================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                  FORM 10-QSB

(Mark One)
|x| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
  ACT OF 1934
For the quarterly period ended June 30, 1996

| | 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 0-25786

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

                             NAPTAU GOLD CORPORATION
        (Exact name of small business issuer as specified in its charter)

               Delaware                                  22-3386947
        (State or other jurisdiction of                  (IRS Employer
        incorporation or organization)                   Identification No.)

                              9551 Bridgeport Road
                                   Richmond BC
                                 Canada V6X 1S3
                    (address of principal executive offices)

                                 (604) 273-9992
                           (Issuer's telephone number)
                      ------------------------------------

                              ---------------------
               (Former name, former address and former fiscal year
                          if changed since last report)

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

               Yes                                No  X
                  ---                                 -- 

      State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 6,933,500 shares of Common
Stock, $.001 par value, were outstanding, as of June 30, 1996.

      Transitional Small Business Disclosure Format (check one):

               Yes                                No  X
                  ---                                 -- 
================================================================================
<PAGE>

                                   Form 10-QSB

                                      INDEX

                                                                         Page
                                                                        Number


PART I.    FINANCIAL INFORMATION

  Item 1.  Financial Statements

           Balance Sheets                                                 3

           Statements of Operations and Deficit                           4

           Statements of Cash Flows                                       5

           Notes to Financial Statements                               6-12

  Item 2.  Plan of Operation                                          13-14

PART II.   OTHER INFORMATION                                             14

SIGNATURES                                                               15
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Balance Sheets
(expressed in United States dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                      December 31,
                                                                  June 30,     --------------------------
                                                                    1996           1995           1994
                                                                -----------    -----------    -----------
<S>                                                             <C>            <C>            <C>        
Assets
Current asset:
     Cash                                                       $        --    $     1,000    $        --
Mineral properties (note 3)                                       2,773,188      2,374,726             --
Deferred financing costs                                            259,400         40,000             --
                                                                -----------    -----------    -----------
                                                                $ 3,032,588    $ 2,415,726    $        --
                                                                ===========    ===========    ===========
Liabilities and Shareholders' Equity
Current liabilities:
     Accounts payable and accrued liabilities (note 4)          $    90,764    $    45,000    $        --
     Contracts payable (note 3)                                   2,552,072      2,154,500             --
     Loans payable to related parties (note 4)                        9,368        101,697             --
                                                                -----------    -----------    -----------
                                                                  2,652,204      2,301,197             --
Shareholders' equity:
     Capital stock (note 5):
          Authorized:
               5,000,000 preferred shares with a par value of
                                   $0.001 per share
              20,000,000 common shares with a par value of
                                   $0.001 per share
               Issued and outstanding:
               6,700,000 common shares                                6,934          6,700          1,900
          Additional paid-in capital (note 5)                       488,606        168,339             --
          Shares alloted but unissued (note 5(c)(ii))                    --            100             --
          Deficit                                                  (115,156)       (60,610)        (1,900)
                                                                -----------    -----------    -----------
                                                                    380,384        114,529             --
Continuing operations (note 1)
Commitments (notes 3 and 6)
Subsequent events (notes 3, 4 and 5(c))
                                                                -----------    -----------    -----------
                                                                $ 3,032,588    $ 2,415,726    $        --
                                                                ===========    ===========    ===========
</TABLE>
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Statements of Operations and Deficit
(expressed in United States dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                         Six months
                                                           Inception to    ended            Years ended December 31,
                                                             June 30,     June 30,    -----------------------------------
                                                               1996         1996         1995         1994         1993
                                                            ---------    ---------    ---------    ---------    ---------
<S>                                                         <C>          <C>          <C>          <C>          <C>      
Expenses:
     Management salary (note 6)                             $  90,000    $  45,000    $  45,000    $      --    $      --
     Professional fees                                         21,067        8,214       12,853           --           --
     Office and administrative                                  2,089        1,332          757           --           --
     Stock grant program expense (note 5(c)(ii))                  100           --          100           --           --
                                                            ---------    ---------    ---------    ---------    ---------
Loss for the period                                           113,256       54,546       58,710           --           --
Deficit, beginning of period                                  (62,510)     (60,610)      (1,900)      (1,900)      (1,900)
                                                            ---------    ---------    ---------    ---------    ---------

Deficit, end of period                                      $ 175,766    $ 115,156    $  60,610    $   1,900    $   1,900
                                                            =========    =========    =========    =========    =========
Loss per share                                              $   (0.02)   $   (0.01)   $   (0.01)   $      --    $      --
                                                            =========    =========    =========    =========    =========
</TABLE>

See accompanying notes to financial statements
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Statements of Cash Flows (note 8)
(expressed in United States dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                   Six months
                                                     Inception to    ended           Years ended December 31,     
                                                       June 30,     June 30,    ----------------------------------
                                                         1996         1996         1995         1994        1993
                                                      ---------    ---------    ---------    ---------   --------- 
<S>                                                   <C>          <C>          <C>          <C>         <C>       
Cash generated from (used in):

Operations:
     Loss for the period                              $(113,256)   $ (54,546)   $ (58,710)   $      --   $      --
     Stock grant program expense,
     an item not involving cash                             100           --          100           --          --
     Changes in non-cash operating working capital:
     Accounts payable and accrued liabilties             90,764       45,764       45,000           --          --
                                                      ---------    ---------    ---------    ---------   --------- 
                                                        (22,392)      (8,782)     (13,610)          --          --

Financing:
     Common shares issued for debt                      320,401      320,401           --
     Deferred financing costs                          (259,400)    (219,400)     (40,000)          --          --
     Changes in contracts payable                       352,072      397,572      (45,500)
     Loans payable to related parties                     9,368      (92,329)     101,697
                                                      ---------    ---------    ---------    ---------   --------- 
                                                        422,441      406,244       16,197           --          --

Investing activities:
     Mineral properties                                (400,049)    (398,462)      (1,587)          --          --
                                                      ---------    ---------    ---------    ---------   --------- 
Increase in cash                                      $      --    $  (1,000)   $   1,000    $      --   $      --
Cash, beginning of period                                    --        1,000           --           --          --
                                                      ---------    ---------    ---------    ---------   --------- 

Cash, end of period                                   $      --    $      --    $   1,000    $      --   $      --
                                                      =========    =========    =========    =========   ========= 
</TABLE>

See accompanying notes to financial statements.
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements
(expressed in United States dollars)

June 30, 1996
--------------------------------------------------------------------------------

1.    Continuing operations:

      Naptau Gold Corporation (the "Company") (formerly West Africa - American
      Lines, Inc. until June 1, 1995) was formed under the laws of the State of
      Delaware on January 8, 1988 and was inactive until 1995 when it entered
      into an agreement to acquire certain mineral properties (note 3). The
      Company's principal business activity is the exploration and development
      of mineral properties, with its principal mineral properties comprising of
      various placer leases in the Cariboo Mining Division of British Columbia,
      Canada (the "Placer Leases").

      These financial statements have been prepared on the basis of accounting
      principles applicable to a going concern. At June 30, 1996, the Company
      had a working capital deficiency of approximately $2,652,204. The
      Company's continuing operations and the ability of the Company to
      discharge its liabilities are dependent upon the ability of the Company to
      obtain the necessary financing to meet its liabilities as they come due.
      The recoverability of the amounts shown as mineral properties is dependent
      upon economically recoverable mineral reserves, the ability of the Company
      to obtain the necessary financing to complete the development of its
      mineral properties and upon future profitable production or proceeds from
      the disposition thereof.

2.    Significant accounting policies:

      The financial statements have been prepared in accordance with generally
      accepted accounting principles in the United States.

      (a)   Mineral property interests:

            Mineral property acquisition costs and related exploration and
            development expenditures are deferred until the property is placed
            into production, sold or abandoned. These costs will be amortized on
            a unit-of-production basis over the estimated life of the property
            following commencement of commercial production or written off if
            the property is sold, allowed to lapse or abandoned.

            Mineral property acquisition costs include cash consideration and
            the fair value of common shares issued for mineral properties.
            Administrative expenditures are expensed in the period incurred.

            The amounts shown for mineral properties represent costs or deemed
            costs incurred to date and is not intended to reflect present or
            future values.

      (b)   Deferred financing costs:

            The Company defers costs associated with specific financing
            activities and charges those costs against the related share capital
            or to operations if the financing activity is unsuccessful.
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements, page 2
(expressed in United States dollars)

June 30, 1996

================================================================================

2. Significant accounting policies (continued):

      (c) Loss per share:

            Loss per share has been calculated using the weighted average number
            of common shares outstanding during the year. Fully diluted loss per
            share has not been presented as the effect would be anti-dilutive.

3.    Mineral properties:

<TABLE>
<CAPTION>
===================================================================================
                                                               June 30,  December 31,
                                                                  1996      1995
-----------------------------------------------------------------------------------
<S>                                                         <C>          <C>       
Placer Leases, Cariboo Mining Division, British Columbia:
     Acquisition costs:
          Placer Leases acquired from Noble                 $1,775,000   $1,775,000
          Placer Leases acquired from a director of Noble      200,800      200,800
          Placer Leases staked by Naptau                           889           --
-----------------------------------------------------------------------------------
                                                             1,976,689    1,975,800

     Exploration and development expenditures:
          Incurred by Noble                                    794,912      397,339
          Incurred by the Company                                1,587        1,587
-----------------------------------------------------------------------------------
                                                               796,499       98,926
-----------------------------------------------------------------------------------

                                                            $2,773,188    2,374,726
===================================================================================
</TABLE>

During 1995, the Company entered into an agreement to acquire certain Placer
Leases owned by Noble Metal Group Incorporated (a British Columbia company)
("Noble") in exchange for 4 million common shares of the Company, representing
an initial 59.7% interest in the Company. As Noble acquired control of the
Company by this exchange, it is considered a common control transaction and,
accordingly, the common shares have been accounted for at the carrying value of
the Placer Leases in the accounts of Noble at December 31,1994 of $1,775,000
(Noble, in association with limited partnerships, had also expended an
additional $550,000 on exploration of the Placer Leases which was recovered from
these limited partnerships and accordingly, is not reflected in the
aforementioned carrying value). A British Columbia Mineral Tenure Act Bill of
Sale Absolute held by the Company relating to the Placer Leases has not yet been
registered with the appropriate authorities and as a result, registration of the
Placer Leases remains in the name of the operator, Noble. The Company can, at
any time and without any restriction, apply to conclude registration in its
name.
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements, page 3
(expressed in United States dollars)

June 30, 1996

================================================================================

3.    Mineral properties (continued):

      The Company and Noble also entered into an operating agreement whereby
      Noble will remain the operator for the mining activities on the Placer
      Leases for a term of ten years, with Noble having the option of renewing
      the agreement for a further ten year term. The Company agreed to pay Noble
      $1,000,000 in consideration for entering into this operating agreement. In
      addition, the Company is obligated to pay $1,000,000 in respect of 1995
      exploration and development expenditures and agreed to fund future annual
      operating expenditures on the Placer Leases which amounted to $397,573 for
      the six months ended June 30, 1996. These required payments have been
      accrued in contracts payable. However, as the acquisition was a common
      control transaction, the amount of $1,602,661, being the excess of these
      amounts over the book value of the related assets in the accounts of Noble
      at the time, has been charged against additional paid-in capital (note 5).
      To June 30, 1996, the Company had advanced $45,500 to Noble with respect
      to exploration and development expenditures on the Placer Leases which has
      been recorded as a reduction in the Company's contracts payable.

      In addition to funding future annual operating expenditures on the Placer
      Leases, the Company agreed that the proceeds (sales of minerals recovered
      or the value of unrefined minerals converted to a monetary value equal to
      85% of the refined price) from the mining operation on the leases will be
      divided between Naptau and Noble with Noble receiving the following:

      o     for the first $1,000,000 of proceeds or 2,500 ounces of raw gold,
            whichever is lesser, 10% of such proceeds;

      o     for the next $1,000,000 of proceeds or 2,500 ounces of raw gold,
            whichever is lesser, 17.5% of such proceeds; and

      o     for cumulative operating revenues in excess of $2,000,000 or 5,000
            ounces of raw gold, whichever is lesser, 25% of such proceeds.

      The Company also acquired a Placer Lease owned by a director of Noble (the
      "Director") for $200,000 (accrued but not yet paid) and 800,000 common
      shares of the Company that have been assigned their par value of $0.001
      per share.

      During this Quarter the Company completed extension agreements with each
      of Noble and the Director with respect to the contracts payable, whereby
      the Company issued 85,000 common shares to Noble and 8,500 common shares
      to the Director at an agreed price of $2.40 per share to extend the due
      dates to June 30, 1996 and October 12, 1996 respectively for the initial
      amounts outstanding under the contracts payable.
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements, page 4
(expressed in United States dollars)

June 30, 1996

================================================================================

3.    Mineral properties (continued):

      Subsequent to June 30, 1996 a third extension agreement was concluded on
      the following terms:

      (a).  Naptau and Noble mutually agreed to cancel the $1,000,000 due to
            Noble in consideration for entering into the Operating Agreement
            with Naptau. In return, Naptau agreed to pay Noble, from Naptau's
            share of raw gold produced from the Placer Mining operations, 3,421
            ounces of raw gold valued at an agreed price of $380 per ounce equal
            to $1,300,000. Naptau also agreed to pay from first recoveries, 300
            ounces of raw gold from Naptau's share, in settlement of the second
            extension agreement.

      (b).  Until 3,421 ounces of raw gold is paid to Noble, Naptau has agreed
            that up to the following percentages of the portion of the recovered
            raw gold due Naptau from the Placer Mining operations will be paid
            to Noble for each of the years:

                     1996                                       40%
                     1997                                       50%
                     1998                                       60%
                     1999                                      100%

      (c).  The agreement to pay the balance of $954,500 for the 1995
            exploration and development expenditures was extended to June 30,
            1997.

4.    Amounts payable to related parties:

      Loans payable to related parties consist of amounts received from
      directors and officers which are non-interest bearing and due on demand.
      The directors and officers converted $96,000 of these loans into 40,000
      shares at a price of $2.40 per share.

      At June 30,1996, accounts payable and accrued liabilities consist of
      accruals for salaries ($90,000) to a director and officer pursuant to an
      employment agreement (note 6), with the balance being for professional
      fees which are included in management salary and professional fees expense
      for the period.

5.    Capital stock:

      (a) Authorized:

            During 1995, the Company increased the authorized capital stock from
            200 common shares with a par value of $0.001 per share to 25,000,000
            shares consisting of 5,000,000 preferred shares and 20,000,000
            common shares, each with a par value of $0.001 per share, of which
            1,900 common shares were outstanding. The Company subsequently split
            the 1,900 common shares outstanding on a 10,000 new for 1 old basis.
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements, page 5
(expressed in United States dollars)

June 30, 1996

================================================================================

5.    Capital stock: (continued)

      (b) Issued:

             A continuity of the Company's issued and outstanding capital stock
             from incorporation on January 18,1988 is as follows:

<TABLE>
<CAPTION>
              ==================================================================================================
                                                                Common shares          Additional               
                                                          -------------------------
              Year     Consideration                        Number          Amount    Paid-in capital      Total
              ==================================================================================================
              <S>        <C>                              <C>         <C>           <C>            <C>        

              1988       Cash and contribution of
                         organization costs of $500              190    $     1,900   $        --   $      1,900
              ==================================================================================================
              Balance December 31, 1994                          190          1,900                        1,900
                        
              1995       Share split on a 10,000
                            new for 1 old basis            1,899,810
                        ----------------------------------------------------------------------------------------
                                                           1,900,000          1,900                        1,900
                    
              1995        Mineral properties (note 3)      4,000,000          4,000      1,771,000     1,775,000
              1995        Reduction in additional
                           paid-in capital relating to
                           operating agreements 
                           with Noble (note 3)                                          (1,602,661)   (1,602,661)
              1995        Mineral properties (note 3)        800,000            800                          800
              ==================================================================================================
              Balance, December 31, 1995                   6,700,000    $     6,700    $   168,339   $   175,039
                        
              1996        Services under stock grant
                            program (note 5(c)(ii))          100,000            100             --           100
              1996        On conversion of loans
                             payable to related parties 
                             (note 4)                         40,000             40         95,960        96,000
              1996        Mineral properties (note 3)         93,500             94        224,306       224,400
              --------------------------------------------------------------------------------------------------
              Balance, June 30, 1996                       6,933,500     $    6,934    $   488,605   $   495,539
              ==================================================================================================
</TABLE>
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements, page 6
(expressed in United States dollars)

June 30, 1996

================================================================================

5.    Capital stock: (continued)

      (c) Stock option plan and stock grant program:

            In June, 1995 the Company adopted a non-qualified stock option plan
            and a stock grant program with the following provisions:

            (i) Stock option plan:

                  The Company has reserved 300,000 shares of its authorized
                  common stock for issuance to key employees or consultants of
                  the Company and affiliates. Under this plan, no employee may
                  receive more than 100,000 stock options. Options are
                  non-transferable and expire if not exercised within two years.
                  The options may not be exercised by the employee until after
                  the completion of two years of employment with the Company.
                  The options are issuable to officers, key employees and
                  consultants in such amounts and prices as determined by the
                  Board of Directors. As of June 30, 1996, no options were
                  granted pursuant to this plan.

            (ii) Stock grant program:

                  The Company has reserved 300,000 shares of its authorized
                  common stock for issuance to key employees and directors.
                  Under this plan, no employee may receive more than 100,000
                  shares. The program requires the employee to remain in the
                  employ of the Company for at least one year following the
                  grant and to agree not to engage in any activity which would
                  be considered in competition with the Company's business. If
                  the employee violates any one of these conditions the
                  ownership of the shares issued under the program shall revert
                  back to the Company. The shares issued under the program are
                  non-transferable for two years. As of December 31,1995, a
                  total of 100,000 shares had been granted to five directors
                  pursuant to this plan. The shares were issued during this
                  Quarter and recorded at their par value of $0.001 per share.

6.    Commitments:

      On June 30, 1995, the Company entered into a five year employment
      agreement with the President of the Company that provides for a salary of
      $7,500 per month beginning July 1,1995 (plus a cost of living adjustment
      to be made on the first day of each calendar year.) The agreement also
      provides for additional incentive compensation equal to 1/2 of 1% of net
      sales up to $5,000,000, 3/4 of 1% on the next $20,000,000 in net sales and
      1 percent of net sales above $25,000,000.
<PAGE>

NAPTAU GOLD CORPORATION
(formerly West Africa - American Lines, Inc.)

Notes to Financial Statements, page 7
(expressed in United States dollars)

June 30, 1996

================================================================================

7.    Income taxes:

      Under the asset and liability method of Statement of Financial Accounting
      Standards No. 109 ("SFAS 109"), deferred income tax assets and liabilities
      are measured using enacted tax rates for the future income tax
      consequences attributable to differences between the financial statement
      carrying amount of existing assets and liabilities and their respective
      tax bases. The Company adopted the provisions of SFAS 109 effective
      January 1,1995, however, there were no material deferred income tax assets
      or liabilities at that time.

      At December 31,1995, the Company has not recognized any deferred tax
      assets or liabilities as the available benefits, primarily loss carry
      forwards of approximately $110,000 arising in l995, are fully offset by a
      valuation allowance of the same amount.

      The Company did not pay any interest or income taxes during the periods
      ended December 31, 1995, 1994 or 1993.

8. Supplementary cash flow information:

      The following non-cash financing and investing activities occurred during
the period:

<TABLE>
<CAPTION>

================================================================================================================
                                              Inception to      Six months 
                                                June 30,        to June 30,          Year end December 31,
----------------------------------------------------------------------------------------------------------------
                                                 1996             1996         1995           1994          1993
<S>                                          <C>                <C>         <C>             <C>          <C>     
Financing activities
     Issue of common shares:
         for mineral properties, net of
         reduction in additional paid-in
         capital relating to operating                                                               
         agreements with Noble               $   173,139             --    $   173,139     $       --   $     --

         on conversion of loans payable to
         related parties                          96,000         96,000


     Loans payable to related parties            (96,000)       (96,000)


     Contracts payable                         2,597,572        397,572      2,200,000            --          --
----------------------------------------------------------------------------------------------------------------
                                             $ 2,772,298        397,572    $ 2,373,139                 $      --
================================================================================================================
Investing activities:
     Mineral properties                      ($2,772,298)   ($  397,572)   ($2,373,139)                $      --
================================================================================================================
</TABLE>
<PAGE>

Item 2. Management's Discussion and Analysis of Operations and Financial
Condition

Overview

      During 1995 the Company entered into an agreement to acquire certain
placer leases from Noble Metal Group Incorporated (a British Columbia Company)
for shares representing approximately 60% of the outstanding Common Stock of the
Company. The Company and Noble also entered into an Operating Agreement whereby
Noble agreed to conduct necessary mining activities on the properties for a term
of ten years and, at Noble's option, an additional ten years. The Company agreed
to pay Noble $1,000,000 for entering into the Operating Agreement. In addition,
the Company is obligated to pay Noble $1,000,000 in respect of 1995 exploration
and development activities. Further, the Company and Noble agreed that the
following proceeds from mining activities would be paid to Noble.

      -     10% of the first $1,000,000 of proceeds or 2,500 ounces of new gold,
            whichever is less;

      -     17.5% of the next $1,000,000 of proceeds or 2,500 ounces of new
            gold, whichever is less; and

      -     25% of the cumulative operating revenues in excess of $2,000,000 or
            5,000 ounces of raw gold, whichever is less.

      In 1995 the Company also acquired a placer lease from a director of Noble
for $200,000 (accrued but not yet paid) and 800,000 common shares of the
Company.

      During the second quarter of 1996 the Company entered into agreements with
Noble and the director of Noble extending the due dates of the amounts payable
by the Company. In consideration of such extensions the Company issued 85,000
shares of common stock to Noble and 8,500 shares of common stock to the director
of Noble.

      Subsequent to June 30, 1996, a new Extension Agreement (the "Third
Extension Agreement") was entered into whereby the Company and Noble agreed to
cancel payment of the $1,000,000 due Noble for entering into the Operating
Agreement. In consideration, the Company agreed to pay Noble 3,421 ounces of new
gold from the Company's share of the gold produced at the Company's placer
mining operations. The Company also agreed to deliver 300 ounces of raw gold to
Noble in satisfaction of the amounts payable pursuant to the Second Extension
Agreement. Until 3,421 ounces of raw gold is paid to Noble, the Company has
agreed that the following percentages of the recovered raw gold due the Company
from the placer mining operations will be delivered to Noble:

                      1996                   40%
                      1997                   50%
                      1998                   60%
                      1999                  100%

      In addition Noble agreed to extend until June 30, 1997, the Company's
obligation to pay for the $954,500 expended by Noble on behalf of the Company in
respect of 1995 exploration and development activities at the Company's placer
mining operations.

Liquidity

      At June 30, 1996, the Company had a working capital deficit of
approximately $2,652,204. During the first half of 1996 the Company's expenses
consisted primarily of amounts accrued in respect of management salaries,
professional fees and office expenses. The Company's continuing operations and
ability to realize the amounts shown as mineral properties on its Balance Sheet
are dependent upon
<PAGE>

the Company's ability to obtain the financing necessary to meet its obligations
and continue exploration and development activities. To date, substantially all
of the financing for the Company's mining activities have been provided by
Noble. There is no assurance that Noble will continue to fund the Company or
that necessary financing will be made available by third parties, or if made
available, be on terms acceptable to the Company. During 1996, with the
exception of a small test program and an I.P Survey over a portion of its
properties, the Company anticipates performing only work preparatory to mineral
production.

PART II. OTHER INFORMATION

      None.
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements 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.


                                NAPTAU GOLD CORPORATION


                                    /s/ Edward D. Renyk
                                ----------------------------------
Dated: April 23, 1998           By: Edward D. Renyk
                                    President and
                                    Principal Accounting Officer