UNITED STATES

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 December 31, 2004

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 0-17791

Twin Mining Corporation

(Exact name of registrant as specified in its charter)



Incorporated in the Province of British Columbia on March 6, 1985
and continued into the Province of Ontario effective March 15, 2000

(Jurisdiction of incorporation or organization)



Suite 1250, 155 University Avenue, Toronto, Ontario, Canada M5H 3B7

(Address of principal executive offices)



Securities registered or to be registered pursuant to Section 12(b) of the Act:

|                                 |  |                                      
|-------------------------------- |  | -------------------------------------
|Title of each                    |  | Name of each exchange                
|Class                            |  | on which registered                  
|________________________________ |  | _____________________________________



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

common shares without par value

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:



(Title of Class)

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.  As ofDecember 31, 2004: 132,363,542 common shares



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

Yes

[X]         No

Indicate by check mark which financial statement item the Corporation has elected to follow.

Item 17  
[X]

Item 18



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ITEM 3.

KEY INFORMATION

Selected Financial Data

Set forth in the tablesbelow are selected financial data with respect to the Corporation's financial condition and results of operations for the five most recent financial years ending on December 31. The balance sheets were adjusted to disclose restricted cash as a separate line item after cash and cash equivalents. In Table 1, the selected financial data were prepared in accordance with accounting principles generally accepted (GAAP) in Canada, which, for the purposes of these data, conform in all material respects to accounting principles generally accepted in the United States, and are qualified by reference to the U.S. GAAP Reconciliation information, indexed herein as ITEM 19(a)(the Corporation has responded to ITEM 8in lieu of responding to this item) and by reference to "Management's Discussion and Analysis in the annual report furnished pursuant to ITEM 17 hereof (and ITEM 19 (b)).



|                                                            |                                                                                                             |          |          |          |          |  | 
|----------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | -------- | -------- | -------- | -------- |  | 
|                                                            | Table 1  Prepared in accordance with Canadian GAAP
(Canadian Dollars, In Thousands, except per share data)
|FINANCIAL POSITION AS AT                                    |                                                                                                            
|DECEMBER 31                                                 | 2004                                                                                                        | 2003     | 2002     | 2001     | 2000    
|                                                            | $                                                                                                           | $        | $        | $        | $       
|Cash and cash equivalents                                   | 1,472                                                                                                       | (452)    | (1,330)  | 2,547    | 2,992   
|Restricted cash                                             | 424                                                                                                         | 1,172    | 2,981    | -        | 4,055   
|Other current assets                                        | 595                                                                                                         | 536      | 227      | 272      | 209     
|Fixed assets                                                | 51                                                                                                          | 60       | 43       | 42       | 57      
|Mineral properties                                          | 34,592                                                                                                      | 30,466   | 25,688   | 22,748   | 19,053  
|Total assets                                                | 37,134                                                                                                      | 31,782   | 27,609   | 25,609   | 26,366  
|                                                            |                                                                                                             |          |          |          |         
|Current liabilities                                         | 2,463                                                                                                       | 3,118    | 769      | 880      | 419     
|Future income taxes                                         | 6,427                                                                                                       | 2,117    | -        | -        | -       
|Share capital                                               | 57,230                                                                                                      | 47,743   | 47,931   | 44,965   | 44,078  
|Deficit                                                     | (28,986)                                                                                                    | (21,196) | (21,091) | (20,236) | (18,131)
|                                                            | 37,134                                                                                                      | 31,782   | 27,609   | 25,609   | 26,366  
|                                                            |                                                                                                             |          |          |          |         
|STATEMENT OF LOSS FOR THE YEARS ENDED DECEMBER 31           |                                                                                                             |          |          |          |         
|Interest income                                             | (2)                                                                                                         | (23)     | (24)     | (211)    | (281)   
|General and administrative expenses                         | 1,200                                                                                                       | 1,037    | 882      | 936      | 808     
|(Gain)/loss from foreign exchange                           | (79)                                                                                                        | (18)     | (2)      | 4        | 1       
|Future income tax (recovery)                                | 4,574                                                                                                       | (922)    | -        | -        | -       
|Mineral property costs written off                          | 1,451                                                                                                       | 31       | -        | 1,376    | 2,413   
|Loss, per Canadian GAAP                                     | 7,144                                                                                                       | 105      | 856      | 2,105    | 2,941   
|Loss per share, per Canadian GAAP                           | $0.05                                                                                                       | $0.00    | $0.01    | $0.03    | $0.04   
|Number of common shares issued and subscribed, in Thousands | 132,364                                                                                                     | 89,921   | 80,079   | 73,404   | 70,434  





2.



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In Table 2, the selected financial data were prepared in accordance to U.S. GAAP. The Corporation is in the exploration stage and has not commenced commercial operations, consequently the data disclosed herein may not be indicative of future financial position or results of operations. The statement of losses have been restated to record annual permit renewal and rental fees in the year that they were incurred for US reporting purposes being $137,336  2004; $170,123  2003; $63,437  2002; $65,992  2001; and $73,920  2000; The balance sheets have been restated for the cumulative adjustments in mineral property costs for US reporting purposes being $592,999  2004; $455,663  2003; $285,540  2002; $222,103  2001; and $156,111  2000.

|                                                  |                                                                                                         |            |            |            |            |  | 
|------------------------------------------------- | ------------------------------------------------------------------------------------------------------- | ---------- | ---------- | ---------- | ---------- |  | 
|                                                  | Table 2  Prepared in accordance with U.S. GAAP
(Canadian Dollars, In Thousands, except per share data)
|FINANCIAL POSITION AS AT                          |                                                                                                        
|DECEMBER 31                                       | 2004                                                                                                    | 2003       | 2002       | 2001       | 2000      
|                                                  | (restated)                                                                                              | (restated) | (restated) | (restated) | (restated)
|                                                  | $                                                                                                       | $          | $          | $          | $         
|Cash and cash equivalents                         | 1,472                                                                                                   | (452)      | (1,330)    | 2,547      | 2,992     
|Restricted cash                                   | 424                                                                                                     | 1,172      | 2,981      | -          | 4,055     
|Other current assets                              | 596                                                                                                     | 536        | 227        | 272        | 209       
|Fixed assets                                      | 51                                                                                                      | 60         | 42         | 42         | 57        
|Mineral properties                                | 4,503                                                                                                   | 3,939      | 3,800      | 3,517      | 3,626     
|Total assets                                      | 7,046                                                                                                   | 5,255      | 5,720      | 6,378      | 10,939    
|                                                  |                                                                                                         |            |            |            |           
|Accounts payable and accrued liabilities          | 2,463                                                                                                   | 3,118      | 769        | 880        | 419       
|Shareholders equity                              | 4,583                                                                                                   | 2,137      | 4,951      | 5,498      | 10,520    
|                                                  | 7,046                                                                                                   | 5,255      | 5,720      | 6,398      | 10,939    
|                                                  |                                                                                                         |            |            |            |           
|STATEMENT OF LOSS FOR THE YEARS ENDED DECEMBER 31 |                                                                                                         |            |            |            |           
|Loss, per Canadian. GAAP                          | 7,144                                                                                                   | 105        | 856        | 2,105      | 2,941     
|Development and exploration costs                 | 5,012                                                                                                   | 4,669      | 2,656      | 4,856      | 2,645     
|Reversal of mineral property costs written off    | (1,451)                                                                                                 | (31)       | -          | (1,052)    | (456)     
|Income tax (provision) recovery                   | (6,427)                                                                                                 | 922        | -          | -          | -         
|Loss, per U.S. GAAP                               | 4,278                                                                                                   | 5,665      | 3,512      | 5,909      | 5,130     
|Loss per share, per U.S. GAAP                     | $0.03                                                                                                   | $0.06      | $0.04      | $0.08      | $0.07     



3.



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ITEM 17.

FINANCIAL STATEMENTS

Indexed herein at ITEM 19.

|   |                                                                                                                                                      | 
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------- | 
|a) | Index to Financial Statements                                                                                                                        | 
|   | The Management Discussion and Analysis of the Corporation is included in the 2004 Annual Report of the Corporation incorporated herein by reference. | 
|   | Management's report on the consolidated financial statements.                                                                                        | 
|   | Independent auditors report to the shareholders.                                                                                                    | 
|   | Consolidated balance sheets as at December 31, 2004 and December 31, 2003.                                                                           | 
|   | Consolidated statements of loss for the years ended December 31, 2004, December 31, 2003 and December 31, 2002.                                      | 
|   | Consolidated statements of cash flow for the years ended December 31, 2004, December 31, 2003 and December 31, 2002.                                 | 
|   | Consolidated statements of mineral properties for the years ended December 31, 2004, December 31, 2003 and December 31, 2002.                        | 
|   | Consolidated statement of shareholders' equity for the years ended December 31, 2004, December 31, 2003 and December 31, 2002.                       | 
|   | Notes to the consolidated financial statements.                                                                                                      | 
|   | U.S. GAAP reconciliation Schedule appended to notes and auditors report                                                                             | 



|               |                                                                                                                        |           
|-------------- | ---------------------------------------------------------------------------------------------------------------------- | ----------
|Exhibit
Number | Description                                                                                                            | # of Pages
|12.1           | Chief Executive Officer certification pursuant to Rule 13(a)14 of the Securities Exchange Act of 1934.                | 1 page    
|12.2           | Chief Financial Officer certification pursuant to Rule 13(a)14 of the Securities Exchange Act of 1934.                | 1 page    
|13             | Certification pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | 1 page    
|99             | Primary Access Route, Atlanta Site                                                                                     | 1 page    



SIGNATURE

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and has duly caused and authorized the undersigned to sign this annual report on its behalf.

TWIN MINING CORPORATION





DATE: June 2, 2006

/s/ Hermann Derbuch

HERMANN DERBUCH

CHAIRMAN, PRESIDENT &

CHIEF EXECUTIVE OFFICER



4.