UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





x
            ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the fiscal year ended - June 30, 2010 ̈
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF
      1934For
      the transition period from _________
    to  _________





Commission
file number 000-50994





ARDENT
MINES LIMITED


(Exact
name of registrant as specified in its charter)





NEVADA
            88-0471870(State
      or other jurisdiction of incorporation or
              organization)
            (I.R.S.
      Employer Identification No.)





100
Wall Street


21st
Floor


New
York, New York 10005


(Address
of principal executive offices, including zip code.)





(561)
989-3200


(telephone
number, including area code)





Securities
pursuant to section 12(b) of the Act:


NONE





Securities
registered pursuant to Section 12(g) of the Act:


Common
Stock, $0.00001 Par Value (and rights attached thereto)




Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.


Yes
 ̈
No x




Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or 15(d) of the Act:


Yes
 ̈
No x




Indicate
by check mark whether the registrant(1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 day. YesxNo ̈




Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes ̈Nox





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulations S-K is not contained herein, and will not be contained, to the best
of registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. x





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





Large
      Accelerated filer
                   ̈
                  
                  Accelerated
      filer
                   ̈Non-accelerated
      filer
                   ̈
                  
                  Smaller reporting
      company
                  x




Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act).


Yes
x
No  ̈




State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
sold, or the average bid and asked price of such common equity, as of the last
business day of the registrant’s most recently completed second fiscal
quarter:$587,883 as of December 31, 2010.




Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date: 14,957,650 as of September 22,
2010.





TABLE
OF CONTENTS





ITEM
      1: BUSINESS
                
                4ITEM
      1A: RISK FACTORS
                
                5ITEM
      1B: UNRESOLVED STAFF COMMENTS
                
                8ITEM
      2: PROPERTIES
                
                8ITEM
      3: LEGAL PROCEEDINGS
                
                8ITEM
      4: RESERVED
                
                8ITEM
      5: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
      ISSUER PURCHASES OF EQUITY SECURITIES
                
                9ITEM
      6: SELECTED FINANCIAL DATA
                
                10ITEM
      7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
      OF OPERATIONS
                
                11ITEM
      7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
    RISK
                
                12ITEM
      8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
                
                F-1ITEM
      9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
      FINANCIAL DISCLOSURE
                
                13ITEM
      9A: CONTROLS AND PROCEDURES
                
                13ITEM
      9B: OTHER INFORMATION
                
                14ITEM
      10: DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
                
                14ITEM
      11: EXECUTIVE COMPENSATION
                
                16ITEM
      12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
      RELATED STOCKHOLDER MATTERS
                
                18ITEM
      13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR
      INDEPENDENCE
                
                18ITEM
      14: PRINCIPAL ACCOUNTING FEES AND SERVICES
                
                18ITEM
      15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
                
                20SIGNATURES
                
                22


2


SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS




The
following cautionary statements identify important factors that could cause our
actual results to differ materially from those projected in forward-looking
statements made in this Annual Report on Form 10-K (this “Report”) and in other
reports and documents published by us from time to time. Any statements about
our beliefs, plans, objectives, expectations, assumptions, future events or
performance are not historical facts and may be forward-looking. These
statements are often, but not always, made through the use of words or phrases
such as “believes,” “will likely result,” “are expected to,” “will continue,”
“is anticipated,” “estimated,” “intend,” “plan,” “projection,” “outlook” and the
like, constitute “forward-looking statements” within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). However, as we issue
“penny stock,” as such term is defined in Rule 3a51-1 promulgated under the
Exchange Act, we are ineligible to rely on these safe harbor provisions. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
our Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Given
these uncertainties, readers are cautioned to carefully read all “Risk Factors”
set forth under Item 1A and not to place undue reliance on any forward-looking
statements. We disclaim any obligation to update any such factors or to announce
publicly the results of any revisions of the forward-looking statements
contained or incorporated by reference herein to reflect future events or
developments, except as required by the Exchange Act. New factors emerge from
time to time, and it is not possible for us to predict which will arise or to
assess with any precision the impact of each factor on our business or the
extent to which any factor, or combination of factors, may cause actual results
to differ materially from those contained in any forward-looking
statements.





Unless
otherwise provided in this Report, references to the “Company,” the
“Registrant,” the “Issuer,” “we,” “us,” and “our” refer to Ardent Mines
Limited.


3




PART
I




ITEM
1.     BUSINESS




General




We were
incorporated in the State of Nevada on July 27, 2000. We are presently engaged
in the acquisition and exploration of mining properties.  The
Company’s address is 100 Wall Street, 21st Floor,
New York, NY 10005. The Company’s telephone number is (561)
989-3200.





Background





In August
2000, we acquired the right to prospect one mineral property containing eight
mining claims located on Copperkettle Creek in British Columbia,
Canada.  We have allowed these claims to lapse.  From August
26, 2006 to December 11, 2006, we did not conduct any
operations.  During that period, we intended to identify an
acquisition or merger candidate with ongoing operations in any
field.  However in December 2006 we decided to acquire the right to
explore a new property in British Columbia and returned to the business of
mineral exploration. On April 30, 2009, the Company decided not to renew certain
claims due to a lack of capital. As of the end of the period covered by this
Report, the Company had one claim, the GRN claim.





The
Company’s Current Business Operations





To date
we have not performed any work on developing the GRN Claim, and we no longer
plan to pursue such development. As of the end of the period covered by this
Report, we were in the exploration stage and had not determined whether any
commercially viable mineral deposit exists in the
property.  Further exploration would be required to determine the
economic and legal feasibility of pursuing such project. Subsequent to the end
of the period covered by this Report, the Company has determined to pursue other
mining development opportunities.  Subsequent to the end of the period
covered by this Report, the Company has retained a new Chief Executive Officer,
Leonardo Riera, and a new Chief Financial Officer, Luis Feliu.





Employees





As of the
end of the period covered by this Report, we had no full-time
employees.  We had one officer and director who was a part-time
employee and devoted about 10% of his time or four hours per week to our
operation.  On August 25, 2010 Mr. Urmas Turu resigned as the
President of the Company.  He shall remain a member of the Company’s
Board of Directors and as the Company’s Secretary and Treasurer until qualified
replacements are appointed. Effective as of August 25, 2010, Mr. Leonardo
Alberto Riera has been appointed as a member of the Company’s Board of Directors
and as the President of the Company.  Effective as of September 2,
2010, Mr. Luis Feliu has been appointed as the Chief Financial Officer of the
Company.  Mr. Riera and Mr. Feliu will both devote the majority of
their time to the Company’s operations.





Where
You Can Find More Information





The
Company is a “voluntary reporting company.” We expect to continue to file
annual, quarterly and other requisite filings with the U.S. Securities and
Exchange Commission (the “SEC”).  Members of the public may read and
copy any materials which we file with the SEC at the SEC’s Public Reference Room
at 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Members of the public
may obtain additional information on the operation of the Public Reference Room
by calling the SEC at 1-800-SEC-0330. The SEC also maintains an internet site
that contains reports, proxy and information statements, as well as other
information regarding issuers that file electronically with the SEC. This site
is located at http://www.sec.gov.





You may
also request a copy of our filings at no cost, by writing or telephoning us
at:





Ardent
Mines Limited


100 Wall
Street, 21st
Floor


New York,
NY 10005


Telephone:
(561) 989-3200


Attention:
Leonardo Riera


Title:
Chief Executive Officer


4




ITEM
1A.   RISK FACTORS





An
investment in our Company involves a risk of loss. You should carefully consider
the risks described below, before you make any investment decision regarding our
Company. Additional risks and uncertainties may also impair our business. If any
such risks actually materialize, our business, financial condition and operating
results could be adversely affected. In such case, the trading price of our
common stock could decline.





We
have not yet commenced revenue generating operations under our business model
and we have no past performance which can serve as an indicator of our future
potential.





We are
presently developing a new business model to pursue mining operations. We have
been developing our business plan and growing our team, but as of the date of
this Report we have not yet implemented our plans.  Our most recent
financial statements will therefore not provide sufficient information to assess
our future prospects.  Our likelihood of success must be considered in
light of all of the risks, expenses and delays inherent in establishing a new
business, including, but not limited to unforeseen expenses, complications and
delays, established competitors and other factors.





Our
Auditors have issued an opinion expressing uncertainty regarding our ability to
continue as a going concern.  If we are not able to continue
operations, investors could lose their entire investment in our
company.





We have a
history of operating losses, and may continue to incur operating losses for the
foreseeable future. This raises substantial doubts about our ability to continue
as a going concern.  Our auditors issued an opinion in their audit
report dated September 27, 2010 expressing uncertainty about our ability to
continue as a going concern. This means that there is substantial doubt whether
we can continue as an ongoing business without additional financing and/or
generating profits from our operations.  If we are unable to continue
as a going concern and our Company fails, investors in our Company could lose
their entire investment.





We
need to raise additional capital which may not be available to us or might not
be available on favorable terms.





We will
need additional funds to implement our business plan as our business model
requires significant capital expenditures. We will need substantially more
capital to execute our business plan. Our future capital requirements will
depend on a number of factors, including our ability to grow our revenues and
manage our business. Our growth will depend upon our ability to raise additional
capital, possibly through the issuance of long-term or short-term indebtedness
or the issuance of our equity securities in private or public transactions. If
we are successful in raising equity capital, because of the number and
variability of factors that will determine our use of the capital, our ultimate
use of the proceeds may vary substantially from our current plans.





We
were incorporated in July 2000 and have yet to generate any
revenues.   We have losses which we expect to continue into the
future. As a result, we may have to suspend or cease operations.





We were
incorporated on July 27, 2000, and have not realized any revenues. We were
unsuccessful in located mineralized material on our first property and used all
of our money on the exploration of the first property.  Our operating
history is one of failure.  Our net loss since inception is
approximately $506,981. To achieve and maintain profitability and positive cash
flow we are dependent upon our ability to locate a profitable mineral
property, our ability to generate revenues and our ability to reduce exploration
costs.





Based
upon current plans, we expect to incur operating losses in future periods. This
will happen because there are expenses associated with the exploration of our
mineral properties.  As a result, we may not generate revenues in the
future. Failure to generate revenues will cause us to suspend or cease
operations.


5


Our management does not have
technical training or experience in exploring for, starting, and operating an
exploration program, we will have to hire qualified personnel. If we cannot
locate qualified personnel, we may have to suspend or cease
operations.





Because
our management is inexperienced with exploring for, starting, and operating an
exploration program, we will have to hire qualified persons to perform
surveying, exploration, and excavation of the property. Our management has no
direct training or experience in these areas and as a result may not be fully
aware of many of the specific requirements related to working within the
industry. Management decisions and choices may not take into account standard
engineering or managerial approaches, mineral exploration companies commonly
use. Consequently our operations, earnings and ultimate financial success could
suffer irreparable harm due to management lack of experience in this industry.
As a result we may have to suspend or cease operations.





Indebtedness
may burden us with high interest payments and highly restrictive terms which
could adversely affect our business.





As a
matter of Company policy, our financial plans will limit our debt exposure to a
reasonable level. However, a significant amount of indebtedness could increase
the possibility that we may be unable to generate sufficient revenues to service
the payments on indebtedness, when due, including principal, interest and other
amounts.





We
may be exposed to tax audits.





Our U.S.
federal and state tax returns may be audited by the U.S. Internal Revenue
Service (the “IRS”). An audit may result in the challenge and disallowance of
deductions claimed by us. Further, an audit could lead to an audit of one or
more of our investors and ultimately result in attempts to adjust investors’ tax
returns with respect to items unrelated to us.   We are unable to
guarantee the deductibility of any item that we acquire.  We will
claim all deductions for federal and state income tax purposes which we
reasonably believe that we are entitled to claim. In particular, we will elect
to treat as an expense for tax purposes all interest, management fees, taxes and
insurance. The IRS may disallow any of the various elements used in calculating
our expenses, thereby reducing federal income tax benefits of an investment. To
the extent that any challenge or disallowance is raised in connection with a tax
return filed by an individual shareholder, the cost of any audit and/or
litigation resulting there from would be born solely by the affected
shareholder. In the event the IRS should disallow any of our deductions, the
directors, in their sole discretion, will decide whether to contest such
disallowance. No assurance can be given that in the event of such a contest the
deductions would be sustained by the courts. If the disallowance of any
deductions results in an underpayment of tax, investors could also be
responsible for interest on the underpayments.




Because
we intend to conduct our mineral exploration and development activities outside
of the United States, we will be required to get approvals from foreign national
and local governments.





The
Company intends to pursue projects outside of the United States, which may
require us to seek the approval of various foreign
governments.  Seeking such approvals may be expensive, complex, time
consuming and uncertain.





We
do not anticipate paying cash dividends.





We do not
anticipate paying cash dividends in the foreseeable future. We intend to retain
any cash flow we generate for investment in our business. Accordingly, our
common stock may not be suitable for investors who are seeking current income
from dividends.  Any determination to pay dividends on our common
stock in the future will be at the discretion of our board of
directors.


6


Because the market for our common shares is limited,
investors may not be able to resell their common
shares.





Our
common shares trade on the Over-the-Counter-Bulletin-Board quotation system.
Trading in our shares has historically been subject to very low volumes and wide
disparity in pricing. Investors may not be able to sell or trade their common
shares because of thin volume and volatile pricing with the consequence that
they may have to hold your shares for an indefinite period of time.




There
are legal restrictions on the resale of the common shares offered, including
penny stock regulations under the U.S. Federal Securities
Laws.





We
anticipate that our common stock will continue to be subject to the penny stock
rules under the Securities Exchange Act of 1934, as amended. These rules
regulate broker/dealer practices for transactions in "penny stocks." Penny
stocks are generally equity securities with a price of less than $5.00. The
penny stock rules require broker/dealers to deliver a standardized risk
disclosure document that provides information about penny stocks and the nature
and level of risks in the penny stock market. The broker/dealer must also
provide the customer with current bid and offer quotations for the penny stock,
the compensation of the broker/dealer and its salesperson and monthly account
statements showing the market value of each penny stock held in the customer's
account. The bid and offer quotations and the broker/dealer and salesperson
compensation information must be given to the customer orally or in writing
prior to completing the transaction and must be given to the customer in writing
before or with the customer's confirmation. In addition, the penny stock rules
require that prior to a transaction, the broker and/or dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written agreement to the transaction.
The transaction costs associated with penny stocks are high, reducing the number
of broker-dealers who may be willing to engage in the trading of our shares.
These additional penny stock disclosure requirements are burdensome and may
reduce all of the trading activity in the market for our common stock. As long
as the common stock is subject to the penny stock rules, our shareholders may
find it more difficult to sell their shares.





If
we raise additional funds through the issuance of equity or convertible debt
securities, your ownership will be diluted.





If we
raise additional funds through the issuance of equity or convertible debt
securities, the percentage ownership held by existing shareholders will be
reduced.  New securities may contain certain rights, preferences or
privileges that are senior to those of our common
shares.  Furthermore, any additional equity financing may be dilutive
to shareholders, and debt financing, if available, may involve restrictive
covenants, which may limit our operating flexibility with respect to certain
business matters.





Grants
of stock options and other rights to our employees may dilute your stock
ownership.





We plan
to attract and retain employees in part by offering stock options and other
purchase rights for a significant number of common shares. The issuance of
common shares pursuant to these options, and options issued in the future, will
have the effect of reducing the percentage of ownership in us of our then
existing shareholders.





Our
stock price may be volatile and market movements may adversely affect your
investment.





The
market price of our stock may fluctuate substantially due to a variety of
factors, many of which are beyond our control. The stock markets in general have
experienced substantial volatility that has often been unrelated to the
operating performance of particular companies. These broad market fluctuations
may adversely affect the market price of our stock. Future sales of our common
shares by our shareholders could depress the price of our
stock.


7


ITEM
1B.            UNRESOLVED
STAFF COMMENTS





None.





ITEM
2.               PROPERTIES





The
Company does not own any real estate or other property. Our business office is
located at 100 Wall Street, 21st Floor,
New York, New York 10005.  There is no rent charged for this space,
which is being temporarily provided to the Company by its counsel.





ITEM
3.               LEGAL
PROCEEDINGS





The
Company is not, and has not been during the period covered by this Report, a
party to any legal proceedings.





ITEM
4.               (REMOVED
AND RESERVED)





Not
Applicable.


8




PART
II





ITEM 5.
              MARKET
      FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDERMATTERS
      AND ISSUER PURCHASES OF EQUITY
SECURITIES





Our
common stock began quotation on the Bulletin Board operated by the National
Association of Securities Dealers on September 3, 2004, and is currently quoted
under the symbol “ADNT.” The following sets forth the high and low bid
quotations for the common stock as reported on the Over-the-Counter Bulletin
Board for each quarter since July 1, 2008.  These quotations reflect
prices between dealers do not include retail mark-ups, markdowns, and
commissions and may not necessarily represent actual transactions.





Fiscal
      Year2009
                      
                      High Bid
                      
                      
                      Low BidFourth
      Quarter 04-1-10 to 06-30-10
                      
                      $
                      1.01
                      
                      
                      
                      0.10Third
      Quarter 01-1-10 to 03-31-10
                      
                      $
                      0.05
                      
                      
                      
                      0.05Second
      Quarter 10-1-09 to 12-31-09
                      
                      $
                      0.05
                      
                      
                      
                      0.05First
      Quarter 07-1-09 to 09-30-09
                      
                      $
                      0.08
                      
                      
                      
                      0.05Fiscal
      Year2008
                      
                      High Bid
                      
                      
                      Low BidFourth
      Quarter 04-1-09 to 6-30-09
                      
                      $
                      0.08
                      
                      
                      $
                      0.08Third
      Quarter 01-1-09 to 03-31-09
                      
                      $
                      0.12
                      
                      
                      $
                      0.08Second
      Quarter 10-1-08 to 12-31-08
                      
                      $
                      0.30
                      
                      
                      $
                      0.12First
      Quarter 07-1-08 to 09-30-08
                      
                      $
                      0.80
                      
                      
                      $
                      0.15





All of
the 14,957,650 shares of common stock outstanding as of June 30, 2010 may be
resold by the shareholders subject only to compliance with the restrictions, if
any, imposed by Rule 144.





At June
30, 2010, there were 22 holders of record.





Dividends





We have
not declared any cash dividends, nor do we intend to do so. We are not subject
to any legal restrictions respecting the payment of dividends, except that they
may not be paid to render us insolvent. Dividend policy will be based on our
cash resources and needs and it is anticipated that all available cash will be
needed for our operations in the foreseeable future.





Section Rule 15(g) of the Securities Exchange Act of
1934





Our
company's shares are issued under Section 15(g) of the Securities Exchange Act
of 1934, as amended that imposes additional sales practice requirements on
broker/dealers who sell such securities to persons other than established
customers and accredited investors (generally institutions with assets in excess
of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouses). For
transactions covered by the Rule, the broker/dealer must make a special
suitability determination for the purchase and have received the purchaser's
written agreement to the transaction prior to the sale. Consequently, the Rule
may affect the ability of broker/dealers to sell our securities and also may
affect your ability to sell your shares in the secondary
market.


9


Section
15(g) also imposes additional sales practice requirements on broker/dealers who
sell penny securities. These rules require a one page summary of certain
essential items. The items include the risk of investing in penny stocks in both
public offerings and secondary marketing; terms important to in understanding of
the function of the penny stock market, such as "bid" and "offer" quotes, a
dealers "spread" and broker/dealer compensation; the broker/dealer compensation,
the broker/dealers duties to its customers, including the disclosures required
by any other penny stock disclosure rules; the customers rights and remedies in
causes of fraud in penny stock transactions; and, the FINRA’s toll free
telephone number and the central number of the North American Administrators
Association, for information on the disciplinary history of broker/dealers and
their associated persons.





Securities
authorized for issuance under equity compensation plans





We do not
have any equity compensation plans and accordingly we have no securities
authorized for issuance thereunder.





Recent
Sales of Unregistered Securities; Use of Proceeds from Registered
Securities





On May
11, 2010, we entered into a stock purchase agreement with CRG Finance AG whereby
CRG Finance AG purchased 700,000 shares of common stock at $0.01 per share for a
total of $7,000.  This transaction was made in reliance upon the
exemption from Securities Act registration provided by Section 4(2) of the U.S.
Securities Act, and the rules and regulations promulgated thereunder, including
Regulation S.





ITEM
6.               SELECTED
FINANCIAL DATA





We are a
smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are
not required to provide the information required under this
item.


10


ITEM
      7.
            MANAGEMENT'S
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION, LIQUIDITY, CAPITAL AND
      RESULT OF OPERATIONS.





The
following discussion of the financial condition and results of operations of the
Company should be read in conjunction with the financial statements and the
related notes thereto included elsewhere in this Report. This Report contains
certain forward-looking statements and the Company's future operating results
could differ materially from those discussed herein. Certain statements
contained in this Report, including, without limitation, statements containing
the words “believes”, “anticipates,” “expects” and the like, constitute
“forward-looking statements” within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”). However, as the Company intends to issue “penny
stock,” as such term is defined in Rule 3a51-1 promulgated under the Exchange
Act, the Company is ineligible to rely on these safe harbor provisions. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Given
these uncertainties, readers are cautioned not to place undue reliance on such
forward-looking statements. The Company disclaims any obligation to update any
such factors or to announce publicly the results of any revisions of the
forward-looking statements contained or incorporated by reference herein to
reflect future events or developments, except as required by the Exchange Act.





Limited
Operating History; Need for Additional Capital





There is
no historical financial information about us upon which to base an evaluation of
our performance. We are an exploration stage corporation and have not generated
any revenues from operations.





To become
profitable and competitive, we have to conduct exploration on the property and
find mineralized material.  We will be seeking equity financing to
provide for the capital required to implement our research and exploration
phases.   On July 27, 2007 we completed our private
placement.  We raised $82,432 by selling 8,243,200 shares of common
stock at a price of $0.01 per share to twelve shareholders.  The
proceeds of the offering have been used to sustain operations until the date of
this Report.





On May
11, 2010, we entered into a stock purchase agreement with CRG Finance AG whereby
CRG Finance AG purchased 700,000 shares of common stock at $0.01 per share for a
total of $7,000.





On August
31, 2010, we signed a promissory note agreeing to borrow $100,000 from CRG
Finance AG at a rate of 7.5% per annum, calculated based on a year of 365 days
and actual days elapsed. The loan, plus any interest accumulated, is due upon
demand after the first anniversary of the agreement date within thirty calendar
days upon delivery to the Borrower a written demand by the Lender.





On September 1, 2010, we executed a
consulting agreement whereby agreeing to pay Executive Consulting Services Group
(ECS) $1,000 per month on a month-by-month basis, renewable by mutual agreement.
ECS provides administrative support for the day-to-day operations of the
Company. Such administrative duties include maintaining compliance with
regulatory agencies, maintaining the Corporate Minute Book and acting as the
Company’s bookkeeper.





We have
no assurance that future financing will be available to us on acceptable terms.
If financing is not available on satisfactory terms, we may be unable to
continue, develop or expand our operations. Equity financing could result in
additional dilution to existing shareholders.


11


Results
of Operations




Revenues




During the year ended June 30, 2010 we
did not earn any revenues and incurred a net loss of $1,399. During the year
ended June 30, 2009 we did not earn any revenues and incurred a net loss of
$26,160.




Expenses




During the year ended June 30, 2010 we
incurred total expenses of $39,113 which included $55 in professional fees,
$11,219 in consulting fees, $27,000 in legal and accounting fees, $410 in filing
and incorporation fees, and $429 in other general and administrative fees.
Comparatively, during the same time in 2009, we incurred total expenses of
$26,160 which included $9,795 in consulting fees, $15,003 in legal and
accounting fees, and $839 in other general and administrative fees.





Liquidity
and Capital Resources





As of the
date of this report, we have yet to generate any revenues from our business
operations.





We issued 8,243,200 shares through a
private placement for a total of $82,432.  The shares were issued
pursuant to Regulation S of the Securities Act of 1933 to twelve
investors.





On May
11, 2010, we entered into a stock purchase agreement with CRG Finance AG whereby
CRG Finance AG purchased 700,000 shares of common stock at $0.01 per share for a
total of $7,000.





On August
31, 2010, we signed a promissory note agreeing to borrow $100,000 from CRG
Finance AG at a rate of 7.5% per annum, calculated based on a year of 365 days
and actual days elapsed. The loan, plus any interest accumulated, is due upon
demand after the first anniversary of the agreement date within thirty calendar
days upon delivery to the Borrower a written demand by the Lender.





As of June 30, 2010 we had current
assets of $4,736, current liabilities of $44,550 and a working capital of
deficit $39,814. As of June 30, 2010 we had total assets of $4,736 comprised
entirely of cash.





During the year ended June 30, 2010 we
spent net cash of $40,748 on operating activities, compared to net cash spending
of $6 on operating activities during the same period in 2009.





Net cash provided by financing
activities for the year ended June 30, 2010 was $44,990 compared to net cash
used in financing activities of $500 during the same period in
2009.




Recent
accounting pronouncements




Certain
accounting pronouncements have been issued by the FASB and other standard
setting organizations which are not yet effective and have not yet been adopted
by the Company. The impact on the Company’s financial position and results of
operations from adoption of these standards is not expected to be
material.




ITEM
7A.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK.




We are a
smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are
not required to provide the information required under this
item.


12




ITEM
8.      FINANCIAL STATEMENTS AND SUPPLEMENTARY
DATA.





IndexReport
      of Independent Registered Accounting Firm
                
                F-2Balance
      Sheets
                
                F-3Statements
      of Expenses
                
                F-4Statements
      of Stockholders’ Deficit
                
                F-5Statements
      of Cash Flows
                
                F-6Notes
      to Financial Statements
                
                F-7


F-1


REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM





To the
Board of Directors


Ardent
Mines Limited


(An
exploration stage company)


New York,
NY





We have
audited the accompanying balance sheets of Ardent Mines Limited ("Ardent Mines")
as of June 30, 2010 and 2009, and the related statements of expenses, changes in
stockholders' deficit, and cash flows for the years ended June 30, 2010 and 2009
and for the period from July 27, 2000 (inception) through June 30, 2010. These
financial statements are the responsibility of Ardent Mines' management. Our
responsibility is to express an opinion on these financial statements based on
our audits.





We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform an audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. Ardent Mines is not required to
have, nor were we engaged to perform an audit of its internal control over
financial reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of Ardent Mines'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 audits provide 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 Ardent Mines as of June 30, 2010
and 2009, and the results of its operations and its cash flows for the years
then ended and for the period from July 27, 2000 (inception) through June 30,
2010, in conformity with accounting principles generally accepted in the United
States of America.





The
accompanying financial statements have been prepared assuming that Ardent Mines
will continue as a going concern. As discussed in Note 2 to the financial
statements, Ardent Mines has suffered recurring losses from operations and has
negative working capital, which raises substantial doubt about its ability to
continue as a going concern. Management's plans regarding those matters are
described in Note 2. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.







MALONEBAILEY,
LLP





www.malonebailey.com


Houston,
Texas


September
27, 2010


F-2


ARDENT
MINES LIMITED


(An
Exploration Stage Company)


BALANCE
SHEETS





June 30, 2010
                
                
                June 30, 2009ASSETSCurrent
      AssetsCash
                
                $
                4,736
                
                
                $
                494Total
      Assets
                
                $
                4,736
                
                
                $
                494LIABILITIES
      AND STOCKHOLDERS’ DEFICITCurrent
      LiabilitiesAccounts
      payable
                
                $
                6,060
                
                
                $
                45,509Due
      to related party
                
                
                38,490
                
                
                
                500Total
      Current Liabilities
                
                
                44,550
                
                
                
                45,909STOCKHOLDERS’
      DEFICITCommon
      stock, $0.00001 par value, 100,000,000 shares authorized, 14,957,650 and
      14,257,650 shares issued and outstanding as of June 30, 2010 and 2009
      respectively
                
                
                149
                
                
                
                142Additional
      paid-in capital
                
                
                467,018
                
                
                
                460,025Deficit
      accumulated during exploration stage
                
                
                (506,981
                )
                
                
                (505,582
                )Total
      Stockholders’ Deficit
                
                
                (39,814
                )
                
                
                (45,415
                )TOTAL
      LIABILITIES AND STOCKHOLDERS’ DEFICIT
                
                $
                4,736
                
                
                $
                494





See
accompanying notes to financial statements


F-3


ARDENT
MINES LIMITED


(An
Exploration Stage Company)


STATEMENTS
OF EXPENSES





For the Year
                    Ended June 30,
                    2010
                  
                  
                  For the Year
                    Ended June 30,
                    2009
                  
                  
                  From July 27, 2000
                    (inception) through
                    June 30,
                    2010Operating
      expenses:Consulting
      fees
                  
                  $
                  11,219
                  
                  
                  $
                  9,795
                  
                  
                  $
                  314,246Filing
      and incorporation fees
                  
                  
                  410
                  
                  
                  
                  -
                  
                  
                  
                  3,463Other
      general and administrative
                  
                  
                  484
                  
                  
                  
                  1,362
                  
                  
                  
                  38,064Legal
      and accounting
                  
                  
                  27,000
                  
                  
                  
                  15,003
                  
                  
                  
                  163,505Mining
      exploration
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  14,588Travel
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  9,539Total
      operating expenses
                  
                  $
                  39,113
                  
                  
                  $
                  26,160
                  
                  
                  $
                  543,405Interest
      expense
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  1,290Other
      IncomeDebt
      Forgiveness
                  
                  
                  37,714
                  
                  
                  
                  -
                  
                  
                  
                  37,714Total
      Other Income
                  
                  $
                  37,714
                  
                  
                  $
                  -
                  
                  
                  $
                  37,714NET
      LOSS
                  
                  $
                  (1,399
                  )
                  
                  $
                  (26,160
                  )
                  
                  $
                  (506,981
                  )Net
      loss per share – basic and diluted
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )Weighted
      average shares outstanding
                  
                  
                  14,353,540
                  
                  
                  
                  14,257,650





See
accompanying notes to financial statements


F-4


ARDENT
MINES LTD


(An
Exploration Stage Company)


STATEMENTS
OF CHANGES IN STOCKHOLDERS’ DEFICIT


For the
period from July 27, 2000 (Inception) Through June 30, 2010


Deficit
      accumulatedAdditional
                      
                      
                      duringCommon
      Stock
                      
                      
                      Paid-in
                      
                      
                      explorationShares
                      
                      
                      $
                      
                      
                      Capital
                      
                      
                      Stage
                      
                      
                      TotalShares
      issuedfor
      services
                      
                      
                      5,000,000
                      
                      
                      $
                      50
                      
                      
                      $
                      274,950
                      
                      
                      $
                      -
                      
                      
                      $
                      275,000Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (288,255
                      )
                      
                      
                      (288,255
                      )Balances
      at June 30, 2001
                      
                      
                      5,000,000
                      
                      
                      
                      50
                      
                      
                      
                      274,950
                      
                      
                      
                      (288,255
                      )
                      
                      
                      (13,255
                      )Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (9,982
                      )
                      
                      
                      (9,982
                      )Balance
      at June 30, 2002
                      
                      
                      5,000,000
                      
                      
                      
                      50
                      
                      
                      
                      274,950
                      
                      
                      
                      (298,237
                      )
                      
                      
                      (23,237
                      )Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (1,719
                      )
                      
                      
                      (1,719
                      )Balance
      at June 30, 2003
                      
                      
                      5,000,000
                      
                      
                      
                      50
                      
                      
                      
                      274,950
                      
                      
                      
                      (299,956
                      )
                      
                      
                      (24,956
                      )Shares
      issued or cash
                      
                      
                      1,014,450
                      
                      
                      
                      10
                      
                      
                      
                      101,435
                      
                      
                      
                      -
                      
                      
                      
                      101,445Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (62,793
                      )
                      
                      
                      (62,793
                      )Balance
      at June 30, 2004
                      
                      
                      6,014,450
                      
                      
                      
                      60
                      
                      
                      
                      376,385
                      
                      
                      
                      (362,749
                      )
                      
                      
                      13,696Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (16,740
                      )
                      
                      
                      (16,740
                      )Balance
      at June 30, 2005
                      
                      
                      6,014,450
                      
                      
                      
                      60
                      
                      
                      
                      376,385
                      
                      
                      
                      (379,489
                      )
                      
                      
                      (3,044
                      )Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (12,464
                      )
                      
                      
                      (12,464
                      )Balance
      at June 30, 2006
                      
                      
                      6,014,450
                      
                      
                      
                      60
                      
                      
                      
                      376,385
                      
                      
                      
                      (391,953
                      )
                      
                      
                      (15,508
                      )Imputed
      interest on related party payable
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      1,290
                      
                      
                      
                      -
                      
                      
                      
                      1,290Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (40,299
                      )
                      
                      
                      (40,299
                      )Balance
      at June 30, 2007
                      
                      
                      6,014,450
                      
                      
                      
                      60
                      
                      
                      
                      377,675
                      
                      
                      
                      (432,252
                      )
                      
                      
                      (54,517
                      )Shares
      issued for cash
                      
                      
                      8,243,200
                      
                      
                      
                      82
                      
                      
                      
                      82,350
                      
                      
                      
                      -
                      
                      
                      
                      82,432Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (47,170
                      )
                      
                      
                      (47,170
                      )Balance
      at June 30, 2008
                      
                      
                      14,257,650
                      
                      
                      
                      142
                      
                      
                      
                      460,025
                      
                      
                      
                      (479,422
                      )
                      
                      
                      (19,255
                      )Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (26,160
                      )
                      
                      
                      (26,160
                      )Balance
      at June 30, 2009
                      
                      
                      14,257,650
                      
                      
                      
                      142
                      
                      
                      
                      460,025
                      
                      
                      
                      (505,582
                      )
                      
                      
                      (45,415
                      )Shares
      issued for cash, at $0.01 per share
                      
                      
                      700,000
                      
                      
                      
                      7
                      
                      
                      $
                      6,993
                      
                      
                      $
                      -
                      
                      
                      $
                      7,000Net
      loss
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (1,399
                      )
                      
                      
                      (1,399
                      )Balance
      at June 30, 2010
                      
                      
                      14,957,650
                      
                      
                      $
                      149
                      
                      
                      $
                      467,018
                      
                      
                      $
                      (506,981
                      )
                      
                      $
                      (39,814
                      )





See
accompanying notes to financial statements


F-5


ARDENT
MINES LIMITED


(An
Exploration Stage Company)


STATEMENTS
OF CASH FLOWS





FortheYear
                                    Ended
                                    June 30, 2010
                                  
                                  
                                  FortheYear
                                    Ended
                                    June30,2009
                                  
                                  
                                  From
                                    July27,2000
                                    (inception)
                                    through
                                    June 30, 2010Cash
      Flows From Operating ActivitiesNet
      loss
                                  
                                  $
                                  (1,399
                                  )
                                  
                                  $
                                  (26,160
                                  )
                                  
                                  $
                                  (506,981
                                  )Adjustments
      to reconcile net loss to cash used in operating activitiesDebt
      forgiveness
                                  
                                  
                                  (37,714
                                  )
                                  
                                  
                                  
                                  
                                  
                                  
                                  (37,714
                                  )Accounts
      payable
                                  
                                  
                                  (1,635
                                  )
                                  
                                  
                                  26,154
                                  
                                  
                                  
                                  27,645Imputed
      interest on related party payable
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  1,290Stock
      issued for services
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  275,000Net
      Cash Used in Operating Activities
                                  
                                  
                                  (40,748
                                  )
                                  
                                  
                                  (6
                                  )
                                  
                                  
                                  (240,760
                                  )Cash
      Flows From Financing ActivitiesProceeds
      from sales of common stock
                                  
                                  
                                  7,000
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  190,877Advances
      from a related party
                                  
                                  
                                  37,990
                                  
                                  
                                  
                                  500
                                  
                                  
                                  
                                  54,619Net
      Cash Provided By Financing Activities
                                  
                                  
                                  44,990
                                  
                                  
                                  
                                  500
                                  
                                  
                                  
                                  226,471Net
      Change in Cash
                                  
                                  
                                  4,242
                                  
                                  
                                  
                                  494
                                  
                                  
                                  
                                  4,736Cash
      – Beginning of Period
                                  
                                  
                                  494
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  –Cash
      – End of Period
                                  
                                  $
                                  4,736
                                  
                                  
                                  $
                                  494
                                  
                                  
                                  $
                                  4,736Supplemental
      DisclosuresInterest
      paid
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  -
                                  
                                  
                                  $
                                  –Income
      tax paid
                                  
                                  
                                  -
                                  
                                  
                                  
                                  -
                                  
                                  
                                  
                                  –





See
accompanying notes to financial statements


F-6


ARDENT
MINES LIMITED


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO FINANCIAL STATEMENTS





NOTE
1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Nature of
Business.   Ardent Mines Limited (Ardent Mines) was
incorporated in Nevada on July 27, 2000. Ardent Mines' principal business plan
is to acquire, explore and develop mineral properties and to ultimately seek
earnings by exploiting the mineral claims.





Ardent
Mines has been in the exploration stage since its formation on July 27, 2000 and
has not yet realized any revenues from its planned operations. It is primarily
engaged in the acquisition, exploration and development of mining properties.
Upon location of a commercial mineable reserve, Ardent Mines will actively
prepare the site for extraction and enter a development stage. At present,
management devotes most of its activities to raise sufficient funds to further
explore and develop its mineral properties. Planned principal activities have
not yet begun.





Use of
Estimates.   The preparation of financial statements in
conformity with accounting principles generally accepted in the United States
requires management to make estimates and assumptions that affect the amounts
reported in the financial statements and accompanying notes. Actual results
could differ from those estimates.





Cash and Cash
Equivalents.   Investments with an original maturity date
of three months or less when purchased are considered to be cash equivalents and
are stated at cost.





Income
Taxes.   Ardent Mines recognizes deferred tax assets and
liabilities based on differences between the financial reporting and tax bases
of assets and liabilities using the enacted tax rates and laws that are expected
to be in effect when the differences are expected to be recovered. Ardent Mines
provides a valuation allowance for deferred tax assets for which it does not
consider realization of such assets to be more likely than not.





Exploration and
Development Costs.   Ardent Mines has been in the
exploration stage since its formation and has not yet realized any revenues from
its planned operations. It is primarily engaged in the acquisition, exploration
and development of mining properties. Mineral exploration costs are expensed as
incurred. When it has been determined that a mineral property can be
economically developed as a result of establishing proven and probable reserves,
the costs incurred to develop such property, are capitalized. Such costs will be
amortized using the units-of-production method over the estimated life of the
probable reserve.





Basic and Diluted
Net Loss Per Share.   Basic and diluted net loss per share
calculations are presented in accordance with ASC 260, and are calculated on the
basis of the weighted average number of common shares outstanding during the
year. They include the dilutive effect of common stock equivalents in years with
net income. Basic and diluted loss per share are the same due to the absence of
common stock equivalents.


F-7


ARDENT
MINES LIMITED


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO FINANCIAL STATEMENTS





Ardent
Mines does not expect the adoption of any other recently issued accounting
pronouncements to have a significant impact on their results of operations,
financial position or cash flows.





NOTE
2 - GOING CONCERN





From July
27, 2000 (date of inception) to June 30, 2010, Ardent Mines has incurred a loss
and has a negative working capital at June 30, 2010. The ability of Ardent Mines
to emerge from the exploration stage with respect to any planned principal
business activity is dependent upon its successful efforts to raise additional
equity financing and/or attain profitable mining operations. Management has
plans to seek additional capital through a private placement and public offering
of its common stock. There is no guarantee that Ardent Mines will be able to
complete any of the above objectives. These factors raise substantial doubt
regarding the Ardent Mines' ability to continue as a going concern.





NOTE
3 - RELATED PARTY TRANSACTIONS





As of
June 30, 2010, Ardent Mines has a payable to Urmas Turu, president for $38,490
that was used for payment of expenses on behalf of the Company.  The
amount has no terms of repayment, is unsecured, and bears no
interest.  Ardent Mines also leases its business office from Mr. Turu
for free.





NOTE
4 - COMMON STOCK





A
chronological history of Ardent Mines' stock transactions is as
follows:





July 27,
2000 - Ardent Mines incorporated in Nevada. Ardent Mines is authorized to issue
100,000,000 shares of its $0.00001 par value common stock.





August 1,
2000 - Ardent Mines issued 5,000,000 shares of common stock to each of Ardent
Mines' President and Secretary and Treasurer for services rendered. This is
accounted for as compensation expense of $273,048 and advances and reimbursement
expense of $1,952.





February
8, 2002 - The former President of Ardent Mines sold his 2,500,000 shares to the
new President and Chief Executive Officer of Ardent Mines.





For the
year ended June 30, 2004, Ardent Mines issued 1,014,450 shares of common stock
at $0.10 per share pursuant to an SB-2 Registration Statement.





During
the year ended June 30, 2007 a Registration S agreement was filed and $82,432
was raised under the terms of this agreement at June 30, 2007.  The
shares were issued in August 2007.


F-8


ARDENT
MINES LIMITED


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO FINANCIAL STATEMENTS





On
February 12, 2009, Urmas Turu, our sole officer and director, purchased 625,000
shares from four shareholders for $1,250, totaling $5,000. After the transaction
was completed, Mr. Turu owns 2,500,000 shares of our common stock which is equal
to 17.5% of our issued and outstanding common stock.  The shares of
common stock were purchased using personal funds.





On May
11, 2010, CRG Finance AG bought 700,000 common shares at $0.01 per share or
$7,000.





NOTE
5 - DEBT FORGIVENESS





As of
June 30, 2010, Christopher Wilson, the Company’s former president, loaned Ardent
Mines $19,025 to cover operating expenses.  As of June 30, 2009, this
amount is reported as part of accounts payable since Christopher Wilson is no
longer considered a related party.  On June 30, 2010, Mr. Wilson
agreed to forgive the full amount owed to him.  This has been
accounted for on the financial statements as debt forgiveness
income.





During
the year ended June 30, 2008, the Company became indebted to its former
president, Taras Chebountchak, for $16,129 for payment of expenses on the
Company’s behalf.  The amount had no terms of repayment, was
unsecured, and bore no interest. As of June 30, 2009, this amount is reported as
part of accounts payable since Taras Chebountchak is no longer considered a
related party.  On June 30, 2010, Mr. Chebountchak agreed to forgive
the full amount owed to him.  This has been accounted for on the
financial statements as debt forgiveness income.





During
the year ended June 30, 2010, the Company owed Executive Consulting Services,
Group (ECS) a total of $13,560. On February 16, 2010, the Company repaid $11,000
and Executive Consulting Services, Group (ECS) forgave the remaining $2,560.
This has been accounted for on the financial statements as debt forgiveness
income.





NOTE
6 - INCOME TAXES




The
Company is subject to United States federal and state income taxes at an
approximate rate of 35%.




The
significant components of deferred income tax assets at June 30, 2010 are as
follows:




June
      30, 2010
                      
                      
                      June
      30, 2009Net
      operating loss carryforward
                      
                      $
                      190,790
                      
                      
                      $
                      177,100Valuation
      allowance
                      
                      
                      (190,790
                      )
                      
                      
                      (177,100
                      )Net
      deferred income tax asset
                      
                      $
                      -
                      
                      
                      $
                      –


F-9


ARDENT
MINES LIMITED


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO FINANCIAL STATEMENTS




The
Company has recognized a valuation allowance for the deferred income tax asset
since the Company cannot be assured that it is more likely than not that such
benefit will be utilized in future years. The valuation allowance is reviewed
annually. When circumstances change and which cause a change in management's
judgment about the realizability of deferred income tax assets, the impact of
the change on the valuation allowance is generally reflected in current
income.





The
cumulative net operating loss carry-forward is approximately $545,000 at June
30, 2010, and will expire in the years 2021 to 2029.





NOTE
7 – SUBSEQUENT EVENTS





On August
31, 2010, we borrowed $100,000 from CRG Finance AG at a rate of 7.5% per annum.
The loan, plus any interest accumulated, is due upon demand after the first
anniversary of the agreement date within thirty calendar days upon delivery to
the Borrower a written demand by the Lender.





On
September 1, 2010, the Company executed a consulting agreement whereby agreeing
to pay Executive Consulting Services Group (ECS) $1,000 per month on a
month-by-month basis, renewable by mutual agreement. ECS provides administrative
support for the day-to-day operations of the Company. Such administrative duties
include maintaining compliance with regulatory agencies, maintaining the
Corporate Minute Book and acting as the Company’s bookkeeper.


F-10




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




None.





ITEM
      9A.
            CONTROLS AND
      PROCEDURES.





Evaluation
of Disclosure Controls and Procedures





Pursuant to Rule 13a-15(b) under the
Securities Exchange Act of 1934 ("Exchange Act"), the Company carried out an
evaluation, with the participation of the Company's management, including the
Company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO")
(the Company's principal financial and accounting officer), of the effectiveness
of the Company's disclosure controls and procedures (as defined under Rule
13a-15(e) under the Exchange Act) as of the end of the period covered by this
report. Based upon that evaluation, the Company's CEO and CFO concluded that the
Company's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in the reports that the
Company files or submits under the Exchange Act, is recorded, processed,
summarized and reported, within the time periods specified in the SEC's rules
and forms, and that such information is accumulated and communicated to the
Company's management, including the Company's CEO and CFO, as appropriate, to
allow timely decisions regarding required disclosure.





Management's
Annual Report on Internal Control Over Financial Reporting.





The management of the Company is
responsible for establishing and maintaining adequate internal control over
financial reporting for the Company.  Our internal control system was
designed to, in general, provide reasonable assurance to the Company's
management and board regarding the preparation and fair presentation of
published financial statements, but because of its inherent limitations,
internal control over financial reporting may not prevent or detect
misstatements.  Also, projections of any evaluation of effectiveness
to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.





Our management assessed the
effectiveness of the Company's internal control over financial reporting as of
June 30, 2010.  The framework used by management in making that
assessment was the criteria set forth in the document entitled " Internal
Control - Integrated Framework" issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on that assessment, our
management has determined that as of June 30, 2010, the Company's internal
control over financial reporting was effective for the purposes for which it is
intended.





This annual report does not include an
attestation report of the Company's registered public accounting firm regarding
internal control over financial reporting. Management's report was not subject
to attestation by the Company's registered public accounting firm pursuant to
temporary rules of the Securities and Exchange Commission that permit the
Company to provide only management's report in this annual report.




Changes
in Internal Control over Financial Reporting





There was
no change in the Company’s internal control over financial reporting (as defined
in Rule 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934)
during the quarter ended June 30, 2010 that has materially affected or is
reasonably likely to materially affect the Company’s internal control over
financial reporting.


13




ITEM
      9B.
            OTHER
      INFORMATION




None.





PART
III





ITEM
      10.
            DIRECTORS,
      EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE.





The name,
age and position held by each of the directors and officers of our company are
as follows:





Name and
      Address
                    
                    Age
                    
                    Position(s)Urmas
      Turu
                    
                    49
                    
                    Member
      of the Board of Directors, Secretary andTuuletee
      18
                    
                    
                    
                    TreasurerTabasalu
      PK
                      Harjumaa,
      Estonia 76901
                      (Resigned
      as President, CEO & CFO 08/25/10)
                    
                    
                    
                    Former
      President, Chief Executive Officer and Chief Financial
    OfficerLeonardo
      Riera
                    
                    50
                    
                    President,
      Chief Executive Officer and a member of the Board of
    DirectorsLuis
      Feliu
                    
                    65
                    
                    Chief
      Financial
Officer





All
directors have a term of office expiring at the next annual general meeting of
our company, unless re-elected or earlier vacated in accordance with our Bylaws.
All officers have a term of office lasting until their removal or replacement by
the board of directors.





Officers
and Directors




Urmas Turu. On February 12,
2009, Mr. Urmas Turu was appointed President, Chief Executive Officer, Chief
Financial Officer, Secretary and Treasurer of the Company, as well as a member
of the Company’s Board of Directors.  On August 25, 2010 Mr. Urmas
Turu resigned as the President and Chief Executive Officer of the
Company.  He shall remain a member of the Company’s Board of Directors
and as the Company’s Secretary and Treasurer until qualified replacements are
appointed.  Since 2004, Mr. Turu has been an investor in real estate,
hospitality industry and public equities. Mr. Turu was then appointed our
president, principal executive officer, secretary, treasurer, principal
financial officer, and principal accounting officer.





Leonardo Alberto Riera. On
August 25, 2010, Mr. Leonardo Alberto Riera was appointed as a member of our
Board of Directors and as our President. Mr. Riera is an investment banker and
management consultant.  He is currently an Executive Director of the
Asia America Equity Exchange, an entity which promotes investments and
commercial transactions between China and the Americas.  He has held
this position since 2008.  From 2007-2008, Mr. Riera was the Director
of Asset Structuring and Credit Analysis at INTL Consilium, LLC, where he was in
charge of the analysis and credit decisions for a substantial portion of the
corporate portfolio of an emerging markets hedge fund.  From
1987-2010, he was a partner and the Chief Executive Officer of Latin American
Advisors, Inc., an entity focused on providing mergers and acquisitions advice
to wealthy families and medium-sized corporations.  From 1988-1998, he
was Executive Director and Country Head for Bankers Trust Company in
Venezuela.  From 1986-1987 he was Head of Citicorp Investment Bank’s
Mergers and Acquisitions unit in Caracas, Venezuela.


14


Luis Feliu. On September 2,
2010, Mr. Luis Feliu was appointed as our Chief Financial Officer. Mr.
Feliu is presently the Chief Financial Officer of Wilson
Manifolds.  He has held this position since 2008.  Prior to
this position, he served from 2006 through 2008 as a Senior Consultant to
Management Resources of RHI.  He also served as Corporate Controller
of Smartmatic Corporation from 2004 to 2006 and served from 2000 to 2004 as
Global Senior Vice President-Finance, as well as Chief Financial Officer and
Controller, for Lemon Financial, Ltd. (f/k/a Patagon.Com, Inc.).





Involvement
in Certain Legal Proceedings





To our
knowledge, during the past five years, our officers and directors: have not
filed a petition under the federal bankruptcy laws or any state insolvency law,
nor had a receiver, fiscal agent or similar officer appointed by a court for the
business or present of such a person, or any partnership in which he was a
general partner at or within two years before the time of such filing, or any
corporation or business association of which he was an executive officer within
two years before the time of such filing; were not convicted in a criminal
proceeding or named subject of a pending criminal proceeding (excluding traffic
violations and other minor offenses); were not the subject of any order,
judgment or decree, not subsequently reversed, suspended or vacated, of any
court of competent jurisdiction, permanently or temporarily enjoining him from
or otherwise limiting the following activities: (i) acting as a futures
commission merchant, introducing broker, commodity trading advisor, commodity
pool operator, floor broker, leverage transaction merchant, associated person of
any of the foregoing, or as an investment advisor, underwriter, broker or dealer
in securities, or as an affiliated person, director of any investment company,
or engaging in or continuing any conduct or practice in connection with such
activity; (ii) engaging in any type of business practice; (iii) engaging in any
activity in connection with the purchase or sale of any security or commodity or
in connection with any violation of federal or state securities laws or federal
commodity laws; were not the subject of any order, judgment or decree, not
subsequently reversed, suspended or vacated, of any federal or state authority
barring, suspending or otherwise limiting for more than 60 days the right of
such person to engage in any activity described above under this Item, or to be
associated with persons engaged in any such activity; were not found by a court
of competent jurisdiction in a civil action or by the Securities and Exchange
Commission to have violated any federal or state securities law and the judgment
in subsequently reversed, suspended or vacate; and were not found by a court of
competent jurisdiction in a civil action or by the Commodity Futures Trading
Commission to have violated any federal commodities law, and the judgment in
such civil action or finding by the Commodity Futures Trading Commission has not
been subsequently reversed, suspended or vacated.





Compliance
with Section 16 (a) of the Exchange Act





Section
16(a) of the Securities Exchange Act of 1934 requires our directors, executive
officers and persons who own more than 10% of our common stock to file reports
of ownership and changes in ownership of our common stock with the Securities
and Exchange Commission. Directors, executive officers and persons who own more
than 10% of our common stock are required by Securities and Exchange Commission
regulations to furnish to us copies of all Section 16(a) forms they
file.





Based
solely upon review of the copies of such reports received or written
representations from the reporting persons, we believe that during our 2009
fiscal year our directors, executive officers and persons who own more than 10%
of our common stock filed all reports required by section 16(a) of the
Securities Exchange Act of 1934.





Audit
Committee and Charter





Although
we have adopted an audit committee charter, we have not created an effective
audit committee. Our audit committee is comprised of all of our officers and
directors. Further, none of directors are deemed independent. During the period
covered by this Report, the individual who was our sole director also held all
of our executive officer positions. Our audit committee, when established, will
be responsible for: (1) selection and oversight of our independent accountant;
(2) establishing procedures for the receipt, retention and treatment of
complaints regarding accounting, internal controls and auditing matters; (3)
establishing procedures for the confidential, anonymous submission by our
employees of concerns regarding accounting and auditing matters; (4) engaging
outside advisors; and, (5) funding for the outside auditory and any outside
advisors engagement by the audit committee.


15


Audit
Committee Financial Expert





We have
no financial expert. We believe the cost related to retaining a financial expert
at this time is prohibitive. Further, because of our start-up operations, we
believe the services of a financial expert are not warranted.





Code
of Ethics





We have
adopted a corporate code of ethics. We believe our code of ethics is reasonably
designed to deter wrongdoing and promote honest and ethical conduct; provide
full, fair, accurate, timely and understandable disclosure in public reports;
comply with applicable laws; ensure prompt internal reporting of code
violations; and provide accountability for adherence to the code.





Disclosure
Committee and Charter





We have a
disclosure committee and disclosure committee charter. Our disclosure committee
is comprised of all of our officers and directors. The purpose of the committee
is to provide assistance to the Chief Executive Officer and the Chief Financial
Officer in fulfilling their responsibilities regarding the identification and
disclosure of material information about us and the accuracy, completeness and
timeliness of our financial reports.





ITEM
      11.
            EXECUTIVE
      COMPENSATION.





The
following table sets forth information with respect to compensation paid by us
to our officers during the last three completed fiscal years. Our fiscal year
end is June 30th.





Summary
Compensation Table


(a)
                            
                            (b)
                            
                            (c)
                            
                            
                            (d)
                            
                            
                            (e)
                            
                            
                            (f)
                            
                            
                            (g)
                            
                            
                            (h)
                            
                            
                            (i)
                            
                            
                            (j)Name and Principal
                              Position
                            
                            Year
                            
                            Salary
                              ($)
                            
                            
                            Bonus
                              ($)
                            
                            
                            Stock
                              Awards
                              ($)
                            
                            
                            Option
                              Awards
                              ($)
                            
                            
                            Non-Equity
                              Incentive
                              Plan
                              Compen-
                              sation
                              (S)
                            
                            
                            Change in
                              Pension
                              Value &
                              Nonqual-
                              ified
                              Deferred
                              Compen-
                              sation
                              Earnings
                              ($)
                            
                            
                            All
                              Other
                              Compen-
                              sation
                              ($)
                            
                            
                            Totals
                              ($)Urmas
      Turu
                            
                            2010
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0President
                            
                            2009
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0
                            
                            
                            
                            0(resigned
      08/25/10)





We paid
no salaries for the years ended June 30, 2009 and 2010.


16


The
following table sets forth information with respect to compensation paid by us
to our directors during the last completed fiscal year. Our fiscal year end is
June 30th.





Director
Compensation Table


(a)
                    
                    (b)
                    
                    
                    (c)
                    
                    
                    (d)
                    
                    
                    (e)
                    
                    
                    (f)
                    
                    
                    (g)
                    
                    
                    (h)Name
                    
                    Fees
                      Earned
                      or Paid
                      in Cash
                      ($)
                    
                    
                    Stock
                      Awards
                      ($)
                    
                    
                    Option
                      Awards
                      ($)
                    
                    
                    Non-Equity
                      Incentive
                      Plan
                      Compensation
                      ($)
                    
                    
                    Change in
                      Pension Value
                      and Nonqualified
                      Deferred
                      Compensation
                      Earnings
                      ($)
                    
                    
                    All
                      Other
                      Compen-
                      sation
                      ($)
                    
                    
                    Total
                      ($)Urmas
      Turu
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0
                    
                    
                    
                    0





All
compensation received by the officers and directors has been
disclosed.





There are
no stock option, retirement, pension, or profit sharing plans for the benefit of
our officers and directors.





Employment
Contracts





As of the
end of the period covered by this Report, we had no employment contracts. On
September 27, 2010, the Company entered into an employment agreement with our
Chief Executive Officer, Leonardo Riera.





Long-Term
Incentive Plan Awards





We do not
have any long-term incentive plans.





Compensation
of Directors





We do not
pay our directors any money and we have no plans to pay our directors any money
in the future.





Indemnification





Under our
Articles of Incorporation and Bylaws of the corporation, we may indemnify an
officer or director who is made a party to any proceeding, including a law suit,
because of his position, if he acted in good faith and in a manner he reasonably
believed to be in our best interest. We may advance expenses incurred in
defending a proceeding. To the extent that the officer or director is successful
on the merits in a proceeding as to which he is to be indemnified, we must
indemnify him against all expenses incurred, including attorney's fees. With
respect to a derivative action, indemnity may be made only for expenses actually
and reasonably incurred in defending the proceeding, and if the officer or
director is judged liable, only by a court order. The indemnification is
intended to be to the fullest extent permitted by the laws of the State of
Nevada.





Regarding
indemnification for liabilities arising under the Securities Act of 1933, which
may be permitted to directors or officers under Nevada law, we are informed
that, in the opinion of the Securities and Exchange Commission, indemnification
is against public policy, as expressed in the Act and is, therefore,
unenforceable.


17


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





Security
Ownership of Certain Beneficial Owners





The
following table sets forth, as of September 22, 2010, the beneficial
shareholdings of persons or entities holding five percent or more of our common
stock, each director individually, each named executive officer and all of our
directors and officers as a group. Each person has sole voting and investment
power with respect to the shares of common stock shown, and all ownership is of
record and beneficial.





Name
      and Address
                              
                              Number
      of
                              
                              
                              Percentage
      ofBeneficial
      Ownership
                              
                              Shares
                              
                              
                              OwnershipUrmas
      Turu
                              
                              
                              2,500,000
                              
                              
                              
                              17.5
                              %Tuuletee
      18, Tabasalu PK,Harjumaa,
      Estonia 76901Corporate
      Resource Group, Inc.
                              
                              
                              993,200
                              
                              
                              
                              6.97
                              %124A
      1030 Denman StreetVancouver,
      British ColumbiaCanada
      V6G 2M6Total
                              
                              
                              3,493,200
                              
                              
                              
                              24.47
                              %





Changes
in Control





To the
knowledge of management, there are no present arrangements or pledges of our
securities which may result in a change in our control of the
company.





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





Director
Independence





As of the
date of this Report, we have two directors, Urmas Turu and Leonardo
Riera.  Our Board of Directors has determined that neither of these
directors are independent.  The Company has adopted the standards for
director independence contained in the Nasdaq Marketplaces
Rule5605(a)(2).





ITEM
      14.
            PRINCIPAL
      ACCOUNTING FEES AND SERVICES





Audit fees





The
aggregate fees billed for the two most recently completed fiscal periods ended
June 30, 2010 and June 30, 2009 for professional services rendered by
MaloneBailey, LLP, registered public accountants, for the audit of our annual
financial statements, quarterly reviews of our interim financial statements and
services normally provided by the independent accountant in connection with
statutory and regulatory filings or engagements for these fiscal periods were as
follows:


18





Year Ended
                          June 30,
                          2010
                        
                        
                        Year Ended
                          June 30,
                          2009Audit
      Fees
                        
                        $
                        10,000
                        
                        
                        $
                        11,500Audit
      Related Fees
                        
                        
                        -
                        
                        
                        
                        -Tax
      Fees
                        
                        
                        -
                        
                        
                        
                        -All
      Other Fees
                        
                        
                        -
                        
                        
                        
                        -Total
                        
                        $
                        10,000
                        
                        
                        $
                        11,500





In the
above table, “audit fees” are fees billed by our company’s external auditor for
services provided in auditing our company’s annual financial statements for the
subject year along with reviews of interim quarterly financial statements and
involvement with various in arrears filing earlier in 2009. “Audit-related fees”
are fees not included in audit fees that are billed by the auditor for assurance
and related services that are reasonably related to the performance of the audit
review of our company’s financial statements. “Tax fees” are fees billed by the
auditor for professional services rendered for tax compliance, tax advice and
tax planning. “All other fees” are fees billed by the auditor for products and
services not included in the foregoing categories.





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





Effective
May 6, 2003, the Securities and Exchange Commission adopted rules that require
that before our auditor is engaged by us to render any auditing or permitted
non-audit related service, the engagement be:





-approved
by our audit committee; or





-entered
into pursuant to pre-approval policies and procedures established by the audit
committee, provided the policies and procedures are detailed as to the
particular  service,  the  audit committee is
informed of each service, and such policies and procedures do not include
delegation of the audit committee's responsibilities to management.





We do not
have an independent audit committee.  Our entire board of directors
pre-approves all services provided by our independent auditors.





The
pre-approval process has just been implemented in response to the new rules.
Therefore, our board of directors does not have records of what
percentage of the above fees were pre-approved.  However, all of the
above services and fees were reviewed and approved by the entire board of
directors either before or after the respective services were
rendered.


19




Subsequent
Events
 
 Corporate
Development Services Agreement
 
 On
September 27, 2010, the Company entered into a Corporate Development Services
Agreement (the “Services Agreement”) with CRG Finance AG
(“CRG”).  Pursuant to the Services Agreement, CRG has agreed to render
to the Company consulting and other advisory services (collectively, the “Advisory Services”)
in relation to developing strategic plans for inception of operations, corporate
management, the operations of the Company, strategic planning, domestic and
international marketing and sales, financial advice, advisory and consulting
services, recommendations of candidates for senior management positions of the
Company, prospective strategic alliance partners, preparing acquisition growth
plans, identifying prospective merger and acquisition candidates, developing
value propositions for the Company, analyzing financial implications of
potential transactions, advising on negotiations regarding terms and conditions
of transactions, outlining and managing due diligence issues and due diligence
processes, introductions to prospective customers, selection of investment
bankers or other financial advisors or consultants, and advice with respect to
the capital structure of the Company, equity participation plans, employee
benefit plans and other incentive arrangements for certain key executives of the
Company.  CRG shall also render investment banking and finance
consulting services to the Company (collectively, the “Investment Banking
Services”).  The scope of CRG Investment Banking Services shall
include such services rendered only outside of the United States and only to
non-U.S. persons. The Company will pay to CRG the following amounts for the
Advisory Services: (i) an inception fee of US$100,000.00 (one hundred thousand
U.S. dollars) and (ii) a monthly services fee of US$25,000.00 (twenty five
thousand U.S. dollars) per month, payable each month for the period commencing
as of September 1, 2010.  CRG shall be paid $10,000 per month of the
Advisory Services Fee beginning September 1, 2010, with the balance of $15,000
per month of the Advisory Services Fees together with the Inception Payment
accruing until completion of the first Company financing following the date of
this Agreement when such accruals shall be fully due and payable.  In
consideration of any and all Investment Banking Services provided to the
Company, CRG shall receive in cash ten percent (10%) of the total value of each
such transaction, payable at the closing of each such transaction. The Services
Agreement also contains provisions for the reimbursement of reasonable expenses
incurred by CRG, and for indemnification of CRG and its affiliates from claims
related to the services provided under the Services Agreement.  The
term of the Services Agreement shall be three years, and may be terminated at
any time for any reason by CRG upon not less than thirty (30) days’ advance
written notice.
 
 Employment
Agreement with Leonardo Riera
 
 Effective
as of September 27, 2010, the Company has entered into an Employment Agreement
with Leonardo Riera regarding his service as President and Chief Executive
Officer of the Company.  Mr. Riera shall devote approximately 75% to
100% of his professional working time to the Company. The Employment Agreement
has an initial two year period subject to renewal.
 
 In
consideration for services rendered to the Company, Mr. Riera shall be paid a
base salary of Twenty Thousand U.S. Dollars ($20,000) per month (“Base
Salary”).  Base Salary shall be paid retroactive to August 15,
2010.  Ten thousand U.S. Dollars ($10,000) of this amount shall be
payable incrementally on a monthly basis and pro-rated for any partial month of
employment, less any applicable statutory and regulatory deductions, which shall
be payable in accordance with the Company’s regular payroll practices, as the
same may be modified from time to time.  The remainder of the Base
Salary shall accrue until such time as the Company shall have received capital
investments in the amount of ten million U.S. Dollars ($10,000,000), at which
time all accrued and unpaid amounts shall be due and payable.
 
 Pursuant
to the Employment Agreement, Mr. Riera shall be granted fifty thousand (50,000)
restricted shares of the Company’s common stock (the “Shares”).  Until
the second anniversary of the date hereof, the Shares may not be sold,
transferred, used as security for a loan or otherwise encumbered, except for
customary estate planning exceptions.  The Employment Agreement also
contains customary provisions regarding protection of Company trade secrets,
non-solicitation of Company employees or customers and non-competition with the
Company during the term of the Agreement.




20







ITEM
      15.
            EXHIBITS





The
following Exhibits are incorporated herein by reference. Such exhibits are
incorporated herein by reference pursuant to Rule 12b-32:





Incorporated by referenceExhibit
                                
                                Document Description
                                
                                Form
                                
                                Date
                                
                                Number
                                
                                Filed
                                  herewith3.1
                                
                                Articles
      of Incorporation
                                
                                SB-2
                                
                                11/30/00
                                
                                3.13.2
                                
                                Bylaws
                                
                                SB-2
                                
                                11/30/00
                                
                                3.24.1
                                
                                Specimen
      Stock Certificate
                                
                                SB-2
                                
                                11/30/00
                                
                                4.110.1
                                
                                Trust
      Agreement between Taras Chebountchak and Ardent Mines
    Limited
                                
                                8-K
                                
                                01/07/07
                                
                                10.110.2
                                
                                Consulting
      Agreement between Ardent Mines Limited and Natasha Lysiak, Independent
      Consultant
                                
                                10-KSB
                                
                                09/28/07
                                
                                10.210.3
                                
                                Consulting
      Agreement between Ardent Mines Limited andExecutive
      Consulting Services Group, dated as of September 1, 2010.
                                
                                
                                
                                
                                
                                
                                
                                X10.4
                                
                                Corporate
      Development Services Agreement, by and between Ardent Mines Limited and
      CRG Finance AG, dated as of September 27, 2010.
                                
                                
                                
                                
                                
                                
                                
                                X14.1
                                
                                Code
      of Ethics
                                
                                10-KSB
                                
                                10/14/03
                                
                                14.116.1
                                
                                Letter
      from Williams & Webster, P.S., Certified Public
      Accountants
                                
                                SB-2
                                
                                03/24/03
                                
                                16.116.2
                                
                                Letter
      from Manning Elliott, Chartered Accountants
                                
                                SB-2
                                
                                03/24/03
                                
                                16.216.3
                                
                                Letter
      from Morgan & Company
                                
                                SB-2
                                
                                08/08/03
                                
                                16.321
                                
                                List
      of Subsidiaries
                                
                                
                                
                                
                                
                                
                                
                                X31.1
                                
                                Certification
      of Principal Executive Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.
                                
                                
                                
                                
                                
                                
                                
                                X31.2
                                
                                Certification
      of Principal Financial Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.
                                
                                
                                
                                
                                
                                
                                
                                X32.1
                                
                                Certification
      of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
                                
                                
                                
                                
                                
                                
                                
                                X32.2
                                
                                Certification
      of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
                                
                                
                                
                                
                                
                                
                                
                                X99.2
                                
                                Audit
      Committee Charter
                                
                                10-KSB
                                
                                10/14/03
                                
                                99.199.3
                                
                                Disclosure
      Committee Charter
                                
                                10-KSB
                                
                                10/14/03
                                
                                99.299.4
                                
                                Agreement
      and Release between Ardent Mines Limited, Taras Chebountchak and Reg
      Handford
                                
                                8-K
                                
                                12/22/04
                                
                                99.199.5
                                
                                Resignation
      of Reg Handford
                                
                                8-K
                                
                                12/22/04
                                
                                99.2


21





SIGNATURES





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





ARDENT
      MINES LIMITED(Registrant)By:
                        /s/
      Leonardo RieraName:
                        Leonardo
      RieraTitle:
                        President,
      Chief Executive Officer,Principal
      Executive Officer andDirectorBy:
                        /s/
      Luis FeliuName:
                        Luis
      FeliuTitle:
                        Chief
      Financial Officer, PrincipalFinancial
      Officer andPrincipal
      Accounting
Officer





Dated: September 28,
2010




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





/s/ Leonardo RieraName:
              Leonardo
      RieraTitle:
              President,
      Chief Executive Officer,Principal
      Executive Officer and DirectorDated:
              September
      28, 2010/s/ Urmas TuruName:
              Urmas
      TuruTitle:
              DirectorDated:
              September
      28, 2010


22


EXHIBIT
INDEX





Incorporated by referenceExhibit
                          
                          Document Description
                          
                          Form
                          
                          Date
                          
                          Number
                          
                          Filed
                            herewith3.1
                          
                          Articles
      of Incorporation
                          
                          SB-2
                          
                          11/30/00
                          
                          3.13.2
                          
                          Bylaws
                          
                          SB-2
                          
                          11/30/00
                          
                          3.24.1
                          
                          Specimen
      Stock Certificate
                          
                          SB-2
                          
                          11/30/00
                          
                          4.110.1
                          
                          Trust
      Agreement between Taras Chebountchak and Ardent Mines
    Limited
                          
                          8-K
                          
                          01/07/07
                          
                          10.110.2
                          
                          Consulting
      Agreement between Ardent Mines Limited and Natasha Lysiak, Independent
      Consultant
                          
                          10-KSB
                          
                          09/28/07
                          
                          10.210.3
                          
                          Consulting
      Agreement between Ardent Mines Limited andExecutive
      Consulting Services Group, dated as of September 1, 2010.
                          
                          
                          
                          
                          
                          
                          
                          X10.4
                          
                          Corporate
      Development Services Agreement, by and between Ardent Mines Limited and
      CRG Finance AG, dated as of September 27, 2010.
                          
                          
                          
                          
                          
                          
                          
                          X14.1
                          
                          Code
      of Ethics
                          
                          10-KSB
                          
                          10/14/03
                          
                          14.116.1
                          
                          Letter
      from Williams & Webster, P.S., Certified Public
      Accountants
                          
                          SB-2
                          
                          03/24/03
                          
                          16.116.2
                          
                          Letter
      from Manning Elliott, Chartered Accountants
                          
                          SB-2
                          
                          03/24/03
                          
                          16.216.3
                          
                          Letter
      from Morgan & Company
                          
                          SB-2
                          
                          08/08/03
                          
                          16.321
                          
                          List
      of Subsidiaries
                          
                          
                          
                          
                          
                          
                          
                          X31.1
                          
                          Certification
      of Principal Executive Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.
                          
                          
                          
                          
                          
                          
                          
                          X31.2
                          
                          Certification
      of Principal Financial Officer pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.
                          
                          
                          
                          
                          
                          
                          
                          X32.1
                          
                          Certification
      of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
                          
                          
                          
                          
                          
                          
                          
                          X32.2
                          
                          Certification
      of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.
                          
                          
                          
                          
                          
                          
                          
                          X99.2
                          
                          Audit
      Committee Charter
                          
                          10-KSB
                          
                          10/14/03
                          
                          99.199.3
                          
                          Disclosure
      Committee Charter
                          
                          10-KSB
                          
                          10/14/03
                          
                          99.299.4
                          
                          Agreement
      and Release between Ardent Mines Limited, Taras Chebountchak and Reg
      Handford
                          
                          8-K
                          
                          12/22/04
                          
                          99.199.5
                          
                          Resignation
      of Reg Handford
                          
                          8-K
                          
                          12/22/04
                          
                          99.2


23