U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 20-F/A

(Mark One)
[ ]  REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE
     SECURITIES EXCHANGE ACT OF 1934

                                       OR

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 31, 2001

                                       OR

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

                         COMMISSION FILE NUMBER: 0-29616

                             BELMONT RESOURCES INC.
                             ----------------------
             (Exact name of registrant as specified in its charter)

  British Columbia, Canada
-------------------------------                  -------------------------------
(State or jurisdiction of incorporation                  I.R.S. Employer
or organization)                                        Identification No.)

      600 -625 Howe  Street, Vancouver, British Columbia               V6C 2T6
      --------------------------------------------------               -------
     (Address of principal executive offices)                         (Zip Code)

                 Registrant's telephone number:  (604) 683-6648
                                                 --------------

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

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

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) been subject to such filing requirements
for the past 90 days. Yes  X    No.
                          ---      ---

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation 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 20-F or any amendment to this
Form 20-F [ ].

Indicate by check mark which financials statement item the Company has elected
to follow.

   Item 17   X        Item 18
           ---------          ---------

This Form 20-F/A consists of 2 pages.

<PAGE>

                            TABLE OF CONTENTS

                                                                            PAGE

PART IV
     ITEM 17. AMENDED FINANCIAL STATEMENTS AND EXHIBITS                       27

SIGNATURE                                                                     27



Exhibit
Number   Title of Document                               Location
------   -----------------                               --------

6.25     Amended Annual Report and Consolidated          Report with Form 20-F/A
         Audited Financial Statements for the            and incorporated herein
         year ended January 31, 2001                     by reference.




                                  SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Registrant certifies that it meets all of the requirements for filing
on Form 20-F/A and has duly caused this Annual Report to be signed on its behalf
by the undersigned, thereunto duly authorized.

                                                 BELMONT RESOURCES INC.



Dated: December 12, 2001                         By: /s/ Gary Musil
                                                    ---------------------------
                                                 Gary Musil, Secretary/Director
                                                 Chief Financial Officer



<PAGE>







                            BELMONT RESOURCES INC.

                       CONSOLIDATED FINANCIAL STATEMENTS

                  YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                           (IN CANADIAN DOLLARS)

<PAGE>

                          AUDITORS' REPORT - FORM 20-F


To the Directors of
  Belmont Resources Inc.


We have audited the consolidated balance sheets of Belmont Resources Inc. as at
January 31, 2001 and 2000 and the consolidated statements of operations,
deficit, and cash flows for each of the years ended January 31, 2001, 2000 and
1999. These consolidated financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

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

In our opinion, these financial statements present fairly, in all material
respects, the financial position of the Company as at January 31, 2001 and 2000
and the results of its operations and cash flows for each of the years ended
January 31, 2001, 2000 and 1999 in accordance with Canadian generally accepted
accounting principle (Note 17), consistently applied.


                                    /s/ DALE, MATHESON, CARR-HILTON


Vancouver, Canada                                          Chartered Accountants
May 15, 2001


<PAGE>


                          BELMONT RESOURCES INC.

         CONSOLIDATED BALANCE SHEETS - JANUARY 31, 2001, 2000 AND 1999

                          (IN CANADIAN DOLLARS)


                                                          2001            2000
                                                           $               $

                                  ASSETS

CURRENT ASSETS

   Cash                                                  89,040         906,785
   Term deposit                                            -            370,296
   Marketable securities (Note 3)                        48,500       2,100,149
   Accounts receivable (Note 10)                         40,030          11,266
   Advances and deposits (Note 4)                       371,990         100,001
   Prepaid expenses                                      11,085           6,129
                                                    -----------     -----------
                                                        560,645       3,494,626


CAPITAL ASSETS (Note 6)                                  10,299           5,451

RESOURCE INTERESTS (Note 7)                           2,904,189         650,197
--------------------------------------------------------------------------------

                                                      3,475,133       4,150,274




APPROVED ON BEHALF OF THE BOARD


/s/ Kenneth B. Liebscher   Director
--------------------------


/s/ Gary Musil             Director
--------------------------

                              - See Accompanying Notes -

<PAGE>

                                BELMONT RESOURCES INC.

          CONSOLIDATED BALANCE SHEETS - JANUARY 31, 2001, 2000 AND 1999

                                (IN CANADIAN DOLLARS)


                                                          2001            2000
                                                           $               $

                                    LIABILITIES

CURRENT LIABILITIES
   Accounts payable and accrued liabilities             234,676          28,772
   Short term loans (Note 8)                             50,000            -
                                                    -----------     -----------
                                                        284,676          28,772

NON-CONTROLLING INTEREST IN SUBSIDIARY (Note 2(a))      118,915            -
                                                    -----------     -----------
                                                        403,591          28,772


                                SHAREHOLDERS' EQUITY

SHARE CAPITAL (Note 9)                               13,902,565      13,605,585

DEFICIT                                             (10,831,023)     (9,484,083)
                                                    -----------     -----------
                                                      3,071,542       4,121,502

                                                      3,475,133       4,150,274

COMMITMENTS (Note 11)



                            - See Accompanying Notes -

<PAGE>

                               BELMONT RESOURCES INC.

                          CONSOLIDATED STATEMENTS OF DEFICIT

                      YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                                (IN CANADIAN DOLLARS)


                                              2001          2000          1999
                                               $             $             $


DEFICIT, beginning of year               (9,484,083)   (3,087,763)   (7,201,139)


NET LOSS FOR THE YEAR                    (1,346,940)   (6,396,320)    4,113,376

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

DEFICIT, end of year                    (10,831,023)   (9,484,083)   (3,087,763)
================================================================================



                              - See Accompanying Notes -

<PAGE>

                                 BELMONT RESOURCES INC.
                         CONSOLIDATED STATEMENTS OF OPERATIONS
                      YEARS ENDED JANUARY 31, 2001, 2000 AND 1999
                                 (IN CANADIAN DOLLARS)

                                              2001          2000          1999
                                               $             $             $

REVENUE
   Interest income                           12,692         7,753        14,282
                                         ----------    ----------    ----------

EXPENSES
   Amortization                              33,251        14,626           916
   Consulting                                 5,000          -             -
   Foreign exchange (gain) loss                 (93)       10,346         2,419
   Legal and accounting                      25,703        13,824        30,899
   Office and sundry                         28,977        25,469        10,975
   Project investigation                      4,573        31,755         1,077
   Regulatory and filing fees                 8,877         6,877         5,811
   Rent                                      37,244        18,000        18,000
   Salaries and administration services     134,581       120,715       111,995
   Shareholder relations                     20,785        14,040        12,411
   Telephone and facsimile                    2,766         5,555         6,909
   Transfer agent fees                       12,719        12,458        12,154
   Travel and promotion                      22,701        25,539        22,650
                                         ----------    ----------    ----------
                                            337,084       299,204       236,216
                                         ----------    ----------    ----------

LOSS BEFORE OTHER ITEMS                    (324,392)     (291,451)     (221,934)
                                         ----------    ----------    ----------

OTHER ITEMS
   Gain on sale of oil and gas property        -             -        5,443,750
   Write-down of resource interests        (479,157)   (5,008,766)         -
   Accounts payable written off              12,100          -             -
   Loss on marketable securities
      (Note 3)  - disposals                (536,261)   (1,502,354)         -
                - write-downs               (32,500)     (647,407)         -
   Write-down of advances                      -          (54,999)         -
   Gain on disposal of capital assets          -              217          -
                                         ----------    ----------    ----------
                                         (1,035,818)   (7,213,309)    5,443,750
                                         ----------    ----------    ----------

PROFIT (LOSS) BEFORE INCOME TAXES        (1,360,210)   (7,504,760)    5,221,816

RECOVERY OF NON-CONTROLLING
 INTEREST IN LOSS OF SUBSIDIARY              13,270    (7,504,760)         -
                                               -             -             -
                                         ----------    ----------    ----------
                                         (1,346,940)   (7,504,760)    5,221,816

FUTURE INCOME TAX PROVISION (RECOVERY)         -       (1,108,440)    1,108,440
================================================================================

NET INCOME (LOSS) FOR THE YEAR           (1,346,940)   (6,396,320)    4,113,376
================================================================================

EARNINGS (LOSS) PER SHARE
   (Note 2(f))  - basic                       (0.06)        (0.32)         0.21
                - fully diluted                -              -            0.20
================================================================================


                           - See Accompanying Notes -

<PAGE>

                              BELMONT RESOURCES INC.
                       CONSOLIDATED STATEMENTS OF CASH FLOW
                    YEARS ENDED JANUARY 31, 2001, 2000 AND 1999
                              (IN CANADIAN DOLLARS)

--------------------------------------------------------------------------------
                                              2001          2000          1999
                                               $             $             $
CASH FLOWS PROVIDED BY (USED FOR)
OPERATING ACTIVITIES
   Net loss for the year                 (1,346,940)   (6,396,320)    4,113,376
   Add non-cash items:
     Amortization                            33,251        14,626           916
     Gain on sale of oil and gas property      -             -       (5,443,750)
     Gain on disposal of capital assets        -             (217)    1,108,440
     Future income tax recovery                -       (1,108,440)         -
     Loss on marketable securities          536,261     1,502,354          -
     Write-down of marketable securities     32,500       647,407          -
     Write-down of resource interests       479,157     5,008,766          -
     Recovery of accounts payable           (12,100)         -             -
     Recovery of non-controlling interest   (13,270)         -             -
     Write-down of advances                    -           54,999          -
                                         ----------    ----------    ----------
                                           (291,141)     (276,825)     (221,018)
   Net changes in non-cash working
    capital items
     Accounts receivable                    (24,150)        6,170        (6,883)
     Refundable deposits                   (271,990)     (100,000)         -
     Prepaid expenses                           604        (2,643)        5,250
     Accounts payable and accrued
      liabilities                            47,026       (16,972)       (7,302)
                                         ----------    ----------    ----------
                                           (539,651)     (390,270)     (229,953)
                                         ----------    ----------    ----------

INVESTING ACTIVITIES
   Advances                                    -             -          (55,000)
   Mineral property expenditures         (2,409,260)      (84,201)     (333,801)
   Proceeds on sale of marketable
     securities                           1,482,887     1,470,050          -
   Proceeds on sale of capital assets          -           24,474          -
   Acquisition of capital assets             (6,497)       (2,801)         -
                                         ----------    ----------    ----------
                                           (932,870)    1,407,522      (388,801)
                                         ----------    ----------    ----------

FINANCING ACTIVITIES
   Issuance of share capital                284,480        30,240       211,040
   Due to shareholders                         -             (220)         -
                                         ----------    ----------    ----------
                                            284,480        30,020       211,040
                                         ----------    ----------    ----------

DECREASE IN CASH                         (1,188,041)    1,047,272      (407,714)

CASH, beginning of year                   1,277,081       229,809       637,523
--------------------------------------------------------------------------------
CASH, end of year                            89,040     1,277,081       229,809
================================================================================

CASH REPRESENTED BY
   Cash                                      89,040       906,785        29,809
   Term deposit                                -          370,296       200,000
--------------------------------------------------------------------------------

                                             89,040     1,277,081       229,809



                             - See Accompanying Notes -

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


1.   OPERATIONS

     The Company's primary business is acquisition exploration and development
     of resource interests. Funding for operations is raised through public and
     private share offerings and sale of resource interests.

     Future operations are dependant on the Company's ability to raise
     sufficient funding through share offerings, sale of investments, debt or
     profitable operations to support current and future expenditures.


2.   SIGNIFICANT ACCOUNTING POLICIES

     a)   Consolidation

          These financial statements include the accounts and operations of
          Slovgold Slovakia s.r.o. (SSSRO) and Rozmin s.r.o. (Rozmin). Both
          companies are registered Slovakian companies. The accounts of these
          companies have been consolidated on the following bases:

          SSSRO

          The Company owns 51% interest pursuant to a share acquisition
          agreement. (Note 7(a)). All significant intercompany transactions and
          balances have been eliminated. As a result of the write-down of the
          resource interests a shareholder deficiency exists within the
          subsidiary. Under Canadian Generally Accepted Accounting Principles a
          non-controlling interest in shareholders' deficiency is not recognized
          upon consolidation if such deficit is not likely to be funded by the
          non-controlling interest. Accordingly no amount has been recorded for
          non-controlling interest in the subsidiary.

          SSSRO has a fiscal year end of December 31 for government filing
          requirements.

          The accounts and operations of SSSRO have been consolidated for the
          periods January 1 to December 31, 2000 and 1999.

          Rozmin

          The Company owns 57% interest pursuant to a share purchase agreement
          (Note 7(d)). The acquisition has been accounted for using the purchase
          method. Allocation of the purchase consideration at April 15, 2000
          relating to the acquisition was as follows:

                                                                         $
                                                                    -----------
          Tangible assets acquired:
             Cash                                                       160,415
             Other current assets                                         9,570
             Mineral interests, at book value                           133,543
                                                                    -----------
                                                                        303,528
                                                                    -----------
          Direct liabilities acquired:
             Accounts payable                                            25,912
             Non-controlling interest                                   119,376
                                                                    -----------
                                                                        145,288
                                                                    -----------

          Net assets acquired                                           158,240

          Purchase consideration                                      2,181,066
                                                                    -----------

          Excess consideration allocated to mineral interests         2,022,826
                                                                    ===========

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


2.   SIGNIFICANT ACCOUNTING POLICIES - CONT'D

          Rozmin has a fiscal year end of December 31 for government filing
          requirements.

          The accounts and operations of Rozmin have been consolidated for the
          period April 15, 2000 to December 31, 2000. All significant
          intercompany transactions and balances have been eliminated.

     b)   Capital assets

          Capital assets not directly associated with resource interests are
          recorded at cost. Amortization is provided at 20% per annum on a
          declining balance basis. Amortization of capital assets directly
          related to resource interests is capitalized in mineral interests
          where such capital assets relate to direct exploration expenditures.

     c)   Resource interests

          Costs incurred in respect of resource interests during the exploration
          and development stage are capitalized together with the cost of
          acquisition until such time as a property is in commercial production,
          sold or abandoned.

          The recoverable value of resource interests, as reported on the
          balance sheet, is dependant upon future commercial success or proceeds
          from disposition.

          The Company reviews its resource interests whenever events or changes
          in circumstances indicate that the carrying amount of the asset may
          not be recoverable in relation to expected future cash flows. Should
          an impairment in carrying amount be indicated, a write-down to
          estimated recoverable value would be recorded at that time. (Note 7(a)
          and (e))

          Proceeds on dispositions of partial resource interests on properties
          are credited as a reduction of carrying costs. No profit or loss is
          realized until all the related costs have been offset by disposition
          proceeds. If a property is placed into commercial production,
          accumulated costs to production will be amortized based on units of
          production or depletion.

     d)   Administrative costs

          Administrative costs not directly associated with resource interests
          are recognized as period costs and are expensed in the period
          incurred.

     e)   Translation of foreign currencies

          The Company's functional currency is Canadian dollars. Monetary assets
          and liabilities are translated at the exchange rate in effect at the
          balance sheet date, and non-monetary assets and liabilities are
          translated at exchange rates at acquisition date. Revenues and
          expenses are translated at rates approximating exchange rates in
          effect at the time of the transactions. Exchange gains or losses
          arising on translation of current monetary items are included in
          operations for the year.

     f)   Earnings (loss) per share

          Basic earnings (loss) per share is calculated using the weighted
          average number of common shares outstanding.

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


2.   SIGNIFICANT ACCOUNTING POLICIES - CONT'D


          The weighted average number of shares outstanding is as follows:

                                                         2001         2000
                                                         ----         ----

                                                      20,636,831     19,729,722
                                                      ==========     ==========

     g)   Income taxes

          The Company has adopted CICA Handbook Section 3465 "Future Income
          Taxes" which replaces "deferred income taxes". Under this accounting
          guideline the company records, subject to specified criteria, the
          effects of future income taxes using the expected rate of tax payable
          or recoverable on temporary differences between the accounting and tax
          basis of assets.

          As the criteria for recording future income tax benefits resulting
          from available unutilized tax losses carried forward have not been
          met, no future income tax benefit has been recorded for the current
          year.

     h)   Use of estimates

          The preparation of financial statements in conformity with generally
          accepted accounting principles requires management to make estimates
          and assumptions that affect the reported amounts of assets and
          liabilities, disclosure of contingent assets and liabilities at the
          date of the financial statements and the reported amounts of revenues
          and expenses during the period.

          Significant areas requiring the use of management estimates relate to
          the carrying value of the investment in securities, the determination
          of impairment of assets and their useful lives for amortization and
          income taxes. Financial results as determined by actual events could
          differ from those estimates.

          The recorded cost of the Slovakian property was based on the estimated
          value of the share consideration paid. The Slovakian property was
          written-down to estimated recoverable value in a prior year. This
          value represents an estimate only. Actual recoverable value may be
          materially different than the carrying amount. (Note 7(a) and (e)).

     i)   Financial instruments

          Financial instruments include cash, marketable securities (Note 3),
          accounts receivable, refundable advances, accounts payable and loans
          which are short-term in nature.  The instruments are valued at market
          value at the balance sheet date.

     j)   Risk management

          The Company's primary assets at the balance sheet date are the
          resource interests in Slovakia held by Slovakian subsidiaries (Notes
          7(a) and (d)). The Company could accordingly, be at risk for foreign
          currency fluctuations, developing legal and political environments and
          price fluctuations in resource sector markets.

          The Company does not maintain significant cash or other monetary
          assets or liabilities in Slovakia. The Company relies on local
          consultants for the management of its Slovakian interests and for
          legal and accounting matters.


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


3.   MARKETABLE SECURITIES


     Marketable securities are recorded at the lower of cost or market value.

                                                         2001         2000
                                                          $            $
                                                         ----         ----

     Cost                                                 81,000      2,747,556

     Less: write-down to market value                     32,500        647,407
                                                      ----------     ----------

                                                          48,500      2,100,149
                                                      ==========     ==========



4.   ADVANCES AND DEPOSITS


     a)   During the prior year, the Company entered into an initial option
          agreement to acquire a 25% interest in EnviGeo Trade s.r.o., a private
          Slovakian company that owns an oil and gas exploration license in
          north-eastern Slovakia. Terms of the agreement included payment by
          Belmont of a refundable deposit of $100,000 (paid) and an additional
          $400,000 payable within 90 days, subject to Belmont completing a due
          diligence assessment of the exploration license.

          After completing its due diligence, the Company decided not to
          exercise its option under this agreement and requested return of the
          deposit.

          On April 15, 2001, the debt was assigned to Sierra International Group
          Inc. and 300,000 common shares of EuroGas Inc. were deposited as
          collateral for the repayment of this advance.

          Interest of $10,000 Cdn. due on May 15, 2001 is still outstanding. If
          the advance is not repaid by May 31, 2001 the Company has authority to
          begin liquidating the EuroGas Inc. common shares to recover the debt.
          The Company subsequently agreed to a 30 day extension to June 30, 2001
          in consideration of an additional $2,500 in interest.

     b)   During the year, the Company advanced a $150,000 U.S. refundable
          deposit as a right of first refusal to acquire a 25% interest in an
          oil and gas concession in the Sakha Republic. After due diligence, the
          Company decided not to proceed with this transaction and requested a
          return of the funds.

          On March 20, 2001, as the funds had not been received, the debt was
          assigned to Wolfgang Rauball and 700,000 common shares of Eurogas Inc.
          was delivered to the Company as collateral against the debt.

          Interest on the debt is payable quarterly at a rate of 15% per annum
          calculated from June 30, 2000. As at May 15, 2001, interest of $16,000
          Cdn. has been received. If the principal sum is not repaid by June 30,
          2001, the Company has authorization to begin liquidating the Eurogas
          Inc. common shares to recover the debt.


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


4.   ADVANCES AND DEPOSITS - CONT'D


     c)   The Company advanced funds totalling $56,740 on behalf of a related
          company to fund that company's participation requirements in the
          Ungava mineral interests. (Note 10(d)).



5.   RECOVERY OF WRITTEN-OFF ADVANCE


     On May 1, 1998, the Company entered into a Memorandum of Understanding with
     Vista Developments Ltd., a company incorporated in the Turks and Caicos
     Islands, British West Indies. Vista was in the process of obtaining certain
     rights in Eastern Europe for acquisitions of oil and gas concessions.

     The Company advanced $55,000 to Vista in respect of the memorandum.

     No acquisitions or business ventures have resulted from the arrangement.

     Due to uncertainty over the ability of the company to recover the advance,
     the amount was written down to a nominal value in the prior year

     In the current year, the Company accepted 750,000 common shares of E.T.C.
     Industries Ltd. as payment against the original advance of $55,000. No
     amount has been recorded as a recovery in these financial statements. Upon
     disposition of the shares the Company will record a recovery for the net
     proceeds.


6.   CAPITAL ASSETS


                                                2001                    2000
                                                 $                       $
                                 ---------------------------------    --------
                                            Accumulated
                                   Cost     Amortization     Net        Net
                                  -----     ------------     ---        ---

     Office furniture
      and equipment               15,885        5,586       10,299      5,451
                                  ======        =====       ======      =====

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


7.   RESOURCE INTERESTS


                                                       Incurred during
                                               2000        the year      2001
                                                $             $           $
                                               ----    ---------------   ----

     a)   Pezinok II
          Acquisition costs                  4,918,817         -      4,918,817
          Plant and equipment                  173,268         -        173,268
          Deferred costs                       425,354         -        425,354
                                            ----------   ----------  ----------
                                             5,517,439         -      5,517,439
          Less: write-down                  (5,017,439)    (400,000) (5,417,439)
                                            ----------   ----------  ----------
                                               500,000     (400,000)    100,000
                                            ----------   ----------  ----------

     b)   Maseva                                  -          42,500      42,500
                                            ----------   ----------  ----------

     c)   Ungava
          Acquisition costs - cash              55,000         -         55,000
                            - shares              -          12,500      12,500
                                            ----------   ----------  ----------
                                                55,000       12,500      67,500
                                            ----------   ----------  ----------

          Deferred costs
            Administration                        -          14,568      14,568
            Assay and sampling                    -             387         387
            Equipment rental                      -           2,290       2,290
            Geographical                          -           1,733       1,733
            Mapping and draughting                -           4,246       4,246
            Miscellaneous                         -             861         861
            Permits                               -           2,500       2,500
            Travel and accommodation              -          24,175      24,175
                                            ----------   ----------  ----------
                                                  -          50,760      50,760
                                            ----------   ----------  ----------

                                                55,000       63,260     118,260
                                            ----------   ----------  ----------

     d)   Rozmin
          Acquisition costs                     16,040    2,140,329   2,156,369
                                            ----------   ----------  ----------
          Mine development
               Tunnel construction and
                miscellaneous                     -          90,933      90,933
               Waste disposal                     -          79,072      79,072
               Woodland clearing                  -          39,536      39,536
               Consulting                         -         185,821     185,821
                                            ----------   ----------  ----------
                                                  -         395,362     395,362
                                            ----------   ----------  ----------

          Plant and equipment                     -          42,849      42,849
                                            ----------   ----------  ----------
                                                16,040    2,578,540   2,594,580
                                            ----------   ----------  ----------
          Deferred costs
               Consulting                         -          15,271      15,271
               Miscellaneous                      -             776         776
               Travel and accommodation           -          32,802      32,802
                                            ----------   ----------  ----------
                                                  -          48,849      48,849
                                            ----------   ----------  ----------

                                                16,040    2,627,389   2,643,429
                                            ----------   ----------  ----------

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


7.   RESOURCE INTERESTS - CONT'D



     e)   Lac Rocher


          Acquisition costs - cash              60,500         -         60,500
                            - shares            55,000         -         55,000
          Less recoveries                      (37,500)        -        (37,500)
                                            ----------   ----------  ----------
                                                78,000         -         78,000
          Exploration costs                      1,157         -          1,157
                                            ----------   ----------  ----------
                                                79,157         -         79,157
          Less: write-down                        -         (79,157)     79,157
                                            ----------   ----------  ----------
                                                79,157      (79,157)       -
                                            ----------   ----------  ----------

                                               650,197    2,253,992   2,904,189
                                            ==========   ==========  ==========

     a)   Pezinok II

          By agreement dated May 1, 1996 with Rudne Bane, s.p., a Slovakia State
          owned mining corporation, the company's 51% subsidiary acquired 100%
          interest in the Pezinok II mining concession, a former producing gold/
          antimony mine and mill, located in Pezinok, Slovak Republic.

          The Company is maintaining its interest in the Pezinok II mining
          concessions and is seeking a joint venture partner to continue
          development plans.

          As a result of depressed gold prices and weak resource sectors world-
          wide, the Company has been unable, to date, to find a joint venture
          partner or commit its own resources to fund the reopening of the
          Pezinok mine as planned.

          Management feels that based on current gold prices the project is not
          currently viable. The mining and environmental permits for reopening
          the project expired at the end of 1999. The Company continues to hold
          the rights to the concessions, however to reopen the mining operation
          new permits will be required. The Company has not abandoned its
          interests in the concessions, however due to uncertainty over the
          viability of the mining operation at current gold prices management
          determined that a write-down of the carrying value of the concessions
          was appropriate.

          A write-down of the value of the combined concessions and dedicated
          capital assets to $500,000 Cdn. was recorded in the prior year.
          Management has determined, based on current market conditions and
          company plans, that a further write-down was warranted at the year end
          to estimated recoverable value of $100,000.

     b)   Maseva Property

          In a prior year, the Company entered into an agreement with EuroGas,
          Inc. whereby it sold its 90% ownership in Maseva Gas s.r.o.
          ("Maseva").

          In October, 2000, the Company reacquired the 90% ownership in Maseva
          for cash consideration of $42,500 (paid).

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


7.   RESOURCE INTERESTS - CONT'D

     c)   Ungava

          On January 4, 2000, the Company entered into an option assignment
          agreement with Montoro Resources Inc. to acquire a 50% interest in an
          exploration permit in the Ungava region of Quebec.

          Consideration for the acquisition was as follows:

          i)   cash payments of $55,000 (paid)
          ii)  issuance of 50,000 common shares of the Company to Montoro
               (issued) at a deemed price $0.25 per share.
          iii) completion of a Phase I exploration program in the amount of
               $30,000 by September 30, 2000 (completed).

     d)   Rozmin

          The Company signed an agreement on February 26, 2000 to acquire a 57%
          interest in Rozmin s.r.o., a private Slovakian mining company that
          controls a talc deposit in the eastern Slovak Republic. The total cash
          consideration for the transaction was 2,850,000 German marks ($2.061
          million Cdn.).

          A finder's fee of 150,000 German marks ($104,240 Cdn.) was paid.

          Regulatory approval was received April 3, 2000 and the acquisition
          completed in two stages in mid April, 2000. (See Note 13)

     e)   Lac Rocher

          The Company entered into an agreement dated March 5, 1999 for the
          right to acquire a 100% interest in 67 mineral claims located in the
          Lac Rocher area, Quebec ("property"). The agreement provided the
          Company the right to acquire a 100% interest in the property by
          payment of $55,000 (paid) and issuance of 100,000 common shares
          (issued) at a deemed price of $0.50 per share.

          On March 16, 1999, the Company entered into an agreement with Montoro
          Resources Inc. ("Montoro") whereby Montoro was granted an option to
          acquire 50% of Belmont's 100% interest in the claims. Montoro paid
          Belmont $30,000 and issued 50,000 common shares. In addition, Montoro
          was required to expend $35,000 on exploration on the property by
          September 30, 2000.

          During the year, the Company determined that further expenditures were
          not warranted and has abandoned its interests in the Lac Rocher
          claims. Accordingly, all costs have been written off.


8.   SHORT TERM LOANS


     The loans are repayable on demand and bear interest at the rate of 18% per
     annum until the loans are repaid in full (Note 10(g)).

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


9.   SHARE CAPITAL


     a)   Authorized

          50,000,000 common shares at no par value
<TABLE>
<CAPTION>
     b)   Issued                                       2001                       2000
                                          ---------------------------  ---------------------------
                                                             $                            $
                                            Number         Amount        Number         Amount
                                            ------         ------        ------         ------
          <S>                            <C>            <C>            <C>            <C>
          Balance, beginning of year     19,764,012     13,605,585     19,600,012     13,520,345

          Issued during the year for:

           Property acquisitions   i)        50,000         12,500        110,000         55,000

           Stock options exercised ii)      889,000        284,480         54,000         30,240
                                         ----------     ----------     ----------     ----------

           Balance, end of year          20,703,012     13,902,565     19,764,012     13,605,585
                                         ==========     ==========     ==========     ==========
</TABLE>

           i)   During the year, 50,000 common shares at a price of $0.25 per
                share were issued for the acquisition of mineral interests.

           ii)  During the year, 889,000 stock options were exercised at a
                price of $0.32 per share.

     c)   Stock Options

          At the year end, the Company had share purchase options outstanding to
          directors and employees as follows:

                       Number of          Exercise            Expiry
                         Shares             Price              Date
                       ---------          --------            ------

                        850,000             0.32             September 17, 2001
                        230,000             0.32             January 13, 2002
                         75,000             0.50             February 18, 2002
                        900,000             0.32             August 17, 2002
                     ----------
                      2,055,000
                     ==========

     d)   Escrow and pooled shares

          There are no shares held in escrow or subject to pooling agreements as
          at the year end.

<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


10.  RELATED PARTY TRANSACTIONS


     a)   During the year the Company incurred:
          i)   $NIL (2000 - $58,420) for salaries and administrative services
               charged by a company controlled by a director, and $18,000 (2000
               - $18,000) for rent to another company controlled by a director.
          ii)  $NIL (2000 - $54,000) in management and consulting fees were
               charged by a director of the Company

     b)   Included in marketable securities are amounts totalling $17,000 (2000
          - $7,500) in two publicly traded companies with common directors.

     c)   Included in accounts receivable are:
          i)   amounts totalling $14,629 (2000 - $2,367) owing by corporations
               with common directors.
          ii)  an amount of $8,112 (2000 - $NIL) owing by a former director of
               the Company.

     d)   Included in advances is an amount of $56,740 (2000 - $NIL) due from a
          company with common directors (Note 4(c)).

     e)   Included in mineral interests is a concession acquired at a cost of
          $67,500 (2000 - $55,000) from a company with common directors.

     f)   Included in accounts payable is an amount of $189 (2000 - $4,745) due
          to a director.

     g)   Included in short term loans is an amount of $25,000 (2000 - $NIL)
          owing to an individual related to a director (Note 8).

     h)   During the year the Company received and repaid short term loans
          totalling $100,000 from a director and a company controlled by an
          individual related to a director.

     Related party transactions have been recorded at their dollar exchange
     amount.



11.  COMMITMENTS


     The Company has entered into a lease agreement for rental of office
     premises commencing January 1, 2001 and expiring November 30, 2003 at a
     basic rent of $2,203 per month.

     The basic rent commitment to the expiry date is as follows:

                                                           $
                                                         -----

             2002                                       26,432
             2003                                       26,432
             2004 (to November 30, 2003)                22,027


     The Company is also committed to paying its proportionate share of all
     taxes, operating costs and other charges as outlined in the lease
     agreement. In the first year of the lease agreement these costs are
     estimated to total $1,800 per month.


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


12.  SEGMENTED INFORMATION


     Identifiable assets by geographic location:             2001        2000
                                                              $           $
                                                             ----        ----

           Canada                                          490,104    3,504,538
           Slovakia                                      2,985,029      645,736
                                                         ---------    ---------

                                                         3,475,133    4,150,274
                                                         =========    =========


13.  SUBSEQUENT EVENTS

     Subsequent to the year end, the following transaction occurred:

     On March 27, 2001, the Company entered into an agreement whereby it will
     sell subject to regulatory and shareholder approvals, to EuroGas Inc.
     ("EuroGas") a company incorporated in Utah, USA, its 57% equity interest in
     the capital stock of Rozmin s.r.o.

     Consideration for this transaction is as follows:

     i.   12,000,000 common shares in the capital stock of EuroGas (less than
          10% interest)
     ii.  Granting by Rozmin of a 2% royalty to the Company on the gross revenue
          of talc sold
     iii. The payment by EuroGas of a $100,000 U.S. non-refundable advance
          royalty. ($25,000 Cdn. received to date).
     iv.  The repricing of outstanding 2,500,000 EuroGas warrants held by the
          Company from the current price of $0.82 U.S. per warrant to $0.40 U.S.
          per warrant for the balance of the term of the warrants (completed).
          The warrants expire on June 14, 2002.

     As at May 15, 2001 regulatory approval had been conditionally granted.
     Final acceptance requires shareholder approval.

     (See also Note 4 (a) and (b)).


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


14.  NON-CASH TRANSACTIONS


     During the year the Company had the following non-cash transactions not
     reflected in the statement of cash flows:

                                                             2001        2000
                                                              $           $
                                                             ----        ----

     Issuance of share capital for resource interest
       acquisition.                                         12,500       55,000
                                                           =======    =========



15.  LOSS CARRY FORWARD


     The Company has available non capital losses of approximately $1,361,000
     which may be carried forward to apply against future income for tax
     purposes as follows:
                                                                Amount
                Available to                                       $
                ------------                                   -------

                  2002                                          64,000
                  2003                                          38,000
                  2004                                         246,000
                  2005                                         255,000
                  2006                                         218,000
                  2007                                         260,000
                  2008                                         280,000
                                                            ----------

                                                             1,361,000
                                                            ==========

     The future potential income tax benefits of these losses has not been
     recorded in these financial statements.


16.  COMPARATIVE FIGURES

     Certain of the 2000 comparative figures have been reclassified to conform
     with current presentation.


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


17.  RECONCILIATION OF CANADIAN TO UNITED STATES GENERALLY ACCEPTED
     ACCOUNTING PRINCIPLES

     These financial statements are prepared using Canadian Generally Accepted
     Accounting Principles (GAAP) which do not differ materially from United
     States Generally Accepted Accounting Principles with respect to the
     accounting policies and disclosures in these financial statements except as
     set out below:

     a)   Under U.S. GAAP exploration costs which have been deferred in the
          accounts under Canadian GAAP would be recorded as period expenses.

     b)   Where full unrestricted exploitation or extraction rights are not
          established or have been relinquished any capitalized acquisition or
          development costs must also be expensed under U.S. GAAP.

          i)   If accounting principles generally accepted in the United States
               were followed, the effect on the consolidated statement of
               operations, shareholders' equity, balance sheet and cash flows
               would be:

                                             2001         2000         1999
                                              $            $            $
                                             ----         ----         ----

               Consolidated Statement
                 of Operations

               Net income (loss) -
                 Canadian GAAP           (1,346,940)   (6,396,320)    4,113,376

               Adjustment for deferred
                 exploration expenditures  (580,320)     (360,000)         -

               Adjustment for
                 acquisitions costs         (67,500)      (16,040)         -
                                         --------------------------------------

                                         (1,994,760)   (6,772,360)    4,113,376
                                         ======================================
               Weighted average number
                 of shares outstanding:

                 Canadian GAAP and
                   U.S. GAAP             20,636,831    19,729,722    20,345,920
                                         ======================================

                 Earnings (loss) per
                   share - U.S. GAAP          (0.10)        (0.34)         0.20
                                         ======================================


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


17.  RECONCILIATION OF CANADIAN TO UNITED STATES GENERALLY ACCEPTED
     ACCOUNTING PRINCIPLES - CONT'D


     i)   Cont'd

                                             2001         2000         1999
                                              $            $            $
                                             ----         ----         ----
          Balance sheet items

          Assets:
          Acquisitions costs -
            Canadian GAAP                 2,223,869        16,040          -

          Less adjustment - U.S. GAAP       (67,500)      (16,040)         -
                                         --------------------------------------

                                          2,156,369          -             -
                                         ======================================

          Resource interests -
            Canadian GAAP                   680,320       634,157     5,557,846

          Less adjustment - U.S. GAAP      (580,320)     (360,000)         -
                                         --------------------------------------

          Resource interests - U.S. GAAP    100,000       274,157     5,557,846
                                         ======================================

          Shareholders' equity -
            Canadian GAAP                 3,071,542     4,121,502    10,432,662

          Less adjustment for
            acquisitions costs and
            resource interests             (647,820)     (376,040)         -
                                         --------------------------------------

          Shareholders' equity -
            U.S. GAAP                     2,423,722     3,745,462    10,432,662
                                         ======================================

          Total assets - Canadian GAAP    3,475,133     4,150,274    11,595,739

          Less adjustment for
            acquisitions costs and
            resource interests             (647,820)     (376,040)         -
                                         --------------------------------------

          Total assets - U.S. GAAP        2,827,313     3,774,234    11,595,739
                                         ======================================



<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


17.  RECONCILIATION OF CANADIAN TO UNITED STATES GENERALLY ACCEPTED
     ACCOUNTING PRINCIPLES - CONT'D

     ii)  Consolidated Statement of Cash Flows:

                                             2001         2000         1999
                                              $            $            $
                                             ----         ----         ----
          Operating and investing
            activities under U.S. GAAP
            would be restated as
            follows:

         Operating activities -
            Canadian GAAP                  (539,651)     (390,270)     (299,953)
       Adjustment for acquisitions costs    (67,500)      (16,040)         -
                                         --------------------------------------

       Operating activities - U.S. GAAP    (607,151)     (406,310)     (299,953)
                                         ======================================

       Investing activities -
         Canadian GAAP                     (932,870)    1,407,522      (388,801)
       Adjustment for acquisitions costs     67,500        16,040          -
                                         --------------------------------------

       Investing activities - U.S. GAAP     865,370     1,423,562      (388,801)
                                         ======================================

     iii) Accounts receivable

          U.S. GAAP requires disclosure of the amount of any allowance for
          doubtful accounts receivable.

          The Company's allowance is not material, accordingly no disclosure is
          provided.

     iv)  Stock based compensation

          The Company has elected to follow Accounting Principles Board Opinion
          No. 25 "Accounting for Stock issued to Employees" (APB 25) in
          accounting for its employee stock options. Under APB 25, because the
          exercise price of the Company's options for common shares granted to
          employees is not less than the fair market value of the underlying
          stock on the date of the grant, no compensation expense has been
          recognized.


<PAGE>

                               BELMONT RESOURCES INC.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     YEARS ENDED JANUARY 31, 2001, 2000 AND 1999

                               (IN CANADIAN DOLLARS)


17.  RECONCILIATION OF CANADIAN TO UNITED STATES GENERALLY ACCEPTED
     ACCOUNTING PRINCIPLES - CONT'D


     v)   Earnings per share

          In February 1997, the Financial Accounting Standards Board issued
          Statement No. 128, Earnings Per Share (SFAS 128), which established
          new standards for computing and presenting earnings per share
          effective for fiscal years ending after December 15, 1997. With SFAS
          128, Primary earnings per share is replaced by Basic earnings per
          share which is computed by dividing income available to common
          shareholders by the weighted average number of shares outstanding for
          the period. In addition, SFAS 128 requires the presentation of Diluted
          earnings per share which includes the potential dilution that could
          occur if common stock equivalents or other potentially dilutive
          securities were exercised or converted into common stock.

          Common stock equivalent shares are excluded from the computation if
          their effect is anti-dilutive, except that pursuant to the Securities
          and Exchange Staff Accounting Bulletins, common and common equivalent
          shares issued at prices below the public offering price during twelve
          months immediately preceding the initial filing date are included in
          the computation as if they were outstanding for all periods presented
          (using the treasury stock method and the initial offering price).

     vi)  Reporting comprehensive income

          In June 1997, the Financial Accounting Standards Board issued
          Statement No. 130 (SFAS 130), Reporting Comprehensive Income, which is
          required to be adopted for fiscal years beginning on or after December
          15, 1997. SFAS 130 establishes standards for the reporting and display
          of comprehensive income and its components in a full set of general
          purpose financial statements. Reclassification of financial statements
          for earlier periods presented is required. As the Company's operations
          do not generate any comprehensive items, the adoption of this standard
          has no effect on the Company's financial statements.

     vii) Derivative instruments and hedging activities.

          In June 1998, the Financial Accounting Standards Board issued
          Statement No. 133 (SFAS 133), Accounting for Derivative Instruments
          and Hedging Activities, which standardises the accounting for
          derivative instruments. SFAS 133 is effective for all fiscal quarters
          of all fiscal years beginning after June 15, 1999. As the Company's
          operations do not generate derivative instruments and hedging
          activities, the adoption of this standard has no effect on the
          Company's financial statements.

     viii)Other pronouncements

          The Financial Accounting Standards Board has issued Statement of
          Financial Accounting Standard No. 131 ("Disclosures about Segments of
          an Enterprise and Related Information") ("SFAS 131") and No. 132
          ("Employers' Disclosures About Pensions and Other Post Retirement
          Benefits ("SFAS 132). The pronouncements for these financial
          statements, do not differ materially from Canadian GAAP reporting.

<PAGE>