.  The advances were repaid subsequent to year-end.                                                                                                                                                                               

F-22

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|11. | Common Stock                                                                                                                                                                                                                                    
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                 
|    | The authorized common stock of the Company consists of an
      unlimited number of common shares, without par value. The following is a
      summary of the Companys issuances of common stock during the year ended
      November 30, 2010:

| |                                                                                                                                            |  | Number of     |   |  | Common      |   |  | Shares   |  
| | ------------------------------------------------------------------------------------------------------------------------------------------ |  | ------------- | - |  | ----------- | - |  | -------- | -
| |                                                                                                                                            |  | Common        |   |  | Stock       |   |  | to be    |  
| |                                                                                                                                            |  | Shares        |   |  | Amount      |   |  | Issued   |  
| |                                                                                                                                            |  | #             |   |  | $           |   |  | $        |  
| | Balance as of November 30, 2009 (Restated)                                                                                                 |  | 1,577,667,073 |   |  | 100,847,531 |   |  | 100,000  |  
| | Share Issued:                                                                                                                              |  |               |   |  |             |   |  |          |  
| | For Private Placements                                                                                                                     |  |               |   |  |             |   |  |          |  
| | $0.01 per unit (1 unit = 1 share and 1
      warrant) cancelled                                                                            |  | (1,000,000    | ) |  | (10,000     | ) |  |         |  
| | $0.01 per unit (1 unit
      = 1 share and 1 warrant)                                                                                      |  | 1,500,000     |   |  | 15,000      |   |  | (15,000  | )
| | $0.01 per unit (1 unit = 1 share and 1⁄2
      warrant)                                                                                      |  | 5,000,000     |   |  | 50,000      |   |  | (50,000  | )
| | $0.0035 per unit (1
      unit = 1 share and 1 warrant)                                                                                    |  | 68,106,838    |   |  | 238,374     |   |  | (35,000  | )
| | $0.003 per unit (1 unit = 1 share and 1
      warrant)                                                                                     |  | 100,200,486   |   |  | 300,601     |   |  |         |  
| | $0.002 per share                                                                                                                           |  | 50,000,000    |   |  | 100,000     |   |  |         |  
| |                                                                                                                                            |  | 223,807,324   |   |  | 693,975     |   |  | (100,000 | )
| | For Warrant Exercises                                                                                                                      |  |               |   |  |             |   |  |          |  
| | $0.003 per share                                                                                                                           |  | 50,917,550    |   |  | 152,753     |   |  |         |  
| | $0.00233 per share                                                                                                                         |  | 32,000,000    |   |  | 74,560      |   |  |         |  
| |                                                                                                                                            |  | 82,917,550    |   |  | 227,313     |   |  |         |  
| | For Conversion of Debentures                                                                                                               |  |               |   |  |             |   |  |          |  
| | $0.024 per share                                                                                                                           |  | 8,333,333     |   |  | 20,000      |   |  |         |  
| | $0.00233 per share                                                                                                                         |  | 8,583,690     |   |  | 20,000      |   |  |         |  
| | $0.002447 per share                                                                                                                        |  | 7,788,162     |   |  | 17,500      |   |  |         |  
| | $0.002317 per share                                                                                                                        |  | 7,552,870     |   |  | 17,500      |   |  |         |  
| | $0.0018 per share                                                                                                                          |  | 36,111,111    |   |  | 65,000      |   |  |         |  
| | $0.001438 per share                                                                                                                        |  | 10,431,154    |   |  | 15,000      |   |  |         |  
| | $0.001885 per share                                                                                                                        |  | 107,397,023   |   |  | 202,443     |   |  |         |  
| | $0.0028 per share                                                                                                                          |  | 17,857,142    |   |  | 50,000      |   |  |         |  
| |                                                                                                                                            |  | 204,054,485   |   |  | 407,443     |   |  |         |  
| | Shares granted under Equity Compensation
      Plans                                                                                       |  |               |   |  |             |   |  |          |  
| | For consulting fees granted
      at a weighted average price 
           of
      $0.00441                                                |  | 200,892,137   |   |  | 885,156     |   |  |         |  
| | For investor
      relation and shareholder
      communication 
           services granted at a
      weighted average price of $0.00448 |  | 17,958,015    |   |  | 80,410      |   |  |         |  
| | For legal and other services
      at a weighted average of 
           $0.00501                                                           |  | 81,047,295    |   |  | 406,408     |   |  |         |  
| |                                                                                                                                            |  | 299,897,447   |   |  | 1,371,974   |   |  |         |  
| |                                                                                                                                            |  |               |   |  |             |   |  |          |  
| | Compensation shares issued pursuant to convertible debt agreements                                                                         |  | 53,000,000    |   |  | 101,400     |   |  |          |  
| | Reclassification of beneficial conversion features on
      conversions of convertible debt                                                |  |              |   |  | 250,461     |   |  |         |  
| | Fair value of embedded conversion option
      reclassified on conversion of convertible debt                                              |  |              |   |  | 99,604      |   |  |         |  
| | Stock issuance costs                                                                                                                       |  |              |   |  | (193        | ) |  |         |  
| | Stock subscriptions received                                                                                                               |  |              |   |  |            |   |  | 99,292   |  
| | Stock issuable pursuant to convertible debt agreements                                                                                     |  |              |   |  |            |   |  | 108,424  |  
| | Balance as of November 30, 2010                                                                                                            |  | 2,441,343,879 |   |  | 103,999,508 |   |  | 207,716  |  

| | a) | During the fiscal year ended November 30, 2010, the
      Company completed a private placement resulting in the issuance of
      1,500,000 units at $0.01 per unit for gross proceeds of $15,000. Each unit
      consisted of one share of common stock and one common stock purchase
      warrant. Each warrant is exercisable at a price of $0.02 per share for a
      period of one year. In December 2009, a subscription agreement related to
      1,000,000 units at $0.01 per unit was cancelled and issued units were
      returned and cancelled accordingly.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | b) | During the fiscal year ended November 30, 2010, the
      Company completed a private placement resulting in the issuance of
      5,000,000 units at $0.01 per unit for gross proceeds of $50,000. Each unit
      consisted of one share of common stock and one half-warrant. Each full
      warrant (consisting of two half-warrants) is exercisable at a price of
      $0.02 per share for a period of one year.                                                                                                                                                      

F-23

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|11. | Common Stock (continued)                                      
|--- | --------------------------------------------------------------
|    |                                                               
|    | c)                                                            
|    |                                                               
|    | d)                                                            
|    |                                                               
|    | e)                                                            
|    |                                                               
|    | f)                                                            
|    |                                                               
|    | g)                                                            
|    |                                                               
|    | h)                                                            
|    |                                                               
|    | i)                                                            
|    |                                                               
|    | j)                                                            
|    |                                                               
|    | Share transactions for the year ended November 30,
      2009:
|    |                                                               
|    | k)                                                            
|    |                                                               
|    | l)                                                            
|    |                                                               
|    | m)                                                            

F-24

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|11. | Common Stock (continued)
|--- | ------------------------
|    |                         
|    | n)                      
|    |                         
|    | o)                      
|    |                         
|    | p)                      
|    |                         
|    | q)                      
|    |                         
|    | r)                      
|    |                         
|    |                         
|    |                         
|    |                         
|    |                         
|    | s)                      

F-25

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|12. | Equity Compensation Plans                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|13. | Stock Options                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | There were no stock options granted during the fiscal
      years ended November 30, 2010 and 2009. The Company uses the Black-Scholes
      option pricing model to calculate the fair value of stock options when the
      options are granted. Expected volatility is based on historical
      volatility. Because trading tends to be thin, in relation to the total
      shares outstanding, average weekly stock prices were used to calculate
      volatility. Management believes that the annualized weekly average of
      volatility is the best measure of expected volatility. U.S. Treasury
      constant maturity rates were utilized with maturities most closely
      approximating the expected term of the option. The expected term of the
      options was calculated using the alternative simplified method, which
      defines the expected life as the average of the contractual term of the
      options and the weighted average vesting period for all option
      tranches.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    | The following table summarizes the continuity of the
      Companys stock options:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

| |                                |  |             |   |  | Weighted |   |  | Weighted-Average |  |  |           | 
| | ------------------------------ |  | ----------- | - |  | -------- | - |  | ---------------- |  |  | --------- | 
| |                                |  |             |   |  | Average  |   |  | Remaining        |  |  |           | 
| |                                |  | Number of   |   |  | Exercise |   |  | Contractual Term |  |  | Intrinsic | 
| |                                |  | Options     |   |  | Price    |   |  | (years)          |  |  | Value     | 
| |                                |  |             |   |  | $        |   |  |                  |  |  |           | 
| |                                |  |             |   |  |          |   |  |                  |  |  |           | 
| | Outstanding, November 30, 2008 |  | 70,400,000  |   |  | 0.056    |   |  | 3.47             |  |  |           | 
| |                                |  |             |   |  |          |   |  |                  |  |  |           | 
| | Cancelled or expired           |  | (22,200,000 | ) |  | 0.055    |   |  |                  |  |  |           | 
| |                                |  |             |   |  |          |   |  |                  |  |  |           | 
| | Outstanding, November 30, 2009 |  | 48,200,000  |   |  | 0.056    |   |  | 2.72             |  |  |           | 
| |                                |  |             |   |  |          |   |  |                  |  |  |           | 
| | Cancelled                      |  | (3,900,000  | ) |  | (0.058   | ) |  |                  |  |  |           | 
| |                                |  |             |   |  |          |   |  |                  |  |  |           | 
| | Outstanding, November 30, 2010 |  | 44,300,000  |   |  | 0.056    |   |  | 1.68             |  |  |          | 

F-26

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|13. | Stock Options (continued)                                                                          
|--- | ---------------------------------------------------------------------------------------------------
|    |                                                                                                    
|    | As at November 30, 2010, the following common stock
      options were outstanding and exercisable:

RemainingContractualNumber of Options
      Exercise Price
      Life (years)$2,600,000
      0.05
      0.111,500,000
      0.05
      0.587,500,000
      0.05
      0.6120,000,000
      0.05
      2.1012,700,000
      0.07
      2.1244,300,000


|14. | Stock Purchase Warrants                                                                           
|--- | --------------------------------------------------------------------------------------------------
|    |                                                                                                   
|    | a)                                                                                                
|    |                                                                                                   
|    | b)                                                                                                
|    |                                                                                                   
|    | c)                                                                                                
|    |                                                                                                   
|    | A summary of the changes in the Companys common share
      purchase warrants is presented below:

| |                                 |  |             |   |  | Weighted Average | 
| | ------------------------------- |  | ----------- | - |  | ---------------- | 
| |                                 |  | Number      |   |  | Exercise Price   | 
| |                                 |  |             |   |  | $                | 
| | Balance, November 30, 2008      |  | 40,349,230  |   |  | 0.070            | 
| | Issued                          |  | 84,900,000  |   |  | 0.020            | 
| | Expired                         |  | (40,349,230 | ) |  | 0.070            | 
| | Balance November 30, 2009       |  | 84,900,000  |   |  | 0.020            | 
| | Issued                          |  | 172,307,324 |   |  | 0.0079*          | 
| | Exercised                       |  | (82,917,550 | ) |  | 0.0027*          | 
| | Expired                         |  | (48,000,000 | ) |  | 0.020            | 
| | Balance November
      30, 2010 |  | 126,289,774 |   |  | 0.010            | 

*Weighted average exercise price were
  calculated based on reduced exercise prices.

F-27

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|14. | Stock Purchase Warrants (continued)                                                          
|--- | ---------------------------------------------------------------------------------------------
|    |                                                                                              
|    | As at November 30, 2010, the following common share
      purchase warrants were outstanding:

RemainingContractual LifeNumber of Warrants
      Exercise Price
      (years)$113,789,774
      0.010
      0.10  0.902,500,000
      0.020
      0.1310,000,000
      0.0023
      0.66126,289,774


|15. | Commitments
|--- | -----------
|    |            
|    | a)         
|    |            
|    | b)         
|    |            
|    | c)         

| | Fiscal year ending November 30, 2011 | $ | 97,881  | (Cdn$99,888)  | 
| | ------------------------------------ | - | ------- | ------------- | 
| | Fiscal year ending November 30, 2012 |   | 72,823  | (Cdn$74,316)  | 
| | Fiscal year ending November 30, 2013 |   | 73,379  | (Cdn$74,879)  | 
| | Fiscal year ending November 30, 2014 |   | 76,133  | (Cdn$77,694)  | 
| | Fiscal year ending November 30, 2015 |   | 76,133  | (Cdn$77,694)  | 
| |                                      | $ | 396,349 | (Cdn$404,471) | 

| | d) | On November 26, 2010, the Company entered into three year
      equipment lease that expires on November 30, 2013. The lease payment for
      the first 35 months will be $2,450 (Cdn$2,500) and the last month will be
      $1,579 (Cdn$1,611). The lease is secured by the leased
      equipment.                                                                                                                                                                                                                                   
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | e) | On March 27, 2010, the Company entered into a 1 year
      consulting agreement in which the Company will issue shares of the
      Companys common stock equal in value to Cdn$6,000 plus GST at the average
      price over the immediate 20 preceding days payable on the 20thof each month, for an aggregate maximum of 6,000,000 shares of
      common stock if the consulting services are provided for the full term of
      this agreement. The Company will pay the consultant a commitment fee of
      $8,231 (Cdn$8,400).

F-28

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2010 
  (Expressed in US dollars)

|16. | Income Taxes                                                                                       
|--- | ---------------------------------------------------------------------------------------------------
|    |                                                                                                    
|    | Components of the Companys deferred tax assets at
      November 30, 2010 and 2009 are as follows:

November 30,
      
      
      November 30,2010
      
      
      2009$
      
      
      $Deferred tax assets,
        non-current:Remediation and reclamation costs
      
      227,136
      
      
      217,265Net operating loss carry
        forwards
      
      19,727,014
      
      
      22,918,545Temporary differences arising from mineralproperties and building,
        plant and equipment
      
      432,074
      
      
      1,999,996Other temporary differences
      
      237,545
      
      
      (164,099
      )Valuation allowance
      
      (20,623,769
      )
      
      (24,971,707
      )
      
      
      


A reconciliation of the statutory rate
  and the effective income tax rate is as follows:

| |                                                                            |  | November 30, |   |  | November 30, |  
| | -------------------------------------------------------------------------- |  | ------------ | - |  | ------------ | -
| |                                                                            |  | 2010         |   |  | 2009         |  
| |                                                                            |  | $            |   |  | $            |  
| |                                                                            |  |              |   |  |              |  
| | Loss from operations before income tax                                     |  | 4,112,667    |   |  | 6,760,766    |  
| | US statutory corporate income tax rate                                     |  | 34%          |   |  | 34%          |  
| |                                                                            |  |              |   |  |              |  
| | Income tax benefit computed a US statutory corporate income
      tax rate |  | 930,885      |   |  | 2,298,660    |  
| |                                                                            |  |              |   |  |              |  
| | Reconciling items:                                                         |  |              |   |  |              |  
| | State taxes                                                                |  | 42,485       |   |  | 90,760       |  
| | Difference in Canadian tax rates                                           |  | (251,230     | ) |  | (238,402     | )
| | Tax loss expired during the
      year                                     |  | (1,849,061   | ) |  | (1,153,099   | )
| | Change in tax rate                                                         |  | (1,284,653   | ) |  |              |  
| | Permanent and other differences                                            |  | (1,936,364   | ) |  | 224,833      |  
| | Change in valuation allowance on deferred tax assets                       |  | 4,347,938    |   |  | (1,222,752   | )
| |                                                                            |  |              |   |  |              |  
| | Income taxes                                                               |  |             |   |  |             |  

The Company applies the provisions of FASB ASC 740, Income Taxes. FASB ASC 740 prescribes the use of the liability method thereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The cumulative effect of applying the provisions of this interpretation are required to be reported separately as an adjustment to the opening balance of retained earnings in the year of adoption.

The Company is subject to Canada federal and
  provincial income tax and has concluded substantially all Canada federal and
  provincial tax matters for tax years through November 30, 2003. The tax filings
  for years from 2004 to 2010 are subject to be audited by Canadian jurisdictions.
  The Companys U.S. subsidiaries are also subject to U.S. federal and state
  income tax and have concluded substantially all U.S. federal and state income
  tax matters for tax years through November 30, 2006. The tax filings for years
  from 2007 to 2010 are subject to be audited by U.S. jurisdictions.

Deferred income tax assets are
  determined based on differences between the financial statement reporting and
  tax bases of assets and liabilities and are measured using the enacted tax rates
  and laws in effect when the differences are expected to reverse. The measurement
  of deferred income tax assets is reduced, if necessary, by a valuation allowance
  for any tax benefits, which are, on a more likely than not basis, not expected
  to be realized. The effect on deferred income tax assets and liabilities of a
  change in tax rates is recognized in the period that such tax rate changes are
  enacted.

As of November 30, 2010, the Company
  had losses carried forward totaling $33,795,772 available to reduce future
  years income for U.S. income tax purposes which expire in various years to
  2030. In addition, the Company had losses carried forward in Canada totalling
  Cdn$25,065,771 which expire in various years to 2030.

F-29

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|17. | Segment Disclosures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Company operates in one reportable segment, located
      in United States, being the acquisition and exploration of mineral
      properties. The Companys development of low-rank coal-water fuel, located
      in United States, is in its initial stages and is not a reportable
      segment. Segmented information has been compiled based on the geographic
      regions that the Company and its subsidiaries registered and performed
      exploration and administration activities.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | Long-lived assets by geographical segment as of the
      fiscal years ended November 30, 2010 and 2009 is as
      follows:                                                                                                                                                                                                                                                                                                                                                                           

| |                               |   | Canada  |  |   | United States |  |   | Total     | 
| | ----------------------------- | - | ------- |  | - | ------------- |  | - | --------- | 
| | As of November 30, 2010       |   |         |  |   |               |  |   |           | 
| | Mineral properties and rights |   | -       |  |   | 1,600,442     |  |   | 1,600,442 | 
| | Property and equipment        |   | 7,676   |  |   | 486,740       |  |   | 494,416   | 
| |                               | $ | 7,676   |  | $ | 2,087,182     |  | $ | 2,094,858 | 
| |                               |   |         |  |   |               |  |   |           | 
| | As of November 30, 2009       |   |         |  |   |               |  |   |           | 
| | Mineral properties and rights |   | -       |  |   | 1,398,601     |  |   | 1,398,601 | 
| | Property and equipment        |   | 423,121 |  |   | 578,888       |  |   | 1,002,009 | 
| |                               | $ | 423,121 |  | $ | 1,977,489     |  | $ | 2,400,610 | 

|18. | Supplemental Cash Flow Information                                                                                                                                                                                                                                                             
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                
|    | Investing and financing activities that do not have a
      direct impact on current cash flows are excluded from the cash flow
      statements. A summary of non-cash transactions and other cash information
      for the fiscal years ended November 30, 2010 and 2009 is as
      follow:

| |                                                                               |  | Year ended   |  |  | Year ended   | 
| | ----------------------------------------------------------------------------- |  | ------------ |  |  | ------------ | 
| |                                                                               |  | November 30, |  |  | November 30, | 
| |                                                                               |  | 2010         |  |  | 2009         | 
| |                                                                               |  | $            |  |  | $            | 
| | Changes in non-cash financing and investing activities:                       |  |              |  |  |              | 
| | Common stock issued on
      conversion of convertible debentures             |  | 407,443      |  |  | -            | 
| | Mineral claims royalty payable changes
      at period-end for mineral rights |  | 80,000       |  |  | 80,000       | 
| | Convertible debenture
      issued on repayment of accounts payable           |  | 202,444      |  |  | -            | 

|19. | Fair Value Measurements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    | ASC 820, Fair Value Measurements and Disclosuresrequires an entity to maximize the use of observable inputs and
      minimize the use of unobservable inputs when measuring fair value. ASC 820
      establishes a fair value hierarchy based on the level of independent,
      objective evidence surrounding the inputs used to measure fair value. A
      financial instruments categorization within the fair value hierarchy is
      based upon the lowest level of input that is significant to the fair value
      measurement. ASC 820 prioritizes the inputs into three levels that may be
      used to measure fair value:

Level 1

Level 1 applies to assets or
  liabilities for which there are quoted prices in active markets for identical
  assets or liabilities. Valuations are based on quoted prices that are readily
  and regularly available in an active market and do not entail a significant
  degree of judgment.

Level 2

Level 2 applies to assets or
  liabilities for which there are other than Level 1 observable inputs such as
  quoted prices for similar assets or liabilities in active markets; quoted prices
  for identical assets or liabilities in markets with insufficient volume or
  infrequent transactions (less active markets); or model-derived valuations in
  which significant inputs are observable or can be derived principally from, or
  corroborated by, observable market data.

F-30

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2010 
  (Expressed in US dollars)

|19. | Fair Value Measurements
      (Continued)
|--- | -----------------------------------------

Level 2 instruments require more
  management judgment and subjectivity as compared to Level 1 instruments. For
  instance: determining which instruments are most similar to the instrument being
  priced requires management to identify a sample of similar securities based on
  the coupon rates, maturity, issuer, credit rating and instrument type, and
  subjectively select an individual security or multiple securities that are
  deemed most similar to the security being priced; and determining whether a
  market is considered active requires management judgment.

Level 3

Level 3 applies to assets or
  liabilities for which there are unobservable inputs to the valuation methodology
  that are significant to the measurement of the fair value of the assets or
  liabilities. The determination of fair value for Level 3 instruments requires
  the most management judgment and subjectivity.

Pursuant to ASC 825, cash is based on
  "Level 1" inputs and due to related parties, promissory notes and convertible
  debt are valued based on Level 2 inputs, consisting of model driven
  valuations. The Company believes that the recorded values of these financial
  instruments, other receivables and accounts payable approximate their current
  fair values because of their nature or respective relatively short durations.

Assets measured at fair value on a
  recurring basis were presented on the Companys consolidated balance sheet as of
  May 31, 2010 as follows

| |         |  | Fair Value Measurements Using |  |  |             | 
| | ------- |  | ----------------------------- |  |  | ----------- | 
| |         |  |                               |  |  |             | 
| |         |  | Quoted Prices in              |  |  | Significant | 
| |         |  | Active Markets                |  |  | Other       | 
| |         |  | For Identical                 |  |  | Observable  | 
| |         |  | Instruments                   |  |  | Inputs      | 
| |         |  | (Level 1)                     |  |  | (Level 2)   | 
| |         |  | $                             |  |  | $           | 
| |         |  |                               |  |  |             | 
| | Assets: |  |                               |  |  |             | 
| | Cash    |  | 66,267                        |  |  |            | 

As at November 30, 2010, there were no
  liabilities measured at fair value on a recurring basis presented on the
  Companys consolidated balance sheet

|20. | Subsequent Events
|--- | -----------------
|    |                  
|    | a)               
|    |                  
|    | b)               
|    |                  
|    | c)               
|    |                  
|    | d)               
|    |                  
|    | e)               
|    |                  
|    | f)               

F-31

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements
  November 30, 2010 
  (Expressed in US dollars)

|20. | Subsequent Events (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | g)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | h)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|21. | Restatement                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | During the year ended November 30, 2010, the Company identified an error relating to the accounting for the convertible debt described in Note 8(a) in its financial statements included in the Company’s Form 10-K filed with the SEC on March 12, 2010.  The Company had previously separately accounted for the liability and equity components of convertible debentures to reflect the fair value of the liability component based on the Company’s non-convertible borrowing cost at the issuance date. The value attributed to the conversion feature of the convertible note was included in additional paid-in capital on the consolidated balance sheet.  Debt issuance costs of $7,500 and shares issued with the convertible debt valued at $80,000 were expensed in the statement of operations. After further review, the Company has determined that the proceeds should have been allocated based on the relative fair values of the convertible note and the shares at time of issuance, the resulting beneficial conversion of the convertible note recorded in additional paid-in capital, and debt issuance costs capitalized as deferred charges and amortized over the term of the convertible debt.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    | The following table reflects the adjustment and restated
      amounts:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

| |                            |  | As at November 30, 2009 |  
| | -------------------------- |  | ----------------------- | -
| |                            |  | As Reported             |  
| | Consolidated Balance Sheet |  | $                       |  
| |                            |  |                         |  
| | Current assets             |  |                         |  
| | Debt issuance costs        |  | -                       |  
| |                            |  |                         |  
| | Total assets               |  | 3,145,399               |  
| |                            |  |                         |  
| | Current liabilities        |  |                         |  
| | Convertible Debt           |  | 69,760                  |  
| |                            |  |                         |  
| | Total liabilities          |  | 3,026,981               |  
| |                            |  |                         |  
| | Stockholders’ Equity       |  |                         |  
| | Common stock               |  | 100,883,269             |  
| | Additional paid-in capital |  | 1,206,124               |  
| | Accumulated Deficit        |  | (102,070,975            | )
| |                            |  |                         |  
| | Total Stockholders’ Equity |  | 118,418                 |  

F-32

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2010 
  (Expressed in US dollars)

|21. | Restatement (continued)
|--- | -----------------------

| |                                      |  | For
      the year ended November 30, 2009 | 
| | ------------------------------------ |  | ------------------------------------------ | 
| |                                      |  | As Reported                                | 
| | Consolidated Statement of Operations |  | $                                          | 
| |                                      |  |                                            | 
| | Operating expenses                   |  |                                            | 
| |                                      |  |                                            | 
| | Amortization of debt issuance costs  |  | 87,500                                     | 
| |                                      |  |                                            | 
| | Total operating expenses             |  | 5,889,713                                  | 
| |                                      |  |                                            | 
| | Interest Expense                     |  | 476                                        | 
| |                                      |  |                                            | 
| | Net Loss                             |  | 6,760,766                                  | 

| | a) | To capitalized and amortize debt issuance
      costs.                                                                                                                                           
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | b) | To allocate proceeds from issuance of convertible debt
      and shares based on the relative fair values of the convertible note and
      the shares issued to debt holder at time of issuance.
| | c) | To record beneficial conversion feature of convertible
      note.                                                                                                                               

F-33

---

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls  and Procedures and Internal Control Over Financial Reporting

We maintain disclosure controls and  procedures that are designed to ensure that information required to be  disclosed in our reports filed under the Securities Exchange Act of 1934,  as amended, is recorded, processed, summarized and reported within the time  periods specified in the Securities and Exchange Commission's rules and forms,  and that such information is accumulated and communicated to our management, including  our president (who is acting as our principal executive officer and our  principal financial officer and principle accounting officer) to allow for  timely decisions regarding required disclosure. In designing and evaluating our  disclosure controls and procedures, our management recognizes that any controls  and procedures, no matter how well designed and operated, can provide only  reasonable assurance of achieving the desired control objectives, and our  management is required to apply its judgment in evaluating the cost-benefit  relationship of possible controls and procedures.  Because of its inherent limitations, internal  control over financial reporting may not prevent or detect misstatements.  Therefore, even those systems determined to be effective can provide only  reasonable assurance with respect to financial statement preparation and  presentation. Projections of any evaluation of effectiveness to future periods  are subject to the risk that controls may become inadequate because of changes  in conditions, or that the degree of compliance with the policies or procedures  may deteriorate.

As of November 30, 2010, the end of our  fiscal year covered by this report, we carried out an evaluation, under the  supervision and with the participation of our president (who is acting as our  principal executive officer) and our chief financial officer (who is acting as  our principal financial officer and principle accounting officer), of the  effectiveness of the design and operation of our disclosure controls and procedures.  Based on the foregoing, our president (who is acting as our principal executive  officer and our principal financial officer and principle accounting officer)  concluded that our disclosure controls and procedures were effective as of the  end of the period covered by this annual report.

Management’s Report  on Internal Control over Financial Reporting

Our management is responsible for  establishing and maintaining adequate internal control over financial  reporting. Responsibility, estimates and judgments by management are required  to assess the expected benefits and related costs of control procedures. The  objectives of internal control include providing management with reasonable,  but not absolute, assurance that assets are safeguarded against loss from  unauthorized use or disposition, and that transactions are executed in  accordance with management’s authorization and recorded properly to permit the  preparation of financial statements in conformity with accounting principles  generally accepted in the United    States. Our management assessed the  effectiveness of our internal control over financial reporting as of November  30, 2010. In making this assessment, our management used the criteria set forth  by the Committee of Sponsoring Organizations of the Treadway Commission  (“COSO”) in Internal Control-Integrated Framework. Our management has  concluded that, as of November 30, 2010, our internal control over financial  reporting is effective in providing reasonable assurance regarding the  reliability of financial reporting and the preparation of financial statements  for external purposes in accordance with US generally accepted accounting  principles. Our management reviewed the results of their assessment with our  Board of Directors.

Inherent  limitations on effectiveness of controls

Internal control over financial reporting has  inherent limitations which include but is not limited to the use of independent  professionals for advice and guidance, interpretation of existing and/or  changing rules and principles, segregation of management duties, scale of  organization, and personnel factors. Internal control over financial reporting  is a process which involves human diligence and compliance and is subject to  lapses in judgment and breakdowns resulting from human failures. Internal  control over financial reporting also can be circumvented by collusion or  improper management override. Because of its inherent limitations, internal  control over financial reporting may not prevent or detect misstatements on a  timely basis, however these inherent limitations are known features of the  financial reporting process and it is possible to design into the process  safeguards to reduce, though not eliminate, this risk. Therefore, even those  systems determined to be effective can provide only reasonable assurance with  respect to financial statement preparation and presentation. Projections of any  evaluation of effectiveness to future periods are subject to the risk that  controls may become inadequate because of changes in conditions, or that the  degree of compliance with the policies or procedures may deteriorate.

Changes in Internal  Control over Financial Reporting

There have been no changes in our internal  controls over financial reporting that occurred during the three month period  ended November 30, 2010 that have materially or are reasonably likely to  materially affect, our internal controls over financial reporting.

ITEM 9B. OTHER INFORMATION.

Not applicable.

51

---

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE
GOVERNANCE

Our current executive officers and directors are:

| | Name                 | Age | Position                                                                        
| | -------------------- | --- | --------------------------------------------------------------------------------
| | Garry L. Anselmo (1) | 67  | Chairman of the Board of Directors; President, and Chief
      Executive Officer
| | Donald G. Balletto   | 66  | Director and Chief Financial Officer                                            
| | John R. Mackay       | 77  | Secretary                                                                       

| | (1) | Member of Silverados Compensation
  Committee
| | --- | ----------------------------------------------

Set forth below is a brief  description of the background and business experience of each of our executive  officers and directors:

Garry L.  Anselmo

Mr. Anselmo is presently the chairman of our board of directors as well  as our president and chief executive officer. Mr. Anselmo has been the chairman  of our board of directors and our chief operating officer since 1973.  Mr. Anselmo has been our president and chief  executive officer from 1973 to 1994 and from 1997 to present. Mr. Anselmo was  our chief financial officer from 1973 to 1994 and from 1997 to June 2009.

Mr. Anselmo founded Tri-Con Mining Ltd., a private exploration service  company in 1968, and is currently a shareholder, director, and president of  Tri-Con Mining Ltd. He is also the chairman and director of Tri-Con Ltd.’s  United States operating subsidiaries, Tri-Con Mining Inc. and Tri-Con Mining  Alaska Inc. Mr. Anselmo obtained his Bachelor of Arts degree from Simon Fraser  University in British Columbia, Canada.

Mr. Anselmo studied Geology &  Geochemistry at the University of British Columbia.

Mr. Anselmo was appointed to our board of directors due to his  experience in mineral exploration and as an executive of mineral exploration  companies.

Donald G. Balletto

Mr. Balletto has been one of our directors and our chief financial  officer since June 2009. Mr. Balletto graduated from Cal State University in  1969 with a Bachelor of Science in Business Administration (Accounting). He began his professional career in  1970 as an accountant with Rooney, Ida, Nolt & Ahern, Certified Public  Accountants, Oakland, California. He worked with Canada Safeway from 1973 until  2006 when he retired as Director of Labour Relations, BC Division Canada  Safeway Ltd., Vancouver, BC.  Upon  retirement from Canada Safeway executive, he has worked as an independent  consultant to industry through his company “Labour Relations Solutions”, which  is wholly independent from Silverado Gold Mines Ltd. and its subsidiaries  Silverado Gold Mines Inc. and Silverado Green Fuel Inc.

Mr. Balletto was appointed to our board of directors due to his  experience in accounting and labour relations.   Mr Balletto is assisting us in our on-going attempt to become a  successful mineral producer. He is working with us in developing and maintaining  a internal controls over financial reporting, including accurate XBRL  disclosure.

John R.  Mackay

Mr. Mackay has served as our corporate secretary since June 1998. Mr.  Mackay is a lawyer who practiced as a sole practitioner from March 1993 to 1998,  prior to joining Silverado. Prior to 1993, Mr. Mackay was a lawyer and partner  in the law firm Davis and Company, Barristers and Solicitors, of Vancouver,  British Columbia where he practiced for 35 years, and through Davis and Co.,  was our counsel from 1972 until retirement. He serves as the Company’s  secretary.

Mr. Mackay was appointed as our Secretary due to his experience as a  corporate and securities counsel for Silverado since 1972.  Mr. Mackay continues to assist us in ensuring  legal compliance with all of our corporate endeavours.

52

---

Family Relationships

Mr. Anselmo and Mr. McCulloch, each of whom is one of our
directors, are cousins.

Involvement in Certain Legal Proceedings

None.

Terms of Office

Our directors are elected to hold office until the next annual
meeting of our shareholders and until their respective successors have been
elected and qualified. Our executive officers are appointed by our board of
directors to hold office until their successors are appointed. The last annual
meeting of our shareholders was held on December 9, 2008.

Audit Committee

Our audit committee was comprised of  Stuart McCulloch and Gary Anselmo. In July 31, 2011, Mr. McCulloch passed  away.  Since that time, Mr. Anselmo has  been the sole member of our Audit Committee.   Our board of directors has determined that the members of our audit  committee are not independent as that term is defined in Rule 121 of the  American Stock Exchange listing standards. Our board of directors has  determined none of the directors on our audit committee presently meets the  definition of a “financial expert” based on their respective experience and  qualification. Our audit committee presently does not include a member who has  been determined by our board of directors to qualify as a “financial expert”.  Our board of directors is presently looking for a suitable candidate to join as  a member of our board of directors and who would meet the definition of  “financial expert”. We were unable to identify such a candidate during our most  recent fiscal year.

Compensation Committee Interlocks and Insider
Participation

Our compensation committee consisted  of Garry L. Anselmo and Stuart McCulloch. In July 31, 2011, Mr. McCulloch  passed away.  Since that time, Mr.  Anselmo has been the sole member of our compensation committee.  Mr. Anselmo serves as the chairman of the  compensation committee. The compensation committee has overall responsibility  for approving and evaluating the executive officer compensation plans, policies  and programs of the Company and administering the Company’s equity compensation  plans.

Code of Ethics

We have adopted a Code of Ethics that meets the requirements of
Section 406 of the Sarbanes-Oxley Act of 2002. Our Code of Ethics can be
reviewed on our corporate website located at www.silverado.com.If we
make any amendments to our Code of Ethics other than technical, administrative,
or other non-substantive amendments, or grant any waivers, including implicit
waivers, from a provision of our Code of Ethics, we will disclose the nature of
the amendment or waiver, its effective date and to whom it applies on our
website at www.silverado.com or in a report on Form 8-K filed with the
SEC.

Section 16(a) Beneficial Ownership Reporting Compliance

Based on its review of any copies of Forms 3, 4, and 5 (and any
amendments thereto) received by the Company with respect to its most recent
fiscal year, the Company believes that all applicable filing requirements were
complied with by reporting persons.

ITEM 11. EXECUTIVE COMPENSATION.

Executive Compensation

The following summary compensation table sets forth certain
compensation information for the Companys named executive officer. No other
named executive officer of the Company received compensation in excess of
$100,000 during the fiscal year ended November 30, 2010.

53

---

|SUMMARY COMPENSATION TABLE                                               
|-------------------------------------------------------------------------
|Name and principal 
      position (a)                                   
|Garry L Anselmo, Principal Executive Officer, President,
        Director
|2009                                                                     

We are party to a severance agreement with Mr. Anselmo. The
agreement provides for severance arrangements if a change of control of the
Company occurs, as defined, and he is terminated. The compensation payable to
Mr. Anselmo would include a lump sum payment of $4,000,000 plus the amount of
annual bonuses that Mr. Anselmo would be entitled to receive for the eighteen
month period following termination, plus benefits for the eighteen month period
following termination.

Outstanding Equity Awards At Fiscal Year-End

The following table sets forth information regarding
outstanding equity awards of our named executive officer at our fiscal year
ended November 30, 2010.

|OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END                                                     
|-------------------------------------------------------------------------------------------------
|OPTION AWARDS                                                                                    
|Name 
        (a)                                                                                
|Garry L.
        Anselmo, 
        Principal
        Executive
        Officer,
        President
|15,000,000                                                                                       
|6,000,000                                                                                        
|2,500,000                                                                                        
|Total                                                                                            

Director Compensation

The following table sets forth compensation information for the
Companys directors during fiscal year 2010.

54

---

|Name (a)            | Fees earned or paid in cash ($)
      (b) | Stock Awards ($) (c) | Option Awards ($) (d) | Non-Equity Incentive Plan
      Compensation ($) (e) | Nonqualified Deferred Compensation
      Earnings ($) (f) | All Other Compensation ($)
      (g) | Total ($) (h)
|------------------- | ----------------------------------------- | -------------------- | --------------------- | ---------------------------------------------------- | --------------------------------------------------------- | ------------------------------------ | -------------
|Stuart C. McCulloch | 0                                         | 0                    | 0                     | 0                                                    | 0                                                         | 0                                    | 0            
|Robert Dynes        | 0                                         | 0                    | 0                     | 0                                                    | 0                                                         | 0                                    | 0            
|Donald G. Balletto  | 0                                         | 0                    | 0                     | 0                                                    | 0                                                         | 0                                    | 0            

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The following table sets forth certain information concerning the  Company’s common shares owned beneficially as of August 31, 2011 by: (i) each  person (including any “group”) known by the Company to own beneficially more  than five percent (5%) of any class of the Company’s voting securities, (ii)  each director and named executive officer of the Company, and (iii) all  directors and executive officers of the Company as a group. As of August 31,  2011, no person is known to us to beneficially own more than 5% of our  outstanding common shares. Unless otherwise indicated, the shareholders listed  possess sole voting and investment power with respect to the shares listed.

|Title of Class | Name and Address of
      Beneficial Owner                                  | Number of Common
      Shares | Percentage of Common
      Shares(1)
|-------------- | --------------------------------------------------------------------------- | ----------------------------- | ------------------------------------
|Common Shares  | Garry L. Anselmo, 
      Director,
      President, Chief Executive Officer | 35,050,007 (2)                | 1.2%                                
|Common Shares  | Donald  Balletto,
Chief Financial Officer                                   | Nil                           | Nil                                 
|Common Shares  | All Directors and Named
      Executive Officers as a Group (2 persons)     | 35,050,007(3)                 | 1.2%                                

| | (1) | Under  Rule 13d-3, a beneficial owner of a security includes any person who, directly  or indirectly, through any contract, arrangement, understanding, relationship,  or otherwise has or shares: (i) voting power, which includes the power to vote,  or to direct the voting of shares; and (ii) investment power, which includes  the power to dispose or direct the disposition of shares. Certain shares may be  deemed to be beneficially owned by more than one person (if, for example,  persons share the power to vote or the power to dispose of the shares). In  addition, shares are deemed to be beneficially owned by a person if the person  has the right to acquire the shares (for example, upon exercise of an option)  within 60 days of the date as of which the information is provided. In  computing the percentage ownership of any person, the amount of shares  outstanding is deemed to include the amount of shares beneficially owned by  such person (and only such person) by reason of these acquisition rights. As a  result, the percentage of outstanding shares of any person as shown in this  table does not necessarily reflect the person’s actual ownership or voting  power with respect to the number of shares of common stock actually outstanding  on August 31, 2011. As of August 31, 2011, there were 2,914,377,244 common  shares of the Company issued and outstanding.
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | (2) | Consists  of 4,050,000 shares held by Garry L. Anselmo, 7 shares beneficially owned  through Tri-Con Mining Ltd, and 31,000,000 shares that can be acquired by Mr.  Anselmo upon exercise of options to purchase shares held by Mr. Anselmo within  60 days of the date hereof.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | (3) | Consists  of 4,083,407 shares held by the named individuals and 37,600,000 shares that  can be acquired by them upon exercise of options to purchase shares held by  them within 60 days of the date hereof.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

55

---

Changes in Control

We are not aware of any arrangement that may result in a change
in control of the Company.

Securities Authorized For Issuance Under Equity
Compensation Plans

Set forth in the table below is information regarding
outstanding equity awards made under equity compensation plans through November
30, 2010, the end of the most recently completed fiscal year.

|Plan Category                                                    |  | Number of securities to be issued upon
      exercise of outstanding options, warrants, and
      rights |  |   | Weighted average exercise price of
    outstanding options, warrants, and rights |  |  | Number of securities available for
    future plan issuance | 
|---------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------- |  | - | -------------------------------------------------------------------------------- |  |  | ----------------------------------------------------------- | 
|Equity compensation plans approved by
      security holders     |  | N/A                                                                                                      |  |   | N/A                                                                              |  |  | N/A                                                         | 
|Equity compensation plans not approved by security
      holders |  |                                                                                                          |  |   |                                                                                  |  |  |                                                             | 
|                                                                 |  |                                                                                                          |  |   |                                                                                  |  |  |                                                             | 
|2010-I Equity
      Compensation Plan                            |  | N/A                                                                                                      |  |   | N/A                                                                              |  |  | 2,848,964                                                   | 
|2009-III
      Equity Compensation Plan                          |  | N/A                                                                                                      |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2009-II Equity
      Compensation Plan                           |  | N/A                                                                                                      |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2009
      Equity Compensation Plan                              |  | N/A                                                                                                      |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2007-I Equity
      Compensation Plan                            |  | N/A                                                                                                      |  |   | N/A                                                                              |  |  | N/A                                                         | 
|2007
      Stock Option Plan                                     |  | 12,700,000                                                                                               |  | $ | 0.07                                                                             |  |  | N/A                                                         | 
|Equity Compensation Plans
      Prior to 2007                    |  | 31,600,000                                                                                               |  | $ | 0.05                                                                             |  |  | N/A                                                         | 

On January 29, 2009, our Board of Directors adopted the 2009
Equity Compensation Plan (the 2009 Plan) to encourage certain directors,
officers, employees, and consultants of the Company to acquire and hold stock in
the Company as an added incentive to remain with the Company, to increase their
efforts in promoting the interests of the Company and to enable the Company to
attract and retain capable individuals. The number of shares issued under the
Plan may not exceed 130,000,000 in aggregate. The 2009 Plan is administered by
the Committee. On January 29, 2009, the Company filed a registration statement
on Form S-8 to register all 130,000,000 of such shares. During the fiscal year
ended November 30, 2009, all 130,000,000 of such shares were issued to various
consultants for consulting and other services.

On June 1, 2009, our Board of Directors adopted the 2009-II
Equity Compensation Plan (the 2009-II Plan) to encourage certain directors,
officers, employees, and consultants of the Company to acquire and hold stock in
the Company as an added incentive to remain with the Company, to increase their
efforts in promoting the interests of the Company and to enable the Company to
attract and retain capable individuals. The number of shares issued under the
Plan may not exceed 80,000,000 in aggregate. The 2009-II Plan is administered by
a Committee and the committee made up of at least three members of the Board of
Directors. Such Committee consists of at least two non-employee Directors (the
Committee). On June 1, 2009, the Company filed a registration statement on
Form S-8 to register all 80,000,000 of such shares. During the fiscal year ended
November 30, 2009, all 80,000,000 of such shares were issued to various
consultants for consulting and other services.

On December 11, 2009, the Company adopted the 2009-III Equity
Compensation Plan (the 2009-III Plan) to encourage certain directors,
officers, employees, and consultants of the Company to acquire and hold stock in
the Company as an added incentive to remain with the Company and to increase
their efforts in promoting the interests of the Company and to enable the
Company to attract and retain capable individuals. The number of shares issued
under the 2009-III Plan may not exceed 120,000,000 in aggregate. On December 16,
2009, the Company filed a registration statement on Form S-8 to register all
120,000,000 of such shares. During the fiscal year ended November 30, 2010, all
120,000,000 of such shares were issued to various consultants for consulting and
other services.

On June 3, 2010, the Company adopted the 2010-I Equity
Compensation Plan (the 2010-I Plan) to encourage certain directors, officers,
employees, and consultants of the Company to acquire and hold stock in the
Company as an added incentive to remain with the Company and to increase their
efforts in promoting the interests of the Company and to enable the Company to
attract and retain capable individuals. The number of shares issued under the
2010-I Plan may not exceed 180,000,000 in aggregate. On June 9, 2010, the
Company filed a registration statement on Form S-8 to register all 180,000,000
of such shares.

During the fiscal year ended November 30, 2010, there were no
stock options granted under any equity compensation plan. Pursuant to several
consulting and other agreements, the Company issued an aggregate of 290,802,188
shares of the Companys common stock under equity compensation plans in payment
of consulting fees and other expenses, valued at the fair market price on
effective dates of the consulting agreements or based on the terms in the
agreements.

During the fiscal year ended November 30, 2009, there were no
stock options granted under any equity compensation plan. Pursuant to several
consulting and other agreements, the Company issued an aggregate of 213,319,102
shares of the Companys common stock under equity compensation plans in payment
of consulting fees and other expenses, valued at the fair market price on the
effective dates of the consulting agreements or based on the terms in the
agreements.

56

---

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE.

Service Agreements

The Company has had related party transactions with Tri-Con
Mining Ltd., Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc. (collectively
the Tri-Con Group), all of which are controlled by Garry L. Anselmo (their
sole shareholder), a director and officer of the Company.

The Tri-Con Group are operations, exploration and development
contractors and have been employed by the Company under contract since 1972 to
carry out all the Companys fieldwork and to provide administrative and
management services. Under the current contracts dated January 1, 1997, Tri-Con
Group has billed the Company cost plus 25% for exploration and cost plus 15% for
development and mining. The term cost means out-of-pocket or actual cost
incurred by Tri-Con Group plus 15% for office overhead including stand-by and
contingencies. There is no mark-up on capital purchases. The Tri-Con Group does
not charge the Company for the services of its directors who are also directors
of the Company. In addition, per the terms of the agreements, the Company paid a
base administration fee of CDN $10,000 per month to Tri-Con Mining Ltd. and US
$10,000 per month to Tri-Con Mining Inc., respectively.

During the fiscal year ended November 30, 2010, the Tri-Con
Groups services focused mainly on corporate planning; mining, drilling and
engineering planning and preparation for production on the Companys Nolan
property; and administration services. During the fiscal year ended November 30,
2010, there were nominal exploration activities due to the Companys cash flow
constraints and consequently the Tri-Con Group waived the US $10,000 monthly fee
and the CDN $10,000 monthly fee for the year ended November 30, 2010 for a total of US $235,505. As of November 30, 2010, the Company owed $849,026 to the
Tri-Con Group for exploration and administration services performed on behalf of
the Company.

For the fiscal year ended November 30, 2009, the Tri-Con
Groups services focused mainly on corporate planning, drilling, engineering
planning and preparation for production on the Companys Nolan property;
equipment and property maintenance; and administration services at both the
field and corporate offices. During the fiscal year ended November 30, 2009,
Tri-Con Mining Inc. forgave $600,000 of current year billings to the Company in
recognition of the Companys cash flow constraints. As of November 30, 2009,
after the adjustment of $600,000, Silverado owed $1,064,046 to the Tri-Con Group
for exploration and administration services rendered. The amounts are
non-interest bearing and due on demand.

The following is a summary of the aggregate amounts billed by
the Tri-Con Group for disbursements and for services rendered by the Tri-Con
Group personnel during the fiscal years ended November 30, 2010 and 2009:

|                                                                                  |   | 2010    |  |   | 2009      |   
|--------------------------------------------------------------------------------- | - | ------- |  | - | --------- | --
|Mineral exploration and
      administration services                             | $ |        |  | $ | 1,566,374 |   
|General administration and management
      services                              |   | 148,036 |  |   | 552,227   |   
|Amounts forgiven by Tri-Con
      Group                                           |   |        |  |   | (600,000  | ) 
|                                                                                  | $ | 148,036 |  | $ | 1,518,601 |   
|                                                                                  |   |         |  |   |           |   
|Amount of total charges in excess (less than)
      of the cost                   | $ | 20,938  |  | $ | (32,780   | ) 
|                                                                                  |   |         |  |   |           |   
|Percentage of excess(shortage) of the cost
      charged over total amount billed |   | 14.14%  |  |   | (2.16     | )%

Stock Option Grants

No stock options were granted to directors or executive
officers during the fiscal years ended November 30, 2010 and 2009.

57

---

Director Independence

As our common stock is currently traded on the OTC Bulletin
Board, we are not subject to the rules of any national securities exchange which
require that a majority of a listed companys directors and specified committees
of the board of directors meet independence standards prescribed by such rules.
For the purpose of preparing the disclosures in this Report on Form 10-K
regarding director independence, we have used the definition of independent
director set forth in the Marketplace Rules of The NASDAQ, which defines an
independent director generally as a person other than an executive officer or
employee of the Company or any other individual having a relationship which, in
the opinion of the Companys board of directors, would interfere with the
exercise of independent judgment in carrying out the responsibilities of a
director. Consistent with these standards, we believe that we do not have any independent directors.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets forth information regarding the amount
billed to us by our former independent auditor, Mallah Furman for each of our
last two fiscal years:

|                    |   | Fiscal years ended | 
|------------------- | - | ------------------ | 
|                    |   | November
      30  | 
|                    |   | 2010               | 
|Audit Fees:         | $ | 56,000             | 
|Audit Related Fees: | $ | 51,310             | 
|Tax Fees:           |   | --                 | 
|All Other Fees:     |   | 6,600              | 
|Total:              | $ | 113,910            | 

Audit Fees

Audit Fees are the aggregate fees billed by our independent
auditor for the audit of our consolidated annual financial statements, reviews
of interim financial statements and attestation services that are provided in
connection with statutory and regulatory filings or engagements.

Audit-Related Fees

Audit-Related Fees are fees charged by our independent auditor
for assurance and related services that are reasonably related to the
performance of the audit or review of our interim financial statements and are
not reported under 'Audit Fees.' This category comprises fees billed for
independent accountant review of our interim financial statements and management
discussion and analysis, as well as advisory services associated with our
financial reporting.

Policy on Pre-Approval by Audit Committee of Services
Performed by Independent Auditors

Our Audit Committee pre-approves all audit services to be
provided to us by our independent auditors. Our Audit Committees policy
regarding the pre-approval of non-audit services to be provided to us by our
independent auditors is that all such services shall be pre-approved by the
Audit Committee. Non-audit services that are prohibited to be provided by our
independent auditors may not be pre-approved. In addition, prior to the granting
of any pre-approval, our Audit Committee must be satisfied that the performance
of the services in question will not compromise the independence of the
independent auditors.

Discussions with Audit Committee

Our audit committee discussed with the auditors any
relationships that may impact their objectivity and independence, including fees
for non-audit services, and satisfied itself as to the auditors independence.
The audit committee also discussed with management and the independent auditors
the quality and adequacy of its internal controls. The audit committee reviewed
with the independent auditors their management letters.

58

---

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

|Number | Description of Exhibit                                                                                                                                                                              
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                     
|3.1    | Articles of
        Incorporation of the Company (1)                                                                                                                                                
|3.2    | Amendment to Articles of Incorporation
        of the Company (2)                                                                                                                                   
|3.3    | Altered Memorandum
        of the Company (3)                                                                                                                                                       
|3.4    | Amendment to Articles of Incorporation
        of the Company (7)                                                                                                                                   
|4.1    | Share certificate
        representing common shares of the capital of the Company (1)                                                                                                              
|10.1   | Agreement for Conditional Purchase
        and Sale of Mining Property between the Company and Roger C. Burggraf
        dated October 6, 1978  Grant Mine Property (1)                            
|10.2   | Agreement for
        Conditional Purchase and Sale of Mining Property between the Company and
        Paul Barelka, Donald May and Mark Thoennes dated May 12, 1979  St.
        Paul Property (1)
|10.3   | Lease of Mining Claims with
        Option to Purchase between the Company and Alaska Mining Company, Inc.
        dated February 3, 1995  Hammond Property (4)                                    
|10.4   | Change of Control
        Agreement between the Company and Garry L. Anselmo dated May, 1995(6)                                                                                                     
|10.5   | Amendment to Change of Control
        Agreement between the Company and Garry L. Anselmo (6)                                                                                                       
|10.6   | Operating Agreement
        between the Company and Tri-Con Mining Ltd. Dated January 1, 1997 (5)                                                                                                   
|10.7   | Operating Agreement between
        the Company and Tri-Con Mining Inc. dated January 1, 1997 (6)                                                                                                   
|10.8   | Operating Agreement
        between the Company and Tri-Con Mining Alaska Inc. dated January 1, 1997
        (6)                                                                                    
|10.9   | Form of Warrant Exercise Agreement
        between the Company and certain of the selling security holders (8)                                                                                      
|10.10  | Form of Delay
        Agreement between the Company and certain of the Selling Shareholders
        (8)                                                                                             
|10.11  | 2006 Stock Option Plan (10)                                                                                                                                                                         
|10.12  | 2006-II Stock
        Option Plan (11)                                                                                                                                                              
|10.13  | 2007 Stock Option Plan (12)                                                                                                                                                                         
|10.14  | Shared Well
        Agreement between the Company and Sukakpak, Inc., dated May 17, 2007 (14)                                                                                                       
|10.15  | 2007-1 Equity Compensation Plan
        (13)                                                                                                                                                        
|10.16  | Lease Agreement
        between the Company and TA Properties (Canada) Ltd., dated March 30, 2007
        (15)                                                                                      
|10.17  | Indemnity Agreements between
        the Company and Garry L. Anselmo, Stuart C. McCulloch, and James F. Dixon,
        each dated October 27, 2008 (16)                                            
|10.18  | Indemnity Agreements
        between the Company and Garry L. Anselmo, Stuart C. McCulloch, Donald
        G. Balletto, Robert M. Dynes and John Mackay, each dated December 23,
        2009 (17)  
|10.19  | 2009 Equity Compensation Plan
        (18)                                                                                                                                                          
|10.20  | 2009-II Equity
        Compensation Plan (19)                                                                                                                                                       
|10.21  | Equity Line of Credit Agreement
        between the Company and Ashborne Finance Ltd.(20)                                                                                                           
|10.22  | Consulting Agreement
        between the Company and 1315781 Ontario Inc. (21)                                                                                                                      
|10.23  | Note Purchase Agreement between
        the Company and St. George Investments, LLC. (22)                                                                                                           
|10.24  | 2009-III Equity
        Compensation Plan (23)                                                                                                                                                      
|10.25  | 2010-I Equity Compensation Plan
        (24)                                                                                                                                                        
|14.1   | Code of Ethics
        (9)                                                                                                                                                                          
|23.1*  | Consent  of Manning Elliot, LLP                                                                                                                                                                     
|23.2*  | Consent  of Thomas K. Bundtzen                                                                                                                                                                      
|31.1 * | Certification
        of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                                              
|31.2 * | Certification
        of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                                              
|32.1 * | Certification
        of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as
        adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                               
|32.2 * | Certification
        of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as
        adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                               

|(1)  | Filed as an exhibit to the Companys Registration
      Statement on Form 10 filed initially on May 11, 1984, as
amended.
|---- | -------------------------------------------------------------------------------------------------------------------------
|(2)  | Filed as an exhibit to the Companys Quarterly Report on
      Form 10-Q filed on July 15, 1997.                         
|(3)  | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on September 11, 2002.                       
|(4)  | Filed as an exhibit to the Companys Annual Report on
      Form 10-K for the fiscal year ended November 30, 1995.       
|(5)  | Filed as an exhibit to the Companys Annual Report on
      Form 10-K for the fiscal year ended November 30, 1996.       
|(6)  | Filed as an exhibit to the Companys Annual Report on
      Form 10-KSB for the fiscal year ended November 30, 2002.     
|(7)  | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on June 13, 2003.                            
|(8)  | Filed as an exhibit to the Companys Registration
      Statement on Form SB-2 filed on May 19, 2004.                    
|(9)  | Filed as an exhibit to the Companys Quarterly Report on
      Form 10-QSB filed on July 15, 2004.                       
|(10) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on April 11, 2006.                   
|(11) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on March 31, 2006.                   
|(12) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on February 20, 2007.                
|(13) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on September 7, 2007.                
|(14) | Filed as an exhibit to the Companys Annual Report on
      Form 10-KSB for the fiscal year ended November 30, 2007.     
|(15) | Filed as an exhibit to the Companys Quarterly Report on
      Form 10-QSB filed on July 15, 2008.                       
|(16) | Filed as exhibits to the Companys Current Report on Form
      8-K filed on October 29, 2008.                           
|(17) | Filed as exhibits to the Companys Current Report on Form
      8-K filed on December 23, 2009.                          
|(18) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on January 29, 2009.                 
|(19) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on June 1, 2009.                     
|(20) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on May 12, 2009.                             
|(21) | Filed as an exhibit to the Companys Quarterly Report on
      Form 10-Q filed on October 15, 2009.                      
|(22) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on January 28, 2010.                         
|(23) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on December 16, 2009.                
|(24) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on June 9, 2010.                     

* Filed herewith.

59

---

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
  Securities Exchange Act of 1934, the Registrant has duly caused this report to
  be signed on its behalf by the undersigned, thereunto duly authorized.

|                        | Silverado Gold Mines Ltd.                                  
|----------------------- | -----------------------------------------------------------
|                        |                                                            
|                        |                                                            
|                        |                                                            
|Date: December 12, 2011 | By: /s/ Garry L. Anselmo                                   
|                        | Garry L. Anselmo,                                          
|                        | President and Chief Executive Officer
      (Principal     
|                        | Executive Officer)                                         
|                        |                                                            
|Date: December 12, 2011 | By: /s/ Donald G. Balletto                                 
|                        | Donald G. Balletto,                                        
|                        | Chief Financial Officer (Principal Financial
      Officer)

Pursuant to the requirements of the Securities Exchange Act of
  1934, 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: December 12, 2011 | By: /s/ Garry L. Anselmo                                               
|----------------------- | -----------------------------------------------------------------------
|                        | Garry L. Anselmo,                                                      
|                        | Director, President, Chief Executive Officer
      (Principal Executive
|                        | Officer)                                                               
|                        |                                                                        
|Date: December 12, 2011 | By: /s/ Donald G. Balletto                                             
|                        | Donald G. Balletto,                                                    
|                        | Director, Chief Financial Officer (Principal
      Financial Officer)  

60

---