---

UNITED STATESSECURITIES AND EXCHANGE COMMISSION
  Washington, D.C. 20549

FORM 10-KSB/AAmendment No. 1

(Mark One)
  [ x ] Annual Report Pursuant To Section 13 Or 15(D) Of The Securities Exchange
  Act Of 1934
  For the fiscal year ended NOVEMBER 30, 2005 []
  Transition Report Under Section 13 Or 15(D) Of The Securities Exchange Act Of
  1934 
  For the transition period from ____ to ____  COMMISSION FILE NUMBER: 0-12132

SILVERADO GOLD MINES LTD.(Name of small business issuer in its charter)

|British Columbia, Canada                                       | 98-0045034                     
|-------------------------------------------------------------- | -------------------------------
|(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification
|                                                               | No.)                           
|                                                               |                                
|                                                               |                                
|Suite 505, 1111 West Georgia Street                            |                                
|Vancouver, British Columbia, Canada                            | V6E 4M3                        
|(Address of principal executive offices)                       | (Zip Code)                     
|                                                               |                                
|                                                               |                                
|(604) 689-1535                                                 |                                
|Issuer's telephone number                                      |                                

Securities registered under Section 12(b) of the Exchange Act: NONE.

Securities registered under Section 12(g) of the Exchange Act:

COMMON SHARES, NO PAR VALUE

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

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

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

State issuer's revenues for its most recent fiscal year $NIL

State the aggregate market value of the voting and non-voting
  common equity held by non-affiliates computed by reference to the price at which
  the common equity was sold, or the average bid and asked price of such common
  equity, as of a specified date within the past 60 days. (See definition of affiliate
  in Rule 12b-2of the Exchange Act.) $68,971,134 as of February 22,
  2006.

State the number of shares outstanding of each of the issuer's
  classes of common equity, as of the latest practicable date. 438,672,479
  common shares, no par value outstanding as of February 22, 2006.

Transitional Small Business Disclosure Format (check one): Yes
  []
  No [ x ]

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EXPLANATORY NOTE

This Amendment No. 1 (the “Amendment No. 1”) to the
  Annual Report on Form 10-KSB for the year ended November 30, 2005, as originally
  filed with the SEC on February 28, 2006 (the “Original Form 10-KSB”)
  amends Item 7 of the Original Form 10-KSB and the audited financial statements
  for the years ended November 30, 2005 and 2004 included with the Original Form
  10-KSB (the “2005 Financial Statements”) and Item 13 of the Original
  Form 10-KSB.

The 2005 Financial Statements have been amended to:

|1. | Include the revised audit report of Amisano Hanson,
        Chartered Accountants, (the "Prior Auditor's Report") on the
        Company's financial statements for the year ended November 30, 2004. The
        Prior Auditor's Report has been amended to add a subsequent date to the
        date of the Prior Auditor’s Report with respect to Note 17 to the
        financial statements of the Company for the year ended November 30, 2005.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|2. | Correct the amount of the net loss for the year ended
        November 30, 2004 reported on the Consolidated Statement of Stockholders’
        Equity (Deficiency).                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|3. | Correct the reference in Note 6 – Asset Retirement
        Obligations to confirm that an amount of $47,378 was charged to operations
        in the year ended November 30, 2003, rather than in the year ended November
        30, 2004 as stated in the financial statements included in the Original
        Form 10-KSB.                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|4. | Correct the amount of the net loss for the year ended
        November 30, 2004 reported in Note 9(a) – Common Stock – Stock
        Options and the corresponding pro forma net loss for the year ended November
        30, 2004.                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|5. | Correct the amount of the net loss for the year ended
        November 30, 2004 attributable to Canada and the total net loss for the
        year ended November 30, 2004 reported in Note 13 – Segment Disclosures.                                                                                                                                                                                                                                

Item 13 of the Original Form 10-KSB has been amended to:

|1. | Correct the reference to the amount paid to the Tri-Con
        Mining Group for administrative and management services for the year ended
        November 30, 2004 to $1,363,148 from $831,017, as reported in the Original
        Form 10-KSB. The amount reported in the Amendment No. 1 is consistent
        with the disclosure in the financial statements included with the Original
        Form 10-KSB.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                    
|2. | Correct the reference to the total amount paid to
        the Tri-Con Mining Group for services for the year ended November 30,
        2004 to $2,391,844 from $1,481,286, as reported in the Original Form 10-KSB.
        The amount reported in the Amendment No. 1 is consistent with the disclosure
        in the financial statements included with the Original Form 10-KSB.                              

This Amendment No. 1 does not amend any other information included
  in the Original Form 10-KSB.

- 2 -

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ITEM 7. FINANCIAL STATEMENTS.

Our audited financial statements for the year ended November
  30, 2005, as set forth below, are included with this Annual Report on Form 10-KSB.
  Our audited financial statements are prepared on the basis of accounting principles
  generally accepted in the United States and are expressed in U.S. dollars.

|                                                                                                                                                                                                                                                 |  | Page       
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | -----------
|                                                                                                                                                                                                                                                 |  |            
|Report of Independent Registered Public
        Accounting Firm  Berkovits, Lago & Company, LLP                                                                                                                                                 |  | F-1        
|                                                                                                                                                                                                                                                 |  |            
|Auditors Report  Amisano Hanson,
        Chartered Accountants                                                                                                                                                                                 |  | F-2        
|                                                                                                                                                                                                                                                 |  |            
|Consolidated Balance Sheets, November
        30, 2005 and 2004                                                                                                                                                                                  |  | F-3        
|                                                                                                                                                                                                                                                 |  |            
|Consolidated Statements of Operations
        and other Comprehensive Income for the Years Ended November 30, 2005 and
        2004 and for the period since Recommencement of Exploration Stage, December
        1, 2001, to November 30, 2005 |  | F-4        
|                                                                                                                                                                                                                                                 |  |            
|Consolidated Statement of Stockholders
        Equity (Deficiency) for the and for the period since Recommencement of
        Exploration Stage, December 1, 2001, to November 30, 2005                                                         |  | F-5 to F-6 
|                                                                                                                                                                                                                                                 |  |            
|Consolidated Statements of Cash Flows
        for the Years Ended November 30, 2005 and 2004 and for the period since
        Recommencement of Exploration Stage, December 1, 2001, to November 30,
        2005                                |  | F-7        
|                                                                                                                                                                                                                                                 |  |            
|Notes to Consolidated Financial Statements                                                                                                                                                                                                       |  | F-7 to F-26

- 3 -

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SILVERADO GOLD MINES LTD.

(An Exploration Stage Company)

REPORT AND CONSOLIDATED FINANCIAL STATEMENTS

November 30, 2005 and 2004

(Stated in United States Dollars)



F-i

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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. and Subsidiary (An Exploration Stage Company) as of
  November 30, 2005, and the related consolidated statements of operations and
  other comprehensive income, stockholders deficiency, and cash flows for
  the year ended November 30, 2005. These financial statements are the responsibility
  of the companys management. Our responsibility is to express an opinion
  on these financial statements based on our audit. Our opinion on the consolidated
  statements of operations and other comprehensive income, stockholders
  deficiency, and cash flows for the period since recommencement of the exploration
  stage, December 1, 2001 to November 30, 2005 insofar as it relates to amounts
  for the prior periods through November 30, 2004 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. The company is not
  required to have, nor were we engaged to perform, an audit of its internal control
  over financial reporting. Our audit 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 also includes examining, on
  a test basis, evidence supporting the amounts and disclosures in the financial
  statements, 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, the financial statements referred to above present
  fairly, in all material respects, the financial position of Silverado Gold Mines
  Ltd. and Subsidiary (An Exploration Stage Company) as of November 30, 2005,
  and the results of its operations and its cash flows for the year ended November
  30, 2005 in conformity with accounting principles generally accepted in the
  United States of America.

The accompanying financial statements have been prepared assuming
  that the Company will continue as a going concern. As discussed in Note 1 to
  the financial statements, the Companys dependence on outside financing,
  lack of sufficient working capital, and recurring losses from activities in
  the exploration stage raise substantial doubt about the Companys ability
  to continue as a going concern. Managements plans are described in Note
  1 to the financial statements. The financial statements do not include any adjustments
  that might result from the outcome of this uncertainty.

As described in Note 17 to the consolidated financial statements,
  the accompanying consolidated financial statements of Silverado Gold Mines Ltd.
  and Subsidiary as of November 30, 2004 and for the year then ended have been
  restated to reflect the proper accounting for exploration and development advances
  previously capitalized. We also audited the adjustments described in Note 17
  that were applied to restate the November 30, 2004 consolidated financial statements.
  In our opinion, such adjustments are appropriate and have been properly applied.

*/s/ Berkovits, Lago & Company, LLP*
  Fort Lauderdale, Florida 
  February 20, 2006

F-1

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|A PARTNERSHIP of INCORPORATED PROFESSIONALS | AMISANO HANSON      
|------------------------------------------- | --------------------
|                                            | CHARTEREDACCOUNTANTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders, 
  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) and its subsidiary
  as of November 30, 2004 and the related consolidated statements of operations
  and other comprehensive income, cash flows and stockholders' equity (deficiency)
  for the year ended November 30, 2004. These financial statements are the responsibility
  of the Company's management. Our responsibility is to express an opinion on
  these financial statements based on our audit.

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

In our opinion, these financial statements referred to above
  present fairly, in all material respects, the financial position of Silverado
  Gold Mines Ltd. (An Exploration Stage Company) and its subsidiary as of November
  30, 2004 and the results of their operations and their cash flows for the year
  ended November 30, 2004, in conformity with accounting principles generally
  accepted in the United States of America.

The accompanying financial statements referred to above have
  been prepared assuming that the Company will continue as a going concern. As
  discussed in Note 1 to the financial statements, the Company has a working capital
  deficiency, has not yet achieved profitable operations and is dependent on its
  ability to raise capital from shareholders or other sources to sustain operations.
  These factors, along with other matters as set forth in Note 1, raise substantial
  doubt that the Company will be able to continue as a going concern. The financial
  statements do not include any adjustments that might result from the outcome
  of this uncertainty.

|Vancouver, Canada                                                              | /s/ Amisano Hanson   
|------------------------------------------------------------------------------ | ---------------------
|February 21, 2005, except as to Note 17 which
      is as at February 20, 2006 | Chartered Accountants

750 WEST PENDER STREET, SUITE 604
      TELEPHONE:    604-689-0188VANCOUVER CANADA
      FACSIMILE:      604-689-9773V6C 2T7
      E-MAIL:         
          amishan@telus.net F-2


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SILVERADO GOLD MINES LTD.(An Exploration Stage Company) 
  CONSOLIDATED BALANCE SHEETS 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)

|                                                      |   | 2005        |   |   | 2004        |  
|----------------------------------------------------- | - | ----------- | - | - | ----------- | -
|                                                      |   |             |   |   | (Restated)  |  
|                                                      |   |             |   |   |             |  
|**ASSETS**                                            |  
|                                                      |   |             |   |   |             |  
|Current                                               |   |             |   |   |             |  
|Cash and cash equivalents                             | $ | 408,589     |   | $ | 12,828      |  
|Gold inventory                                        |   | 27,916      |   |   | 48,819      |  
|Amounts receivable                                    |   | 6,594       |   |   | 8,162       |  
|Prepaid expense                                       |   | -           |   |   | 122,000     |  
|                                                      |   |             |   |   |             |  
|                                                      |   | 443,099     |   |   | 191,809     |  
|Property, plant and equipment                         |   | 1,285,553   |   |   | 1,640,791   |  
|                                                      |   |             |   |   |             |  
|                                                      | $ | 1,728,652   |   | $ | 1,832,600   |  
|                                                      |   |             |   |   |             |  
|LIABILITIES                                           |  
|Current                                               |   |             |   |   |             |  
|Accounts payable and accrued liabilities              | $ | 393,058     |   | $ | 365,297     |  
|Mineral claims royalty
      payable                  |   | 400,000     |   |   | 320,000     |  
|Payable to related party                              |   | 70,282      |   |   | -           |  
|Convertible debentures,
      current portion         |   | 176,652     |   |   | 176,652     |  
|Capital lease obligation, current portion             |   | 258,254     |   |   | 510,014     |  
|                                                      |   |             |   |   |             |  
|                                                      |   | 1,298,246   |   |   | 1,371,963   |  
|Asset retirement obligation                           |   | 539,453     |   |   | 489,300     |  
|Capital lease obligations                             |   | 463,895     |   |   | 407,468     |  
|                                                      |   |             |   |   |             |  
|                                                      |   | 2,301,594   |   |   | 2,268,731   |  
|                                                      |   |             |   |   |             |  
|SHAREHOLDERS EQUITY (DEFICIT)                        |  
|Capital stock                                         |   |             |   |   |             |  
|Authorized: unlimited common shares with no par value |   |             |   |   |             |  
|Issued and outstanding:                               |   |             |   |   |             |  
|355,054,275 common shares (2004:
      224,449,587)   |   | 71,526,738  |   |   | 68,253,942  |  
|Additional paid-in capital                            |   | 466,314     |   |   | 466,314     |  
|Shares to be issued                                   |   | 54,500      |   |   | 70,000      |  
|Accumulated deficit during exploration                |   | (72,620,494 | ) |   | (69,226,387 | )
|                                                      |   |             |   |   |             |  
|                                                      |   | (572,942    | ) |   | (436,131    | )
|                                                      |   |             |   |   |             |  
|                                                      | $ | 1,728,652   |   | $ | 1,832,600   |  

APPROVED BY THE DIRECTORS:

|/s/ Garry L. Anselmo | Director |  | /s/James F. Dixon | Director
|-------------------- | -------- |  | ----------------- | --------
|Garry L. Anselmo     |          |  | James F. Dixon    |         

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL
  STATMENTS

F-3

---

SILVERADO GOLD MINES LTD.(An Exploration Stage Company) 
  CONSOLIDATED STATEMENTS OF OPERATIONS & OTHER COMPREHENSIVE INCOME 
  for the years ended November 30, 2005 and 2004 
  (Stated in United States Dollars)

|                                              |   |                        |   |   |                  |   |   | Period Since         |  
|--------------------------------------------- | - | ---------------------- | - | - | ---------------- | - | - | -------------------- | -
|                                              |   |                        |   |   |                  |   |   | Recommencement Of    |  
|                                              |   |                        |   |   |                  |   |   | Exploration Stage    |  
|                                              |   | Year ended November 30 |   |   | December 1, 2001 |  
|                                              |   | 2005                   |   |   | 2004             |   |   | To November 30, 2005 |  
|                                              |   |                        |   |   | (Restated)       |   |   | (Restated)           |  
|General and Administrative Expenses           |   |                        |   |   |                  |   |   |                      |  
|Accounting and audit                          | $ | 72,294                 |   | $ | 43,725           |   | $ | 174,014              |  
|Advertising and promotion                     |   | 215,247                |   |   | 270,822          |   |   | 1,477,517            |  
|Consulting fees                               |   | 362,272                |   |   | 1,150,904        |   |   | 4,383,230            |  
|Depreciation, accretion
      and impairment  |   | 259,087                |   |   | 275,432          |   |   | 1,743,660            |  
|Exploration expenses                          |   | 746,196                |   |   | 1,395,078        |   |   | 8,627,360            |  
|Financing activities                          |   | 252,003                |   |   | -                |   |   | 252,003              |  
|Interest on convertible debentures            |   | 13,033                 |   |   | 15,074           |   |   | 673,407              |  
|Interest on capital lease
      obligations   |   | 56,427                 |   |   | 56,905           |   |   | 257,589              |  
|Legal                                         |   | 64,914                 |   |   | 92,834           |   |   | 271,488              |  
|Management services                           |   | 653,010                |   |   | 860,518          |   |   | 1,922,519            |  
|Office                                        |   | 499,726                |   |   | 331,621          |   |   | 1,786,944            |  
|Other interest and bank
      charges         |   | 7,306                  |   |   | 6,911            |   |   | 27,637               |  
|Reporting and investor relations              |   | 62,253                 |   |   | 33,559           |   |   | 114,639              |  
|Research                                      |   | 120,293                |   |   | 79,967           |   |   | 605,679              |  
|Transfer agent fees and mailing               |   | 23,125                 |   |   | 24,347           |   |   | 91,349               |  
|Write-off of mineral claim
      expenditures |   | -                      |   |   | -                |   |   | 1,159,529            |  
|Write-down of property, plant and equipment   |   | -                      |   |   | 285,875          |   |   | 285,875              |  
|                                              |   |                        |   |   |                  |   |   |                      |  
|Total General and Administrative Expenses     |   | (3,407,186             | ) |   | (4,923,572       | ) |   | (23,854,439          | )
|                                              |   |                        |   |   |                  |   |   |                      |  
|Interest and other income                     |   | 2,296                  |   |   | 3,171            |   |   | 92,790               |  
|                                              |   |                        |   |   |                  |   |   |                      |  
|Cumulative effect of accounting change        |   | -                      |   |   | -                |   |   | (153,226             | )
|                                              |   |                        |   |   |                  |   |   |                      |  
|Other comprehensive income                    |   |                        |   |   |                  |   |   |                      |  
|                                              |   |                        |   |   |                  |   |   |                      |  
|Gain on foreign exchange                      |   | 10,783                 |   |   | 84,038           |   |   | 143,073              |  
|                                              |   |                        |   |   |                  |   |   |                      |  
|Loss and comprehensive loss for the period    | $ | (3,394,107             | ) | $ | (4,836,363       | ) | $ | (23,771,802          | )
|                                              |   |                        |   |   |                  |   |   |                      |  
|Net loss per share                            | $ | (0.01                  | ) | $ | (0.03            | ) |   |                      |  
|                                              |   |                        |   |   |                  |   |   |                      |  
|Basic and diluted weighted average number of  |   |                        |   |   |                  |   |   |                      |  
|common shares outstanding                     |   | 280,724,907            |   |   | 187,220,337      |   |   |                      |  

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL
  STATMENTS

F-4

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SILVERADOGOLDMINESLTD.(An Exploration Stage Company) 
  CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY) 
  for the years ended November 30, 2002 to 2005 
  (Stated in United States Dollars)

|                                         |              |  |   |            |  |   |               |   |   |            |  |   |              |   |   | Deficit     |   |   |            |  
|---------------------------------------- | ------------ |  | - | ---------- |  | - | ------------- | - | - | ---------- |  | - | ------------ | - | - | ----------- | - | - | ---------- | -
|                                         |              |  |   |            |  |   |               |   |   |            |  |   |              |   |   | Accumulated |   |   |            |  
|                                         |              |  |   |            |  |   |               |   |   | Additional |  |   |              |   |   | During the  |   |   |            |  
|                                         | Common Stock |  |   | Share      |  |   | Paid-in       |   |   | Deferred   |  |   | Exploration  |   |   |             |  
|                                         | Shares       |  |   | Amount     |  |   | Subscriptions |   |   | Capital    |  |   | Compensation |   |   | Stage       |   |   | Total      |  
|                                         |              |  |   |            |  |   |               |   |   |            |  |   |              |   |   |             |   |   |            |  
|Balance, November 30, 2001               | 42,423,988   |  | $ | 47,056,285 |  | $ | -             |   | $ | -          |  | $ | -            |   | $ | (48,904,944 | ) | $ | (1,848,659 | )
|Shares issued:                           |              |  |   |            |  |   |               |   |   |            |  |   |              |   |   |             |   |   |            |  
|For options exercised                    | 6,900,000    |  |   | 925,000    |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 925,000    |  
|For warrants exercised                   | 16,250,000   |  |   | 1,970,000  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 1,970,000  |  
|For consulting fees                      | 20,775,000   |  |   | 1,232,551  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 1,232,551  |  
|For private placements                   | 2,511,668    |  |   | 2,922,000  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 2,922,000  |  
|In lieu of payment for debentures        | 6,944,308    |  |   | 1,465,927  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 1,465,927  |  
|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 private placements (net)             | 24,651,340   |  |   | 5,344,245  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 5,344,245  |  
|For options exercised                    | 200,000      |  |   | 70,000     |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 70,000     |  
|For warrants exercised                   | 15,278,171   |  |   | 1,344,575  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 1,344,575  |  
|For consulting fees                      | 2,511,668    |  |   | 554,085    |  |   | (268,613      | ) |   | -          |  |   | -            |   |   | -           |   |   | 285,472    |  
|In lieu of payment for debentures        | 5,299,542    |  |   | 1,181,467  |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 1,181,467  |  
|Subscriptions received                   | -            |  |   | -          |  |   | 115,000       |   |   | -          |  |   | -            |   |   | -           |   |   | 115,000    |  
|Amortization of stock-based compensation | -            |  |   | -          |  |   | -             |   |   | -          |  |   | 129,397      |   |   | -           |   |   | 129,397    |  
|Stock option 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 private placements                   | 55,114,441   |  |   | 2,564,899  |  |   | (115,000      | ) |   | -          |  |   | -            |   |   | -           |   |   | 2,449,899  |  
|For warrants exercised                   | 14,876,597   |  |   | 845,745    |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 845,745    |  
|For consulting fees                      | 6,416,667    |  |   | 577,140    |  |   | -             |   |   |            |  |   | -            |   |   | -           |   |   | 577,140    |  
|In lieu of payment for debentures        | 2,014,530    |  |   | 200,023    |  |   | -             |   |   | -          |  |   | -            |   |   | -           |   |   | 200,023    |  
|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 (Restated)    | 224,449,587  |  |   | 68,253,942 |  |   | 70,000        |   |   | 466,314    |  |   | -            |   |   | (69,226,387 | ) |   | (436,131   | )

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL
  STATMENTS

F-5

---

SILVERADOGOLDMINESLTD.(An Exploration Stage Company) 
  CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY) 
  for the years ended November 30, 2002 to 2005 
  (Stated in United States Dollars)

|                           |              |  |   |            |  |   |               |   |   |            |  |   |              |  |   | Deficit     |   |   |            |  
|-------------------------- | ------------ |  | - | ---------- |  | - | ------------- | - | - | ---------- |  | - | ------------ |  | - | ----------- | - | - | ---------- | -
|                           |              |  |   |            |  |   |               |   |   |            |  |   |              |  |   | Accumulated |   |   |            |  
|                           |              |  |   |            |  |   |               |   |   | Additional |  |   |              |  |   | During the  |   |   |            |  
|                           | Common Stock |  |   | Share      |  |   | Paid-in       |   |   | Deferred   |  |   | Exploration  |  |   |             |  
|                           | Shares       |  |   | Amount     |  |   | Subscriptions |   |   | Capital    |  |   | Compensation |  |   | Stage       |   |   | Total      |  
|                           |              |  |   |            |  |   |               |   |   |            |  |   |              |  |   |             |   |   |            |  
|Shares issued:             |              |  |   |            |  |   |               |   |   |            |  |   |              |  |   |             |   |   |            |  
|For private placements     | 120,219,687  |  |   | 2,735,893  |  |   | (70,000       | ) |   | -          |  |   | -            |  |   | -           |   |   | 2,665,893  |  
|For consulting fees        | 6,285,000    |  |   | 284,900    |  |   |               |   |   | -          |  |   | -            |  |   | -           |   |   | 284,900    |  
|Subscriptions received     | -            |  |   | -          |  |   | 54,500        |   |   | -          |  |   | -            |  |   | -           |   |   | 54,500     |  
|Stock-based compensation   | 4,100,001    |  |   | 252,003    |  |   |               |   |   | -          |  |   | -            |  |   | -           |   |   | 252,003    |  
|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 FINANCIAL
  STATMENTS

F-6

---

SILVERADO GOLD MINES LTD.(An Exploration Stage Company) 
  CONSOLIDATED STATEMENTS OF CASH FLOWS 
  for the years ended November 30, 2005 and 2004 
  (Stated in United States Dollars)

|                                                             |   |                         |   |   |                  |   |   | Period Since         |  
|------------------------------------------------------------ | - | ----------------------- | - | - | ---------------- | - | - | -------------------- | -
|                                                             |   |                         |   |   |                  |   |   | Recommencement       |  
|                                                             |   |                         |   |   |                  |   |   | Of Exploration Stage |  
|                                                             |   | Years Ended November 30 |   |   | December 1, 2001 |  
|                                                             |   | 2005                    |   |   | 2004             |   |   | to November 30, 2005 |  
|                                                             |   |                         |   |   | (Restated)       |   |   | (Restated)           |  
|Cash Flows used in Operating Activities                      |   |                         |   |   |                  |   |   |                      |  
|Net loss for the period                                      | $ | (3,394,107              | ) | $ | (4,836,363       | ) | $ | (23,771,802          | )
|Adjustments to reconcile
      loss to net cash provided     |   |                         |   |   |                  |   |   |                      |  
|by (used in) operating activities:                           |   |                         |   |   |                  |   |   |                      |  
|Cumulative
      effect of accounting change                 |   | -                       |   |   | -                |   |   | 153,226              |  
|Depreciation, accretion
      and impairment                 |   | 259,087                 |   |   | 275,432          |   |   | 1,743,660            |  
|Stock
      based compensation                               |   | -                       |   |   | 79,712           |   |   | 2,252,950            |  
|Stock issued for debenture                                   |   | -                       |   |   | -                |   |   | 217,687              |  
|Non-cash
      consulting expense                            |   | 284,900                 |   |   | 577,140          |   |   | 862,040              |  
|Non-cash financing
      expense                             |   | 252,003                 |   |   | -                |   |   | 252,003              |  
|Interest
      accrued                                       |   | -                       |   |   | 5,881            |   |   | 486,370              |  
|Write-off of mineral
      claim expenditures                |   | -                       |   |   | -                |   |   | 1,159,529            |  
|Write-down
      of property, plant and equipment            |   | -                       |   |   | 285,875          |   |   | 285,875              |  
|Changes in non-cash operating working
      capital:         |   |                         |   |   |                  |   |   |                      |  
|Amounts
      receivable                                     |   | 1,568                   |   |   | 14,931           |   |   | (3,719               | )
|Gold inventory                                               |   | 20,903                  |   |   | 51,700           |   |   | (16,776              | )
|Prepaid
      expense                                        |   | 122,000                 |   |   | (122,000         | ) |   | -                    |  
|Exploration and development
      advances                   |   | -                       |   |   | 118,889          |   |   | -                    |  
|Share
      subscriptions issued                             |   | (15,500                 | ) |   | 70,000           |   |   | 169,500              |  
|Accounts payable and
      accrued liabilities               |   | 27,761                  |   |   | (33,543          | ) |   | (203,335             | )
|Increase
      in mineral claims royalty payable             |   | 80,000                  |   |   | 80,000           |   |   | 83,500               |  
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Net cash used in Operating Activities                        |   | (2,361,385              | ) |   | (3,432,346       | ) |   | (16,329,292          | )
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Cash Flows used in Investing Activities                      |   |                         |   |   |                  |   |   |                      |  
|Purchase of property, plant and
      equipment              |   | (7,312                  | ) |   | (8,193           | ) |   | (1,334,705           | )
|Disposal of property, plant and
      equipment              |   | 49,200                  |   |   | 103,052          |   |   | 152,252              |  
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Net cash provided (used) from Investing Activities           |   | 41,888                  |   |   | 94,859           |   |   | (1,182,453           | )
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Cash Flows from Financing Activities                         |   |                         |   |   |                  |   |   |                      |  
|Common stock issued for cash (net
      of share issue cost) |   | 2,736,309               |   |   | 3,295,644        |   |   | 18,607,773           |  
|Repayment of convertible debentures                          |   | -                       |   |   | (16,651          | ) |   | (38,347              | )
|Repayment of loans payable                                   |   | -                       |   |   | (7,873           | ) |   | (35,729              | )
|Repayment of capital lease obligations                       |   | (91,333                 | ) |   | (318,095         | ) |   | (409,458             | )
|Due to related party                                         |   | 70,282                  |   |   | -                |   |   | (221,028             | )
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Net cash provided from Financing Activities                  |   | 2,715,258               |   |   | 2,953,025        |   |   | 17,903,211           |  
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Increase (decrease) in cash and cash equivalents             |   | 395,761                 |   |   | (384,462         | ) |   | 391,496              |  
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Cash and cash equivalents, beginning of period               |   | 12,828                  |   |   | 397,290          |   |   | 17,093               |  
|                                                             |   |                         |   |   |                  |   |   |                      |  
|Cash at end of the period                                    | $ | 408,589                 |   | $ | 12,828           |   | $ | 408,589              |  

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL
  STATEMENTS

F-7

---

SILVERADO GOLD MINES LTD.(An Exploration Stage Company) 
  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)

|Note 1 | Nature and Continuance of Operations
|------ | ------------------------------------

The Company is an exploration stage
  company and is in the process of exploring its resource properties and has not
  yet determined whether these properties contain reserves that are economically
  recoverable. The company is also engaged in the development of low-rank coal-water
  fuel as a replacement for oil fired boilers and utility generators.

These financial statements have been
  prepared on a going concern basis, which assumes the realization of assets and
  settlement of liabilities in the normal course of business. The Company has
  a working capital deficiency of $855,147 as at November 30, 2005, has not yet
  achieved profitable operations and has accumulated losses totalling $72,620,494
  since inception. The Company is in arrears of required mineral claims and option
  payments for certain of its mineral properties at November 30, 2005, in the
  amount of $400,000 (2004: 320,000) and therefore, its rights to these properties
  may be adversely affected as a result of these non-payments. The Company has
  not been notified of any actions to be taken as a result of these defaults.
  Its ability to continue as a going concern is dependent upon the ability of
  the Company to generate profitable operations in the future and/or to obtain
  the necessary financing to meet its obligations and repay its liabilities arising
  from normal business operations when they come due. The outcome of these matters
  cannot be predicted with any certainty at this time and raise substantial doubt
  that the Company will be able to continue as a going concern. These consolidated
  financial statements do not include any adjustments to the amounts and classification
  of assets and liabilities that may be necessary should the Company be unable
  to continue as a going concern.

The Company plans to continue raising
  capital through private placements and warrant issues. In addition, the Company
  is exploring other business opportunities including the development of low-rank
  coal-water fuel as replacement fuel for oil fired industrial boilers and utility
  generators.

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

These consolidated financial statements
  are prepared in conformity with United States of America generally accepted
  accounting principles. The application of Canadian generally accepted accounting
  principles to these financial statements would not result in material measurement
  or disclosure differences.

Because a precise determination of many
  assets and liabilities is dependent upon future events, the preparation of financial
  statements for a period necessarily involves the use of estimates which have
  been made using careful judgement. Actual results may differ from these estimates.

F-8

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 2

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

The financial statements have, in managements
  opinion, been properly prepared within the framework of the significant accounting
  policies summarized below:

| | a) | Basis of Consolidation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | These consolidated financial statements include the
        accounts of the Company and its wholly-owned subsidiary, Silverado Green
        Fuel Inc. All significant inter-company transactions have been eliminated.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | b) | Environmental Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | Environmental expenditures that relate to current operations
        are expensed or capitalized as appropriate. Expenditures that relate to
        an existing condition caused by past operations and which do not contribute
        to current or future revenue generation, are expensed. Liabilities are
        recorded when environmental assessments and/or remedial efforts are probable,
        and the costs can be reasonably estimated. Generally, the timing of these
        accruals coincides with the earlier of completion of a feasibility study
        or the Companys commitment to a plan of action based on the then
        known facts.                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | c) | Basic and Diluted Loss Per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | Basic loss per share are computed by dividing the loss
        for the year by the weighted average number of common shares outstanding
        during the year. Diluted earnings per share reflect the potential dilution
        that could occur if potentially dilutive securities were exercised or
        converted to common stock. The dilutive effect of options and warrants
        and their equivalent is computed by application of the treasury stock
        method and the effect of convertible securities by the if converted
        method. Fully diluted amounts are not presented when the effects of the
        computations are anti-dilutive due to the losses incurred. Accordingly,
        there is no difference in the amounts presented for basic and diluted
        loss per share.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | d) | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | The carrying value of cash and cash equivalents, accounts
        payable and accrued liabilities and loans payable secured by gold inventory
        approximate fair value because of the short-term maturity of these instruments.
        The carrying amounts reported in the balance sheet for convertible debentures
        approximate their fair values as they bear interest at rates which approximate
        market rates. 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-9

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 3

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

| | e) | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    | The Company uses the assets and liability method of
        accounting for income taxes pursuant to Statement of Financial Accounting
        Standards (SFAS) No. 109 Accounting for Income Taxes.
        Under the assets and liability method of SFAS No. 109, deferred tax assets
        and liabilities are recognized for the future tax consequences attributable
        to temporary differences between the financial statements carrying amounts
        of existing assets and liabilities and their respective tax bases. Deferred
        tax assets and liabilities are measured using enacted tax rates expected
        to apply to taxable income in the years in which those temporary differences
        are expected to be recovered or settled.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | f) | Exploration Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    | The Securities and Exchange Commissions Exchange
        Act Guide 7 Description of Property by Issuers Engaged or to be
        engaged in significant mining operations requires that mining companies
        in the exploration stage should not refer to themselves as development
        stage companies in the financial statements, even though such companies
        should comply with Financial Accounting Standard Board Statement No. 7,
        if applicable. Accordingly, the Company has not been referred to as being
        a development stage company. Accumulated results of operations are presented
        from December 1, 2001, the date the Company re-entered the exploration
        stage.                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | g) | Gold Inventory                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    | Gold inventory is valued at the lower of weighted average
        cost and estimated net realizable value.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | h) | Mineral Claim Payments and Exploration Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    | The Company expenses all costs related to the acquisition,
        maintenance and exploration of mineral claims in which it has secured
        exploration rights prior to establishment of proven and probable reserves.
        To date, the Company has not established the commercial feasibility of
        its exploration prospects, therefore, all costs are being expensed. The
        Company sold 52 troy ounces of gold for proceeds of $22,633 which have
        been directly applied as a reduction to exploration costs.                                                                                                                                                                                                                                

F-10

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 4

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

| | i) | Asset Retirement Obligation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | Effective December 1, 2002, the Company adopted SFAS
        No. 143, Accounting for Asset Retirement Obligations, which
        addresses financial accounting and reporting for obligations associated
        with the retirement of tangible long-lived assets and the associated retirement
        costs. The standard applies to legal obligations associated with the retirement
        of long-lived assets that result from the acquisition, construction, development
        and normal use of the asset.                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | SFAS No. 143 requires that the fair value of a liability
        for an asset retirement obligation be recognized in the period in which
        it is incurred if a reasonable estimate of fair value can be made. The
        fair value of the liability is added to the carrying amount of the associated
        asset and this additional carrying amount is depreciated over the life
        of the asset. The liability is accreted at the end of each period through
        charges to operating expense. If the obligation is settled for other than
        the carrying amount of the liability, the Company will recognize a gain
        or loss on settlement.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| | j) | Property, Plant and Equipment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | Property, plant and equipment are stated at cost. Depreciation
        is provided as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

Building, plant and equipment
      Straight line over 3 to 20 yearsMining equipment under capital lease
      Straight line over 10 yearsAuto and trucks
      Straight line over 10 yearsComputer equipment
      Straight line over 3 years


| | k) | Cash and Cash Equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | The Company considers all liquid investments, with an
        original maturity of three months or less when purchased, to be cash equivalents.
        Financial Instruments which potentially subject the Company to concentrations
        of credit risk consist principally of cash in banks. At times during the
        year, the Company maintained deposits in excess of insured limits provided
        by FDIC and CDIC. The Company places its cash and cash equivalents with
        high credit quality financial institutions which the Company believes
        limits these risks.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | l) | Foreign Currency Translation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | The Company considers its functional currency to be
        the U.S. dollar for its U.S. and Canadian operations. Monetary assets
        and liabilities denominated in foreign currencies are translated into
        U.S. funds at the rates of exchange in effect at the year- end. Non-monetary
        assets and revenue and expense transactions are translated at the rate
        in effect at the time at which the transactions took place. Foreign exchange
        gains and losses are included in the determination of results from operations
        for the year.               

F-11

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 5

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

| | m) | Revenue Recognition                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Proceeds on gold recoveries from test mining are recorded
        as a reduction of exploration costs during the period the Company is in
        the exploration stage.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | n) | Research Expenditures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Research expenditures are expensed in the year incurred.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | o) | Accounting for Stock-based Compensation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | Effective November 1, 2002, the Company adopted the
        fair value recognition provision of SFAS No. 123, Accounting for
        Stock-based Compensation. Under the modified prospective method
        of adoption selected by the Company under the provisions of SFAS No. 148,
        Accounting for Stock-based Compensation  Transition and Disclosure,
        compensation cost recognized in 2003 is the same as that which would have
        been recognized had the recognition provisions of SFAS No. 123 been applied
        from its original effective date. Results for prior years have not been
        restated. The value of shares issued to non-employees for services is
        measured at the date the services are performed.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | p) | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | In May 2003, SFAS No. 150, Accounting for Certain
        Financial Instruments with Characteristics of both Liabilities and Equity.
        This standard establishes how an issuer classifies and measures certain
        financial instruments with characteristics of both liabilities and equity.
        This standard becomes effective for any financial instruments entered
        into or modified after May 31, 2003. We do not expect the adoption of
        SFAS No. 150 to have a material effect on our financial statements.                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | In April 2003, the FASB issued SFAS No. 149, Amendment
        of Statement 133 on Derivative Instruments and Hedging Activities.
        This statement amends and clarifies financial accounting and reporting
        for derivative instruments, including certain derivative instruments embedded
        in other contracts (collectively referred to as derivatives) and for hedging
        activities under SFAS No. 133 Accounting for Derivative Instruments
        and Hedging Activities entered into after June 30, 2003. We do not
        expect the adoption of SFAS No. 149 to have a material effect on our financial
        statements.                                                                                                   

F-12

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 6

|Note 2 | Summary of Significant Accounting Policies
|------ | ------------------------------------------

| | p) | Recent Accounting Pronouncements (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    | In January 2003, the FASB issued FASB Interpretation
        No. 46 (FIN 46), Consolidation of Variable Interest
        Entities. This interpretation gives guidance that determines whether
        consolidation of a Variable Interest Equity is required and is effective
        for all variable interest entities with which we become involved beginning
        in February 2003, and all pre-existing entities beginning after June 15,
        2003. We do not expect the adoption of FIN 46 to have a material effect
        on our financial statements.                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    | In November 2002, the FASB issued SFAS interpretation
        No. 45 (FIN 45), Guarantors Accounting and Disclosure
        Requirements for Guarantees, Including Guarantees of Indebtedness of Others.
        FIN 45 requires that upon issuance of a guarantee, the guarantor must
        recognize a liability for the fair value of the obligation it assumes
        under that guarantee. The initial recognition and measurement should be
        applied on a prospective basis to guarantees issued or modified after
        December 31, 2002. Disclosure requirements are effective for financial
        statements of both interim and annual periods that end after December
        15, 2002. We have no guarantees to unaffiliated third parties so the adoption
        of FIN 45 had no impact on our financial statements.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    | In June 2002, the FASB issued SFAS No. 146, Accounting
        for Costs Associated with Exit or Disposal Activities. This standard
        addresses the recognition, measurement and reporting of costs that are
        associated with exit or disposal activities. SFAS No. 146 is effective
        for exit or disposal activities that are initiated after December 31,
        2002. The adoption of SFAS No. 146 had not impact on our financial statements.                                                                                                                                                                                                                                                                                                                                                                              

F-13

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 7

|Note 3 | Mineral Property Interests
|------ | --------------------------

| | A) | 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. The specific properties
        at this site are as follows:        
| |    |                                                                                                                                                                                                                                                 
| |    | i)                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    | ii)                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    | iii)                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| | B) | Nolan Gold Project, Wiseman Mining District,
        Alaska                                                                                                                                                                                     
| |    |                                                                                                                                                                                                                                                 
| |    | The Nolan Gold Project consists of 4 contiguous
        properties covering approximately 6 square miles, 8 miles west of Wiseman
        and 175 miles north of Fairbanks, Alaska. The specific properties at this
        site are as follows:
| |    |                                                                                                                                                                                                                                                 
| |    | i)                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 
| |    | ii)                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                 

F-14

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 8

|Note 3 | Mineral Property Interests (contd)
|------ | ------------------------------------

| | B) | Nolan Gold Project, Wiseman Mining District,
        Alaska  (contd)                                                                                                                                                                                                                                                                                                                                                                                                                         
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | iii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | iv)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | v)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| | 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 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 at November 30, 2005, royalty payments
        totalling $400,000 (2004: $320,000) are unpaid, in arrears, and included
        in mineral claims payable.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| | D) | Eagle Creek Property, Fairbanks Mining District,
        Alaska                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |    | This property consists of 77 state mineral
        claims. The Company has an option agreement to purchase a 100% interest
        in the property for $400,000 of which $68,000 remains to be paid. The
        amount of $5,000 per year is required to be paid to keep the agreement
        in good standing.                                                                                                                                                                              

F-15

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 9

|Note 4 | Property, Plant and Equipment                                                                                                  
|------ | -------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                
|       | Property, plant and
        equipment primarily include mining equipment and camp facilities at the
        Nolan Gold Project.
|

| |                              |   | 2005      | 
| | ---------------------------- | - | --------- | 
| |                              |   |           | 
| |                              |   | Cost      | 
| |                              |   |           | 
| | Nolan Gold Project buildings | $ | 63,000    | 
| | Nolan mining equipment       |   | 849,230   | 
| | Nolan mining equipment       |   |           | 
| | under capital lease          |   | 949,342   | 
| | Other equipment              |   | 426,834   | 
| |                              |   |           | 
| |                              | $ | 2,288,406 | 

| |                              |   | 2004      | 
| | ---------------------------- | - | --------- | 
| |                              |   |           | 
| |                              |   | Cost      | 
| |                              |   |           | 
| | Nolan Gold Project buildings | $ | 63,000    | 
| | Nolan mining equipment       |   | 855,730   | 
| | Nolan mining equipment       |   |           | 
| | under capital lease          |   | 1,134,342 | 
| | Other equipment              |   | 420,823   | 
| |                              |   |           | 
| |                              | $ | 2,473,895 | 

|Note 5 | Accounts Payable and Accrued Liabilities                  
|------ | ----------------------------------------------------------
|       |                                                           
|       | Accounts payable and accrued liabilities consist
      of:

| |                  |   | 2005    |  |   | 2004    | 
| | ---------------- | - | ------- |  | - | ------- | 
| |                  |   |         |  |   |         | 
| | Accounts payable | $ | 302,124 |  | $ | 287,395 | 
| | Accrued interest |   | 90,934  |  |   | 77,902  | 
| |                  | $ | 393,058 |  | $ | 365,297 | 

F-16

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 10

|Note 6 | Asset Retirement Obligations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | The Company adopted
        SFAS No. 143 on December 1, 2002. Upon adoption the Company increased
        its reclamation liability by $270,000, increased the carrying value of
        assets by $116,774 and recorded a cumulative effect adjustment of $153,226.                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|
|
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | Asset retirement obligations
        relate to the closure and reclamation of the Grant Mine Tailing Pond,
        and to the reclamation work associated with the Nolan gold Project consisting
        of dismantling and removal of site structures and equipment, and reshaping
        and revegetating the disturbed areas. The Grant Mine assets were written
        off as impaired effective December 1, 2001 and an amount of $47,378 was
        also charged to operations in the year ended November 30, 2003
        for the increase in the asset retirement obligations related to those
        Grant Mine assets. The Company has no assets legally restricted for purposes
        of settling asset retirement obligations.
|
|
|
|
|
|
|
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | Reconciliation of asset retirement
        obligation for the year ended November 30, 2005:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

| |                            |   | Grant   |  |   | Nolan   |  |   |         | 
| | -------------------------- | - | ------- |  | - | ------- |  | - | ------- | 
| |                            |   | Mine    |  |   | Project |  |   | Total   | 
| | Balance, December 1, 2004  | $ | 315,000 |  | $ | 174,300 |  | $ | 489,300 | 
| | Accretion expense          |   | 32,287  |  |   | 17,866  |  |   | 50,153  | 
| | Liabilities settled        |   | -       |  |   | -       |  |   | -       | 
| | Balance, November 30, 2005 | $ | 347,287 |  | $ | 192,166 |  | $ | 539,453 | 

Note 7
      Convertible Debentures
          Note 9Convertible debentures
          outstanding at November 30, 2005 and 2004 consisted of the following:


| |                       |   | 2005     |   |   | 2004     |  
| | --------------------- | - | -------- | - | - | -------- | -
| |                       |   |          |   |   |          |  
| | Renegotiated in 2001  | $ | -        |   | $ | -        |  
| | Issued in 1994        |   | 140,000  |   |   | 140,000  |  
| | Issued in 1999        |   | 36,652   |   |   | 36,652   |  
| |                       |   |          |   |   |          |  
| |                       |   | 176,652  |   |   | 176,652  |  
| | Less: current portion |   | (176,652 | ) |   | (176,652 | )
| |                       |   |          |   |   |          |  
| |                       | $ | -        |   | $ | -        |  

F-17

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 11

|Note 7 | Convertible Debentures Note 9 
      (contd)
|------ | -----------------------------------------------

| | a) | On March 1, 2001, the Company completed negotiations
        to restructure its $1,860,000 convertible debentures. The replacement
        debentures aggregated $2,384,892 and consisted of the original $1,860,000
        principal amount plus all accrued interest to March 1, 2001. The debentures
        bear interest of 8.0% per annum. Interest is due and payable on a quarterly
        basis on February 28, May 31, August 31 and November 30. If the Company
        fails to make any payment of principal or interest, the Company must issue
        shares equivalent in value to the unpaid amounts of 20% below the average
        market price.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    | Remaining debentures of $140,000 plus accrued interest
        of $87,227 are in default, however, it is unclear whether they will be
        exchanged for replacement debentures.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | b) | In February 1999 the Company issued a debenture for
        $75,000 with interest payable at a rate of 5.0% per annum. The debenture
        is unsecured and it was due on February 28, 2002. During the year ended
        November 30, 2005, the Company made a principal payment of $Nil (2004:
        $16,652) and an interest payment of $Nil (2004: $Nil).                                                                                                                                                                                                                                                                                                     

|Note 8 | Capital Lease Obligations
|------ | -------------------------

| | a) | On October 11, 2002, the Company entered into a lease
        purchase agreement whereby the Company would purchase mining equipment
        valued at a total of $1,496,150. The agreement required payment upon signing
        of $550,000 (paid), $100,000 (paid) on or before December 1, 2004 and
        24 equal payments thereafter for the balance of the purchase price plus
        interest at a rate of 12% per annum.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | b) | On February 14, 2003, the Company entered into a three-year
        lease agreement whereby the company would purchase mining equipment valued
        at a total of $250,170. The agreement required payment upon signing of
        $105,000 (paid), $25,000 on or before December 4, 2004 and 24 equal payments
        for the balance of the purchase price plus interest at a rate of 12% per
        annum.                  

During the year ended November 30, 2004,
  the Company entered into an agreement to combine the two lease agreements. The
  new agreement required payment upon signing of $50,000 (paid), monthly payments
  of $25,000 until July 2006 for the balance of principal plus interest at a rate
  of 7.5% per annum.

F-18

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 12

|Note 8 | Capital Lease Obligations (contd)                                                                                                                                                                                                                                                                                                                                                                          
|------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                              
|       | The assets and liabilities
        under capital leases are recorded at the lower of the present value of
        the minimum lease payments or the fair value of the asset. The assets
        are amortized over their estimated productive lives which are estimated
        to be 10 years. Amortization on assets under capital leases charged to
        expense in 2005 was $171,631 (2004: $174,632).
|
|
|
|       |                                                                                                                                                                                                                                                                                                                                                                                                              
|       | Minimum future lease
        payments under capital leases as of November 30, 2005 and 2004 for the
        next year and in the aggregate are:                                                                                                                                                                                                                                                              
|

| |                              |   | 2005     |   |   | 2004     |  
| | ---------------------------- | - | -------- | - | - | -------- | -
| | November 30, 2005            | $ | -        |   | $ | 562,356  |  
| | November 30, 2006            |   | 778,576  |   |   | 419,636  |  
| | Total minimum lease payments |   | 778,576  |   |   | 981,992  |  
| | Less: interest               |   | (56,427  | ) |   | (64,510  | )
| |                              |   | 722,149  |   |   | 917,482  |  
| | Less: current portion        |   | (258,254 | ) |   | (510,014 | )
| | Long-term portion            | $ | 463,895  |   | $ | 407,468  |  

F-19

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 13

|Note 9 | Common Stock
|------ | ------------
|       |             
|       | Commitments:

| | a) | Stock Options:                                                                                                    
| | -- | ------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                   
| |    | A summary of the change in stock options for the year
        ended November 30, 2005 and 2004 is presented below:

| |                                                  |  |            |   |  | Weighted | 
| | ------------------------------------------------ |  | ---------- | - |  | -------- | 
| |                                                  |  | Number     |   |  | Average  | 
| |                                                  |  | of         |   |  | Exercise | 
| |                                                  |  | Options    |   |  | Price    | 
| |                                                  |  |            |   |  |          | 
| | Outstanding at November 30, 2003                 |  | 9,420,000  |   |  | $0.52    | 
| | Granted                                          |  | 20,880,000 |   |  | 0.11     | 
| | Expired                                          |  | (870,000   | ) |  | 0.18     | 
| |                                                  |  |            |   |  |          | 
| | Outstanding at November 30, 2004                 |  | 29,430,000 |   |  | $0.24    | 
| | Expired                                          |  | (800,000   | ) |  | 0.35     | 
| |                                                  |  |            |   |  |          | 
| | Outstanding and exercisable at November 30, 2005 |  | 28,630,000 |   |  | $0.11    | 

As at November 30, 2005, the following
  stock options were outstanding:

Number of
      
      ExerciseOptions
      
      Price
      
      Expiry Date550,000
      
      $0.10
      
      December 1, 2006900,000
      
      0.15
      
      February 1, 20086,500,000
      
      0.13
      
      December 4, 20085,680,000
      
      0.13
      
      January 8, 201115,000,000
      
      0.10
      
      July 8, 201128,630,000 F-20


---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 14

|Note 9 | Common Stock (contd) 
|------ | -----------------------
|       |                        
|       | Commitments: - (contd)

| | a) | Stock Options: - (contd)                                                                                                                                                                                                                                                                                                                                             
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                       
| |    | The Company does not record a compensation expense on
        the granting of stock options to employees and directors, but does provide
        disclosure of the pro forma loss per share information had the Company
        elected to follow the fair value method. Using the Black-Scholes option
        pricing model the pro forma information is as follows:

| |                                            |   | 2005       |   |   | 2004       |  
| | ------------------------------------------ | - | ---------- | - | - | ---------- | -
| |                                            |   |            |   |   | (Restated) |  
| |                                            |   |            |   |   |            |  
| | Net loss for the year as reported          | $ | (3,394,107 | ) | $ | (4,836,363 | )
| | Stock-based compensation                   |   | -          |   |   | (1,431,600 | )
| |                                            |   |            |   |   |            |  
| | Pro forma net loss for the year            | $ | (3,394,107 | ) | $ | (6,267,963 | )
| |                                            |   |            |   |   |            |  
| | Pro forma basic and diluted loss per share | $ | (0.01      | ) | $ | (0.03      | )

The following assumptions were used
  for the Black-Scholes model:

Risk free interest rate
      2.25%Dividend free yield
      0%Expected volatility
      93%Weighted average expected stock option life
      5 years


| |    | The weighted average fair value of the employee and
        director stock options granted was $0.04 per share.                                 
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                 
| | b) | Warrants:                                                                                                                                       
| |    |                                                                                                                                                 
| |    | Warrants outstanding as at November 30, 2005 are exercisable
        into 1 common share for each warrant held and a summary is presented below:

F-21

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 15

|Note 9 | Common Stock (contd) 
|------ | -----------------------
|       |                        
|       | Commitments: - (contd)

| | b) | Warrants: - (cont)
| | -- | -------------------

ExercisePrice perNumber of
      
      WarrantWarrants
      
      $
      
      Expiry Date5,000,000
      
      0.0750
      
      April 19, 20061,400,000
      
      0.0750
      
      May 10, 20062,000,000
      
      0.0400
      
      May 27, 20068,000,000
      
      0.0650
      
      June 9, 20068,000,000
      
      0.0750
      
      June 9, 20062,500,000
      
      0.0650
      
      July 9, 20062,500,000
      
      0.0750
      
      July 9, 20065,357,143
      
      0.0550
      
      September 15, 20062,857,143
      
      0.0575
      
      September 15, 20062,500,000
      
      0.0650
      
      September 15, 20062,333,333
      
      0.0600
      
      October 1, 200510,000,000
      
      0.0500
      
      November 1, 200610,000,000
      
      0.0575
      
      November 1, 20062,666,666
      
      0.1500
      
      February 25, 200765,114,285


| | c) | Convertible Debentures  Note 7
| | -- | -------------------------------

|Note 10 | Related Party Transactions                                                                                                                                                                                                                    
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                                                                                                                               
|        | The Company has had
        related party transactions with Tri-Con Mining Ltd., Tri-Con Mining Inc.,
        Tri-Con Mining Alaska Inc. (collectively the Tri-Con Group),
        all of which are controlled by a director of the Company.
|
|

F-22

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 16

|Note 10 | Related Party Transactions (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|        | 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 contract dated January, 1997, work is charged
        at cost plus 25% for exploration and cost plus 15% for development and
        mining. Cost includes out-of-pocket or actual cost plus 15% charge 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.
        For the year ended November 30, 2005, the Tri-Con Groups services
        focused mainly on corporate planning, mining, engineering and preparation
        for year round production on the Companys Nolan property, administration
        services at both the field and corporate offices and the Low-Rank Coal-
        Water fuel project.
|
|
|
|
|
|
|
|
|
|
|
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|        | The aggregate amounts
        paid to the Tri-Con Group each year by category, including amounts relating
        to the Grant Mine Project and Nolan properties, for disbursements and
        for services rendered by the Tri-Con Group personnel working on the Companys
        projects and include interest charged on outstanding balances at the Tri-Con
        Groups borrowing costs are shown below:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|
|
|
|

| |                                                 |   | 2005      |  |   | 2004       | 
| | ----------------------------------------------- | - | --------- |  | - | ---------- | 
| |                                                 |   |           |  |   | (Restated) | 
| |                                                 |   |           |  |   |            | 
| | Exploration, development and field services     | $ | 673,483   |  | $ | 948,729    | 
| | Administrative and management services          |   | 687,510   |  |   | 1,363,148  | 
| | Research                                        |   | 120,293   |  |   | 79,967     | 
| |                                                 |   |           |  |   |            | 
| |                                                 | $ | 1,481,286 |  | $ | 2,391,844  | 
| |                                                 |   |           |  |   |            | 
| | Amount of total charges in excess of Tri-Con    |   |           |  |   |            | 
| | costs incurred                                  | $ | 154,707   |  | $ | 275,121    | 
| |                                                 |   |           |  |   |            | 
| | Excess amount charged as a percentage of actual |   |           |  |   |            | 
| | costs incurred                                  |   | 10.44%    |  |   | 11.5%      | 

The amounts charged for services by
  the Tri-Con Group approximate the fair value of these costs had they been performed
  by arms length parties.

F-23

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 17

|Note 11 | Income Taxes                                                                                                                            
|------- | ----------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                         
|        | Tax effects of temporary
        differences that give rise to deferred tax assets at November 30, 2005
        and 2004 are as follows:
|

| |                                              |   | 2005        |   |   | 2004        |  
| | -------------------------------------------- | - | ----------- | - | - | ----------- | -
| |                                              |   |             |   |   |             |  
| | Net operating loss carry forwards            | $ | 12,695,00   |   | $ | 12,075,000  |  
| | Temporary differences arising from mineral   |   |             |   |   |             |  
| | properties and building, plant and equipment |   | (354,000    | ) |   | (1,364,000  | )
| | Valuation allowance                          |   | (12,341,000 | ) |   | (10,711,000 | )
| |                                              |   |             |   |   |             |  
| | Net future tax asset (liability)             | $ | -           |   | $ | -           |  

At November 30, 2005, the Company had
  losses carried forward totalling $25,050,000 available to reduce future years
  income for U.S. income tax purposes which expire in various years to 2025. In
  addition, we had losses carried forward in Canada totalling CDN$12,096,000 which
  expire in various years to 2015.

The provision for income taxes differs
  from the amount computed by applying the Canadian statutory federal income tax
  rate of 37.62% (2004: 37.62%) to net loss before provision for income taxes.
  The sources and tax effects of the differences are as follows:

| |                                          |   | 2005       |   |   | 2004       |  
| | ---------------------------------------- | - | ---------- | - | - | ---------- | -
| |                                          |   |            |   |   |            |  
| | Computed expected tax benefit          | $ | (1,468,000 | ) | $ | (1,718,000 | )
| | Tax loss expired during the year         |   | 928,000    |   |   | 1,546,000  |  
| | Temporary differences and other          |   | 167,000    |   |   | 18,000     |  
| | Change in valuation allowance            |   | 302,000    |   |   | 64,000     |  
| | Difference in foreign tax rate and other |   | 71,000     |   |   | 90,000     |  
| |                                          |   |            |   |   |            |  
| | Income tax provision                     | $ | -          |   | $ | -          |  

|Note 12 | Commitments and Contingencies
|------- | -----------------------------

| | a) | Severance Agreements with Directors                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    | The Company has entered into compensation agreements
        with two directors of the Company. The agreements provide for severance
        arrangements where a change of control of the Company occurs, as defined,
        and the directors are terminated. The compensation payable to the two
        directors aggregates $4,100,000 (2004: $4,100,000) plus the amount of
        annual bonuses and other benefits that they would have received in the
        eighteen months following termination.

F-24

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 18

|Note 12 | Commitments and Contingencies (contd)
|------- | ---------------------------------------

| | b) | Consulting Agreements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    | The Company entered into consulting agreements with
        six individuals for various corporate planning and business development
        services to the Company. Under the terms of the agreements, the Company
        will issue an aggregate 6,285,000 shares over the length of the contracts
        which range from six months to one year. Consulting fees are calculated
        using the number of shares issued multiplied by the closing price on the
        day the shares were issued.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | c) | Office Lease                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    | The Company entered into a two-year office lease agreement.
        The Company is committed to the following annual basic rental payments:                                                                                                                                                                                                                                                                                                                                                               

| |  | Year ended November 30, 2006 |  | $ | 51,784 |  | (CDN$61,416) | 
| |  | ---------------------------- |  | - | ------ |  | ------------ | 
| |  | 2007                         |  |   | 12,946 |  | (CDN$15,354) | 
| |  |                              |  |   |        |  |              | 
| |  |                              |  | $ | 64,730 |  |              | 

|Note 13 | Segment Disclosures
|------- | -------------------

| | a) | Reportable Segments                                                                                                                                                                                                                                             
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                 
| |    | The Company operates in one reportable segment being
        the acquisition, exploration and development of mineral properties. The
        Companys development of low-rank coal-water fuel is in its initial
        stages and is not a reportable segment.
| |    |                                                                                                                                                                                                                                                                 
| | b) | Geographical Information                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                 
| |    | The following presents financial information about geographical
        areas:                                                                                                                                                                                  

| |                        |   | 2005      |  |   | 2004       | 
| | ---------------------- | - | --------- |  | - | ---------- | 
| |                        |   |           |  |   | (Restated) | 
| | Net loss for the year: |   |           |  |   |            | 
| | Canada                 | $ | 884,107   |  | $ | 2,356,565  | 
| | United States          |   | 2,937,783 |  |   | 2,479,798  | 
| |                        |   |           |  |   |            | 
| |                        | $ | 3,821,890 |  | $ | 4,836,363  | 
| | Long-lived assets:     |   |           |  |   |            | 
| | Canada                 |   | 5,442     |  |   | 8,473      | 
| | United States          |   | 1,285,553 |  |   | 1,632,318  | 
| |                        |   |           |  |   |            | 
| |                        | $ | 1,290,995 |  | $ | 1,640,791  | 

F-25

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 19

|Note 14 | Non-Cash Transactions                                                                                                                                                                                                                    
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                                                                                                                          
|        | Investing and financing
        activities that do not have a direct impact on current cash flows are
        excluded from the cash flow statements. The following transactions were
        excluded from the statements of cash flows:
|
|
|        |                                                                                                                                                                                                                                          
|        | During the year ended November
        30, 2005:                                                                                                                                                                                         

| | a) | the Company issued 6,285,000 common shares at various
        prices for total proceeds of $284,900 pursuant to payment of consulting
        fees;
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                    
| | b) | the Company utilized prior years share subscriptions
        of $70,000 for the issuance of common shares.                                        
| |    |                                                                                                                                                    
| | c) | the Company returned mining equipment to its lessor
        of $104,000.                                                                           

During the year ended November 30, 2004:

| | a) | the Company issued 1,956,458 common shares at various
        prices for total proceeds of $194,142 pursuant to payment of convertible
        debentures;               
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                          
| | b) | the Company issued 58,072 common shares at various prices
        for total proceeds of $5,881 pursuant to payment of interest payable on
        convertible debentures;
| |    |                                                                                                                                                                          
| | c) | the Company issued 6,416,667 common shares at various
        prices for total proceeds of $577,140 pursuant to payment of consulting
        fees;                      
| |    |                                                                                                                                                                          
| | d) | the Company utilized prior years share subscriptions
        of $115,000 for the issuance of common shares.                                                             

|Note 15 | Subsequent Events                                    
|------- | -----------------------------------------------------
|        |                                                      
|        | Subsequent to November 30, 2005,
        the Company:

| | a) | issued 82,420,401 common shares at $0.025 per share
        totaling $2,060,510 pursuant to a private placement;
| | -- | ----------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                 
| | b) | issued 4,285,715 common shares at $0.028 per share totaling
        $120,000 pursuant to a private placement;   

F-26

---

Silverado Gold Mines Ltd. 
  (An Exploration Stage Company) 
  Notes to the Consolidated Financial Statements 
  November 30, 2005 and 2004 
  (Stated in United States Dollars)  Page 20

|Note 15 | Subsequent Events (contd)
|------- | ---------------------------

| | c) | issued 14,020,000 common shares at $0.03 per share totaling
        $420,600 pursuant to a private placement; 
| | -- | --------------------------------------------------------------------------------------------------------------
| |    |                                                                                                               
| | d) | issued 4,076,924 common shares at $0.0325 per share
        totaling $132,500 pursuant to a private placement;
| |    |                                                                                                               
| | e) | issued 428,573 common shares at $0.035 per share totaling
        $15,000 pursuant to a private placement.    

|Note 16 | Comparative Figures                                                                                                                                                                                                               
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                                                                                                                   
|        | Certain figures of
        the comparative year have been restated to conform with the current years
        presentation.                                                                                                       
|
|        |                                                                                                                                                                                                                                   
|Note 17 | Restatement                                                                                                                                                                                                                       
|        |                                                                                                                                                                                                                                   
|        | The accompanying consolidated
        financial statements for the year ended November 30, 2004 have been restated
        to give effect to the write-off of exploration and development advances
        previously capitalized.
|
|
|        |                                                                                                                                                                                                                                   
|        | The effect of the restatements
        on loss for the period and loss per share is as follows:                                                                                                                                   

| |                                                        |   | 2004       |   | 
| | ------------------------------------------------------ | - | ---------- | - | 
| |                                                        |   |            |   | 
| | Net loss for the period, as previously
      stated    | $ | (4,304,232 | ) | 
| |                                                        |   |            |   | 
| | Exploration and development advances
      written off |   | (532,131   | ) | 
| |                                                        |   |            |   | 
| | Net loss for the period, as restated                   | $ | (4,836,363 | ) | 
| |                                                        |   |            |   | 
| | Net loss per share, as previously
      stated         | $ | (0.02      | ) | 
| |                                                        |   |            |   | 
| | Exploration and development advances
      written off |   | (0.01      | ) | 
| |                                                        |   |            |   | 
| | Net loss per share, as restated                        | $ | (0.03      | ) | 

F-27

---

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

TRI-CON MINING GROUP

We have had related party transactions with Tri-Con Mining Ltd.,
  Tri-Con Mining Inc., Tri-Con Mining Alaska Inc. (collectively the "Tri-Con Mining
  Group"). Each of Tri-Con Mining Ltd., Tri-Con Mining Inc. and Tri-Con Mining
  Alaska Inc. are owned and controlled by Mr. Garry Anselmo, our chief executive
  officer and chief financial officer and the chairman of our board of directors.
  We are party to three separate contracts dated January 1, 1997 with the Tri-Con
  Mining Group, one with each of Tri-Con Mining Ltd., Tri-Con Mining Inc. and
  Tri-Con Mining Alaska Inc.

The Tri-Con Mining Group are operations, exploration and development
  contractors, and have been employed by us under contract since 1972 to carry
  out all of our fieldwork and to provide administrative and management services.
  Under the current contract dated January 1, 1997, work is charged at cost plus
  25% for property acquisition, exploration and development and cost plus 15%
  for mining operations and reclamation. Cost includes out of pocket or actual
  cost plus 15% charge for office overhead including stand by and contingencies.
  Capital purchases are exempt from any support charges. Services of the directors
  of the Tri-Con Mining Group are charged at a rate of Cdn. $75 per hour. Services
  of the directors of the Tri-Con Mining Group who are also our directors, namely
  Mr. Anselmo, are not charged. In addition, each agreement requires us to pay
  a base fee of $10,000 CDN (equal to approximately $8,000 US) per month to each
  of Tri-Con Mining Ltd., Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc. However,
  the Tri-Con Mining Group has waived payment of the base fee under two of the
  agreements and is only paid $10,000 CDN (equal to approximately $8,000 US) per
  month in total.

We are in arrears $70,282 to the Tri-Con Group as of November
  30, 2005 in connection with exploration activities on the Nolan Gold Project
  during fiscal 2005. At November 30, 2004, we had advanced $532,131 to the Tri-Con
  Mining Group for exploration, development and administration services to be
  performed during fiscal 2005 on our behalf. Our financial statements for the
  year ended November 30, 2004 were restated to give effect to the write-off of
  these exploration and development advances. For the years 2004 and 2005, the
  Tri-Con Mining Group’s services for the current fiscal year focused mainly
  on preparation for year round production on the Nolan property, the low-rank
  coal-water fuel program as well as corporate planning, exploration, engineering,
  and, and administration services at both our field and corporate offices.

The aggregate amounts paid to the Tri-Con Mining Group each year
  by category, including amounts relating to the Grant Mine Project and Nolan
  properties, for disbursements and for services rendered by the Tri-Con Mining
  Group personnel working on the Company's projects, and include interest charged
  on outstanding balances at the Tri-Con Mining Group's borrowing costs are shown
  below:

|                                                |   | 2005      |  |   | 2004       | 
|----------------------------------------------- | - | --------- |  | - | ---------- | 
|                                                |   |           |  |   | (Restated) | 
|Exploration, development and field services     | $ | 673,483   |  | $ | 948,729    | 
|Administrative and management services          |   | 687,510   |  |   | 1,363,148  | 
|Research                                        |   | 120,293   |  |   | 79,967     | 
|Total                                           | $ | 1,481,286 |  | $ | 2,391,844  | 
|Amount of total charges in excess of Tri-Con    |   |           |  |   |            | 
|costs incurred                                  | $ | 154,707   |  | $ | 275,121    | 
|Excess amount charged as a percentage of actual |   | 10.44%    |  |   | 11.5%      | 
|costs incurred                                  |   |           |  |   |            | 

- 4 -

---

STOCK OPTIONS

Grants of Stock Options

We granted options to purchase an aggregate of 30,000,000 shares
  to certain of our insiders on January 4, 2006 as follows. All options are fully
  vested and are exercisable at a price of $0.05 per share for a seven year term
  from the date of grant, being January 4, 2013:

NAME
      NUMBER OF OPTIONSGarry
        Anselmo, President and Director
      15,000,000James
        Dixon, Director
      3,000,000Stuart
        McCulloch, Director
      3,000,000John
        McKay, Secretary
      2,000,000Ed Armstrong, President of Silverado
        Green Fuel Inc.
      4,000,000Warrack Willson, Vice-President of
        Silverado Green Fuel Inc.
      3,000,000


Reductions to Exercise Prices of Outstanding Stock Options

Effective January 4, 2006, we reduced the exercise price of previously
  outstanding options held by certain of our insiders to purchase an aggregate
  of 6,000,000 shares from $0.13 per share to $0.05 per share as follows. All
  options are fully vested and are exercisable at a price of $0.05 per share for
  a seven year term from the date of grant, being December 4, 2008:

NAME
      NUMBER OF OPTIONSGarry
        Anselmo, President and Director
      3,000,000James
        Dixon, Director
      500,000Stuart
        McCulloch, Director
      500,000John
        McKay, Secretary
      0Ed Armstrong, President of Silverado
        Green Fuel Inc.
      1,500,000Warrack Willson, Vice-President of
        Silverado Green Fuel Inc.
      500,000


Effective January 4, 2006, we reduced the exercise price of previously
  outstanding options held by certain of our insiders to purchase an aggregate
  of 5,680,000 shares from $0.13 per share to $0.05 per share as follows. All
  options are fully vested and are exercisable at a price of $0.05 per share for
  a seven year term from the date of grant, being January 8, 2011:

- 5 -

---

NAME
      NUMBER OF OPTIONSGarry
        Anselmo, President and Director
      2,500,000James
        Dixon, Director
      800,000Stuart
        McCulloch, Director
      600,000John
        McKay, Secretary
      0Ed Armstrong, President of Silverado
        Green Fuel Inc.
      1,280,000Warrack Willson, Vice-President of
        Silverado Green Fuel Inc.
      500,000


Effective January 4, 2006, we reduced the exercise price of previously
  outstanding options held by certain of our insiders to purchase an aggregate
  of 15,000,000 shares from $0.10 per share to $0.05 per share as follows. All
  options are fully vested and are exercisable at a price of $0.05 per share for
  a seven year term from the date of grant, being July 8, 2011:

NAME
      NUMBER OF OPTIONSGarry
        Anselmo, President and Director
      6,000,000James
        Dixon, Director
      2,000,000Stuart
        McCulloch, Director
      1,500,000John
        McKay, Secretary
      1,500,000Ed Armstrong, President of Silverado
        Green Fuel Inc.
      2,500,000Warrack Willson, Vice-President of
        Silverado Green Fuel Inc.
      1,500,000


Effective January 4, 2006, we reduced the exercise price of previously
  outstanding options held by certain of our insiders to purchase an aggregate
  of 550,000 shares from $0.10 per share to $0.05 per share as follows. All options
  are fully vested and are exercisable at a price of $0.05 per share for a term
  expiring December 10, 2006:

NAME
      NUMBER OF OPTIONSJames
        Dixon, Director
      500,000Stuart McCulloch, Director
      50,000


- 6 -

---

ITEM 13. EXHIBITS

|Exhibit |                             
|------- | ----------------------------
|Number  | Description of
      Exhibit

|3.1   | Articles of the Company (1)                                                                                                                                                             
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.2   | Amendment to Articles of the Company (2)                                                                                                                                                
|3.3   | Altered Memorandum of the Company (3)                                                                                                                                                   
|3.4   | Amendment to Articles of the Company (8)                                                                                                                                                
|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  | Change of Control Agreement between the Company and James Dixon
      dated May, 1995 (6)                                                                                               
|10.6  | Amendment to Change of Control Agreement between the Company
      and Garry L. Anselmo (6)                                                                                             
|10.7  | Operating Agreement between the Company and Tri-Con Mining
      Ltd. dated January 1, 1997 (5)                                                                                         
|10.8  | Operating Agreement between the Company and Tri-Con Mining
      Inc. dated January 1, 1997 (6)                                                                                         
|10.9  | Operating Agreement between the Company and Tri-Con Mining
      Alaska Inc. dated January 1, 1997 (6)                                                                                  
|10.10 | Contract between the Company and Dr. Warrack Willson dated
      March 19, 2001 (6)                                                                                                     
|10.11 | Equipment Lease Agreement between the Company and Airport Equipment
      Rentals Inc. dated October 11, 2002 (6)                                                                       
|10.12 | 2003 Stock Option Plan (7)                                                                                                                                                              
|10.13 | Form of Warrant Exercise Agreement between the Company and
      certain of the selling security holders (9)                                                                            
|10.14 | Consultant Agreement between the Company and CEOcast, Inc.
      dated April 21, 2004 (9)                                                                                               
|10.15 | Subscription Agreement between the Company and Christoph Bruning
      dated May 10, 2004 (9)                                                                                           
|10.16 | Consultant Agreement between the Company and Smith Conciglia
      Consulting, Inc. dated May 16, 2004 (9)                                                                              

- 7 -

---

|10.17 | Form of Delay Agreement
        between the Company and certain of the Selling Shareholders.(9)                                                                                                          
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.18 | 2004 Stock Option Plan
        (10)                                                                                                                                                                      
|10.19 | 2006 Stock Option Plan
        (11)                                                                                                                                                                      
|14.1  | Code of Ethics (11)                                                                                                                                                                                      
|31.1  | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to Section
        302 of the Sarbanes-Oxley Act of 2002(12)                                                       
|32.1  | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to 18
        U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002(12)
|      |                                                                                                                                                                                                          
|(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 year ended November 30, 1995.                                                                                            
|(5)   | Filed as an exhibit to the Companys Annual Report
        on Form 10-K for the year ended November 30, 1996.                                                                                            
|(6)   | Filed as an exhibit to the Companys Annual Report
        on Form 10-KSB for the year ended November 30, 2002.                                                                                          
|(7)   | Filed as an exhibit to the Companys Schedule 14A
        Proxy Statement filed April 29, 2003.                                                                                                          
|(8)   | Filed as an exhibit to the Companys Current Report
        on Form 8-K filed on June 13, 2003.                                                                                                          
|(9)   | Filed as an exhibit to the Companys Registration
        Statement on Form SB-2 filed on May 19, 2004;                                                                                                  
|(10)  | Filed as an exhibit to the Companys Quarterly
        Report on Form 10-QSB filed on July 15, 2004.                                                                                                     
|(11)  | Filed as an exhibit to the Company's Annual Report
        on Form 10-KSB for the year ended November 30, 2005 filed on February
        28, 2006.                                                       
|(12)  | Filed as an exhibit to this Amendment No. 1 to the Company's
        Annual Report on Form 10-KSB for the year ended November 30, 2005.                                                                  

- 8 -

---

SIGNATURES

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

|SILVERADO GOLD MINES LTD.
|-------------------------
|                         
|                         
|                         
|By:                      
|                         
|                         
|                         
|                         
|Date:                    

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

|By:   | */s/ Garry L. Anselmo*                                               | 
|----- | -------------------------------------------------------------------- | 
|      | Garry L. Anselmo, President                                         
|      | Chief Executive Officer and Chief Financial Officer                 
|      | (Principal Executive Officer)                                       
|      | (Principal Financial Officer and Principal Accounting
      Officer)
|      | Director                                                            
|      |                                                                     
|Date: | March 27, 2006                                                      
|      |                                                                     
|      |                                                                     
|      |                                                                     
|      |                                                                     
|By:   | */s/ James F. Dixon*                                                 | 
|      | James F. Dixon                                                      
|      | Director                                                            
|      |                                                                     
|Date: | March 27, 2006                                                      
|      |                                                                     
|      |                                                                     
|      |                                                                     
|      |                                                                     
|By:   | */s/ Stuart McCulloch*                                               | 
|      | Stuart McCulloch                                                    
|      | Director                                                            
|      |                                                                     
|Date: | March 27, 2006                                                      

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