<TABLE>
<CAPTION>
                                                                    EXHIBIT 99.1
APOLLO GOLD, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

(U.S. Dollars in Thousands)
                                                                      December 31,
                                                                     2001       2000
                                                                   ---------  ---------
<S>                                                                <C>        <C>
ASSETS
CURRENT ASSETS:
  Cash                                                             $    255   $    602
  Due from sales of products, net                                     2,733      7,889
  Inventories                                                        17,320     18,020
  Other current assets                                                  834        533
                                                                   ---------  ---------
      Total current assets                                           21,142     27,044
                                                                   ---------  ---------

PROPERTY, PLANT, AND EQUIPMENT, net                                  12,517     13,956

RESTRICTED CERTIFICATE OF DEPOSIT                                       632        632

OTHER ASSETS                                                            422         45
                                                                   ---------  ---------
      Total assets                                                 $ 34,713   $ 41,677
                                                                   =========  =========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable and other                                       $  3,637   $  4,143
  Accrued salaries, wages, and benefits                               1,824      2,656
  Mining taxes payable                                                1,265      1,769
  Accrued maintenance                                                 1,335      2,479
  Obligations under capital lease, current maturities                 4,905      4,566
  Notes payable                                                       2,490      3,784
                                                                   ---------  ---------
      Total current liabilities                                      15,456     19,397
                                                                   ---------  ---------

OBLIGATIONS UNDER CAPITAL LEASE, noncurrent maturities                  430      5,023

ACCRUED SITE CLOSURE AND RECLAMATION COSTS                           25,415     26,757
                                                                   ---------  ---------
      Total liabilities                                              41,301     51,177
                                                                   ---------  ---------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock - $0.001 par value; 10,000,000 shares authorized;
    6,474,880 shares issued and outstanding                               6          6
  Additional paid-in capital                                         65,373     65,373
  Accumulated deficit                                               (71,967)   (74,879)
                                                                   ---------  ---------
      Total stockholders' equity (deficit)                           (6,588)    (9,500)
                                                                   ---------  ---------
      Total liabilities and stockholders' equity (deficit)         $ 34,713   $ 41,677
                                                                   =========  =========
</TABLE>

See accompanying notes to consolidated financial statements.


                                                                            F-1
<PAGE>
<TABLE>
<CAPTION>
APOLLO GOLD, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(U.S. Dollars in Thousands)
                                                                                        Period From
                                                     Period From                        February 5,
                                                      January 1,                           1999
                                                         2002                          (Commencement)
                                                       through       Years Ended          through
                                                       June 24,      December 31,       December 31,
                                                         2002       2001      2000          1999
                                                                  --------  ---------
<S>                                                   <C>         <C>       <C>        <C>
SALES                                                 $  33,339   $76,683   $ 96,694   $      91,290
                                                      -----------------------------------------------
COST OF SALES                                            26,056    64,613     76,621          72,847

DEPRECIATION, DEPLETION, AND
  AMORTIZATION                                            2,739     5,477     20,185          18,224

ROYALTIES                                                   438       829      1,230           1,103
                                                      -----------------------------------------------
                                                         29,233    70,919     98,036          92,174
                                                      -----------------------------------------------

GROSS PROFIT (LOSS)                                       4,106     5,764     (1,342)           (884)
                                                      -----------------------------------------------

OPERATING EXPENSES:

  General and administrative                              1,574     1,742      3,355           2,937
  Reduction in carrying values of mining properties
    and equipment                                             -         -     19,742          38,477
  Inventory write-down                                        -         -        789             342
  Exploration                                               634       730        533             616
                                                      -----------------------------------------------
                                                          2,208     2,472     24,419          42,372
                                                      -----------------------------------------------
INCOME (LOSS) FROM OPERATIONS                             1,898     3,292    (25,761)        (43,256)
                                                      -----------------------------------------------

OTHER INCOME (EXPENSE):

  Interest expense                                         (413)   (1,309)    (2,527)         (3,960)
  Gain (loss) on disposal of assets                         (17)       80         80              (8)
  Gold Hedging Loss                                      (1,514)        -          -               -
  Other                                                    (714)      849        188             365
                                                      -----------------------------------------------
                                                         (2,658)     (380)    (2,259)         (3,603)
                                                      -----------------------------------------------

NET INCOME (LOSS)                                     $    (760)  $ 2,912   $(28,020)  $     (46,859)
                                                      ===============================================
</TABLE>

See accompanying notes to consolidated financial statements.


                                                                            F-2
<PAGE>
<TABLE>
<CAPTION>
APOLLO GOLD, INC. AND SUBSIDIARIES
-------------------------------------------------------------------------------------------------------------
                                                                   YEARS ENDED DECEMBER 31, 2001 AND 2000 AND
CONSOLIDATED STATEMENTS OF                                                       PERIOD FROM FEBRUARY 5, 1999

STOCKHOLDERS' EQUITY (DEFICIT)                                       (COMMENCEMENT) THROUGH DECEMBER 31, 2001
=============================================================================================================

(U.S. Dollars and Shares in Thousands)

                                                                                     Accumulated
                                       Common Stock     Additional                      Other
                                     ---------------      Paid-in     Accumulated   Comprehensive
                                    Shares       Amount   Capital      Deficit      Income (Loss)     Total
                                 -------------  --------  --------  -------------  ---------------  ---------
<S>                              <C>            <C>       <C>       <C>            <C>              <C>

BALANCES, FEBRUARY 5, 1999                  -   $      -  $      -  $          -   $            -   $      -

ADD (DEDUCT):
Common shares issued for
    subsidiaries                        6,475          6    65,373             -                -     65,379
  Net loss                                  -          -         -       (46,859)               -    (46,859)
                                 -------------  --------  --------  -------------  ---------------  ---------
BALANCES, DECEMBER 31, 1999             6,475          6    65,373       (46,859)               -     18,520

(DEDUCT):
  Net loss                                  -          -         -       (28,020)               -    (28,020)
                                 -------------  --------  --------  -------------  ---------------  ---------
BALANCES, DECEMBER 31, 2000             6,475          6    65,373       (74,879)               -     (9,500)
                                                                                                    ---------

ADD (DEDUCT):
  Comprehensive income:
    Cumulative effect of change
    in accounting                           -          -         -             -            2,000      2,000
    Realized gains on forward
    contracts reclassified to
    earnings                                -          -         -             -           (2,000)    (2,000)
    Net income                              -          -         -         2,912                -      2,912
                                                                                                    ---------
    Comprehensive income                                                                               2,912
                                 -------------  --------  --------  -------------  ---------------  ---------

BALANCES, DECEMBER 31, 2001             6,475   $      6  $ 65,373  $    (71,967)  $            -   $ (6,588)

    Net Loss                                -          -         -  $       (760)               -          -
                                 -------------  --------  --------  -------------  ---------------  ---------

BALANCES, JUNE 24, 2002                 6,475          6    65,373       (72,727)               -   $ (7,348)
                                 =============  ========  ========  =============  ===============  =========
</TABLE>

See accompanying notes to consolidated financial statements.

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


                                                                            F-3
<PAGE>
<TABLE>
<CAPTION>
APOLLO GOLD, INC. AND SUBSIDIARIES
--------------------------------------------------------------------------------

CONSOLIDATED STATEMENTS OF CASH FLOWS
================================================================================

(U.S. Dollars in Thousands)

                                                     Period From                        Period From
                                                      January 1,                        February 5,
                                                        2002                               1999
                                                       through       Years Ended       (Commencement)
                                                       June 24,      December 31,         through
                                                                  -------------------   December 31,
                                                         2002       2001      2000          1999
                                                      ----------  --------  ---------  --------------
<S>                                                   <C>         <C>       <C>        <C>
INCREASE (DECREASE) IN CASH

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                                   $    (760)  $ 2,912   $(28,020)  $     (46,859)
  Adjustments to reconcile net income (loss) to net
    cash provided by operating activities:
      Depreciation, depletion, and amortization           2,739     5,477     20,185          18,224
      Interest and fees converted to principal on
        note payable                                          -         -      1,099           1,281
      Amortization of debt issuance costs                     -         -        261             750
      Reduction in carrying values of mining
        properties and equipment                              -         -     19,742          38,477
      Inventory write down                                    -         -        789             342
      (Gain) loss on disposal of assets                      17       (80)       (80)              8
      Payments for closure, environmental,
        and legal                                             -         -          -             (70)
      Other                                                   -      (518)      (419)              -
      Change in assets and liabilities:
        Due from sales of products                        1,221     5,156      3,366         (11,054)
        Inventories                                       2,198       700      2,208           4,017
        Other assets                                     (1,847)        -        694            (853)
        Accounts payable and accrued liabilities           (132)   (4,951)    (1,702)         (3,282)
                                                      ----------  --------  ---------  --------------
          Net cash provided by operating activities       3,436     8,696     18,123             981
                                                      ----------  --------  ---------  --------------


CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to property, plant, and equipment           (11,394)   (3,581)    (4,937)         (5,376)
  Proceeds from sale of assets                                -        87        287             113
  Cash received from acquired subsidiaries                    -         -          -             169
  Other                                                       -         -       (138)              -
                                                      ----------  --------  ---------  --------------
          Net cash used in investing activities         (11,394)   (3,494)    (4,788)         (5,094)
                                                      ----------  --------  ---------  --------------
</TABLE>

See accompanying notes to consolidated financial statements.


                                                                            F-4
<PAGE>
<TABLE>
<CAPTION>
--------------------------------------------

APOLLO GOLD, INC. AND SUBSIDIARIES


CONSOLIDATED STATEMENTS OF CASH FLOW
--------------------------------------------------------------------------------------------------

(U.S. Dollars in Thousands)

                                                 Period From                         Period From
                                                  January 1,                          February 5,
                                                     2002                               1999
                                                   through        Years Ended       (Commencement)
                                                   June 24,      December 31,         through
                                                              -------------------   December 31,
                                                     2002       2001      2000          1999
                                                  ----------  --------  ---------  --------------
<S>                                               <C>         <C>       <C>        <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
  Payments on obligations under capital leases    $  (5,335)  $(4,255)  $ (4,283)  $      (3,817)
  Proceeds from issuance of notes payable            16,535     2,195     85,340          78,191
  Additions to deferred financing costs                   -         -       (210)           (818)
  Advances from stockholder                               -         -          -               -
  Payments of notes payable                          (1,302)   (3,489)   (93,872)        (69,151)
                                                  ----------  --------  ---------  --------------
       Net cash provided by (used in)                 9,898    (5,549)   (13,025)          4,405
                                                  ----------  --------  ---------  --------------
          financing activities

NET INCREASE (DECREASE) IN CASH                       1,940      (347)       310             292

CASH, BEGINNING OF PERIOD                               255       602        292               -
                                                  ----------  --------  ---------  --------------

CASH, END OF PERIOD                               $   2,195   $   255   $    602   $         292
                                                  ==========  ========  =========  ==============
SUPPLEMENTAL DISCLOSURE:

  Cash paid for interest                          $     413   $ 1,309   $  1,753   $           7
                                                  ==========  ========  =========  ==============

NONCASH INVESTING AND FINANCING ACTIVITIES:

  Stock issued for contribution of subsidiaries   $       -   $     -   $      -   $      28,275
                                                  ==========  ========  =========  ==============

  Increase in assets from fresh-start reporting   $       -   $     -   $      -   $      37,105
                                                  ==========  ========  =========  ==============
</TABLE>


                                                                            F-5
<PAGE>
                       Apollo Gold, Inc. and Subsidiaries
                   Notes to Consolidated Financial Statements
                       December 31, 2001, 2000, and 1999
                          (U.S. Dollars in thousands)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Organization:

On January 16, 1998, Pegasus Gold Inc. (PGI) and substantially all of its direct
and  indirect  domestic  subsidiaries, including Pegasus Gold Corporation (PGC),
Pegasus  Gold  International,  Inc.  (PGII),  Diamond  Hill Mining, Inc. (DHMI),
Florida  Canyon  Mining,  Inc.  (FCMI),  and Montana Tunnels Mining, Inc. (MTMI)
voluntarily  filed  for  protection  under  Chapter  11  of  the  United  States
Bankruptcy  Code.  On  or  about  September 9, 1998, two separate joint plans of
reorganization  were  filed with the United States Bankruptcy Court.  The plans,
as  amended  and  modified,  were  subsequently  approved by major creditors and
confirmed  by  order  of  the  United  States  Bankruptcy  Court.

Under  the plan of reorganization covering PGII, DHMI, FCMI, and MTMI (the Newco
Plan),  PGII  was  reincorporated  in  Delaware  and  renamed  Apollo Gold, Inc.
(Apollo,  or  the  Company).  Apollo  became  the parent holding company for the
reorganized DHMI, FCMI, and MTMI entities, all of which were also reincorporated
in  Delaware  but  retained  their  former  names.  The  four  newly reorganized
entities  emerged  from bankruptcy protection on February 5, 1999 (the effective
date)  and  are  proceeding  with  mining  and  exploration activities under new
management and with the benefit of the protection afforded by the Newco Plan and
the  United  States  Bankruptcy  Code against unsatisfied liabilities associated
with  PGI,  PGC,  and  other  former  PGI  affiliates.

Under the Newco Plan, Apollo and its three subsidiaries were discharged from all
liabilities not asserted prior to the applicable bar dates or otherwise provided
for  in  the  Newco  Plan  to  the maximum extent permitted by the United States
Bankruptcy  Code.

Under  the  other  plan  of  reorganization  covering  only  PGI  and  PGC  (the
Liquidating  Plan), PGI and its principal subsidiary, PGC, were placed under the
control  of  an  independent liquidating trustee for purposes of marshalling and
liquidating   assets.   Substantially  all  of  their  assets  were  immediately
transferred   to  liquidating  trusts  established  for  the  benefit  of  their
respective  creditors.  The  independent  liquidating trustee is proceeding with
liquidation  of  those  trust  assets  and  otherwise winding up PGI's and PGC's
affairs  in  implementation  of  the  Liquidating  Plan.

The  remainder  of the former PGI affiliates, including the owners and operators
of  all United States mine sites undergoing reclamation after mine closure, were
placed under the control of a separate, independent Chapter 11 trustee.  Shortly
after  appointment,  the  independent  Chapter 11 trustee converted all of their
Chapter   11   reorganization  cases  into  Chapter  7  liquidation  cases.  The
Bankruptcy Court retained the independent trustee as the Chapter 7 trustee.  The
Chapter  7 trustee is proceeding with liquidation of those former PGI affiliates
under  the  protection  of  Chapter 7 of the United States Bankruptcy Code.  See
note  12  regarding  the  application  of  fresh-start  reporting.

Effective  January  1, 2002, DHMI was merged into MTMI.  DHMI's business will be
operated  as  an  unincorporated  division  of  MTMI.

Ownership:

Under  the Newco Plan, Apollo capital stock was distributed to former creditors.
The  bank  group that provided pre-petition financing received approximately 69%
of  Apollo's  common  stock.  Small creditors were paid in cash.  Those non-bank
creditors  holding  more  than $10 in allowed claims were paid 75 cents for each
dollar  of  allowed  claim  in  cash  and  the remainder in Apollo common stock,
calculated  at a rate of one share of common stock for each $10 in allowed claim
not  paid in cash.  Less than 1% of Apollo's outstanding shares were distributed
to  those  non-bank  creditors.  Apollo's  remaining  common  stock,  comprising
approximately  30%  of  the  outstanding shares, was distributed under the Newco
Plan  to  the PGC liquidating trustee to be held for sale or for distribution in
kind to PGC liquidating trust beneficiaries as provided in the Liquidating Plan.
As  of  December  31,  2001,  the  PGC  liquidating  trustee  continued  to hold
approximately  30%  of  Apollo's  shares.

Following is a summary of the fair values of the assets acquired and liabilities
assumed   by  Apollo  upon  emergence  from  bankruptcy  at  February  5,  1999:


                                                                            F-6
<PAGE>
NOTE  1  -  ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
(CONTINUED):

<TABLE>
<CAPTION>
<S>                                                               <C>      <C>
  Assets acquired:
    Cash                                                                   $    169
    Trade receivables                                                             2
    Inventories                                                              25,375
    Property, plant, and equipment (including mining properties)             95,055
    Other assets                                                                813
                                                                           --------
      Total assets acquired                                                 121,414

  Liabilities assumed:
    Accounts payable and accrued liabilities                      $15,839
    Notes payable                                                     896
    Capital lease obligations                                      18,176
    Accrued site closure and reclamation costs                     21,503
                                                                  -------
      Total liabilities assumed                                              56,414
                                                                           --------

      Net assets acquired                                                  $ 65,000
</TABLE>

As  a  result of the subsequent merger of Nevoro Gold USA Inc. (Nevoro USA) into
Apollo  on  March  26,  2002,  as  described  at  note  11:  (a) all of Apollo's
outstanding  common  stock  was  canceled; (b) the 100 shares of $0.01 par value
common  stock of Nevoro USA owned by Nevoro Gold Corporation (Nevoro) became the
issued  and  outstanding  capital  stock  of  the surviving corporation; and (c)
Apollo  thereby  became  a wholly-owned subsidiary of Nevoro.  On June 25, 2002,
Nevoro  and  International Pursuit Corporation completed an amalgamation forming
Apollo  Gold  Corporation,  an  Ontario, Canada, corporation.  Subsequent to the
amalgamation,  Apollo  became  a  wholly  owned  subsidiary  of  Apollo  Gold
Corporation.

Summary of Significant Accounting Policies:

Basis  of  accounting  -  The  Company  prepares  its  financial  statements  in
accordance with accounting principles generally accepted in the United States of
America.

Nature  of  operations  -  The  Company  is  engaged  in gold mining and related
activities, including extraction, processing, refining, and reclamation at three
mine sites, two of which are located in Montana and the third in Nevada.  One of
the  Montana  sites  is currently inactive. The Company's principal products are
metals,  primarily  gold,  zinc,  silver,  and  lead.

Principles  of consolidation - The consolidated financial statements include the
accounts of Apollo and its wholly owned subsidiaries.  Intercompany transactions
and  accounts  are  eliminated  upon  consolidation.

Inventories - Inventories are recorded at the lower of average cost or estimated
net  realizable  value.  The  cost  of  gold  in  process  and final products is
comprised  of  costs  of  mining  the  ore  and hauling it to the mill, costs of
processing the ore and an attributable amount of mining and production overheads
relating  to  deferred  mineral property and development costs. The cost of mine
materials  and  supplies  represents  the  direct  cost of acquisition. Units of
inventory  on  the  leach  pad  are  based  on the amount of ore introduced into
production,  expected  recovery  and  assay  results.

Property,  plant,  and  equipment - Property, plant, and equipment are stated at
the  lower  of  predecessors'  historical  cost  and  evaluated  for  impairment
utilizing  the  guidance  of  SFAS 144 as noted herewith.  Mining properties and
development  costs  and  certain  plant  and equipment are depreciated using the
units-of-production  method  based  upon  proven  and  probable reserves.  Other
assets  are  depreciated  using  the  straight-line method over estimated useful
lives  of five to ten years.  Depreciation and amortization expense includes the
amortization  of  assets  acquired under capital leases.  Replacements and major
improvements  are  capitalized.  Maintenance  and repairs are charged to expense
based  on  average  estimated  equipment  usage.  Interest costs incurred in the
construction  or  acquisition  of property, plant, and equipment are capitalized
and  amortized  over  the  useful  lives  of  the  related  assets.


                                                                            F-7
<PAGE>
NOTE  1  -  ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
(CONTINUED):

Mineral  exploration  and  development  costs - Significant property acquisition
payments  for  active exploration properties are capitalized. If no mineable ore
body  is discovered, previously capitalized costs are expensed in the period the
property  is abandoned. Expenditures for the development of new mines, to define
further mineralization at and adjacent to existing ore bodies, and to expand the
capacity   of   operating   mines,   are   capitalized   and   amortized   on  a
units-of-production   basis   over  proven  and  probable  reserves.  All  other
exploration  expenditures  are  expensed  as  incurred.

Asset  impairment  - Management of the Company reviews the net carrying value of
each  mine  and  development  property at least annually, or more frequently, if
changing  circumstances  indicate  that  a  potential  impairment  may  exist in
accordance  with the guidelines established under SFAS 144. Estimated future net
cash  flows  from  each  mine  are  calculated  using  estimated  future prices,
operating capital, and reclamation costs on an undiscounted basis. If impairment
is  determined  on  an  undiscounted basis, reductions in the carrying values of
each mine are recorded to the extent the net book value of the asset exceeds the
estimate  of  future  discounted  net  cash  flows.

Management's  estimates  of  gold and other metal prices, recoverable proven and
probable  reserves,  operating  capital,  and  reclamation  costs are subject to
certain  risks  and  uncertainties  that  may  affect  the recoverability of the
Company's investment in property, plant, and equipment.  Although management has
made  its  best  estimate  of  these  factors based on current conditions, it is
reasonably  possible  that  changes  could  occur  in  the  near term that could
adversely  affect  management's  estimate  of  the net cash flows expected to be
generated  from  its  operating  properties.

Debt issuance costs - The costs related to the issuance of debt are deferred and
amortized to interest expense using the effective interest method over the terms
of  the  related  debt.

Revenue recognition - Revenue from the sale of gold and byproducts is recognized
when  the  following  conditions are met:  persuasive evidence of an arrangement
exists;  delivery has occurred in accordance with the terms of the arrangements;
the  price  is  fixed  or determinable and collectibility is reasonably assured.
Revenue  for  gold bullion is recognized at the time of delivery and transfer of
title to counter-parties.  Revenue for lead and zinc concentrates are determined
by  contract  as  title  changes  hands  at  the  railhead.

Derivative financial instruments - In the normal course of business, the Company
uses  derivative  financial  instruments  (primarily spot deferred forward sales
contracts) to reduce its commodity price risks.  The spot deferred contracts are
not  linked  to  specific  assets  or  liabilities  on the balance sheet or to a
forecasted  transaction  and,  therefore,  do  not qualify for hedge accounting.

The  Company adopted Statement of Financial Accounting Standards (SFAS) No. 133,
Accounting  for  Derivative  Instruments  and  Hedging Activities, on January 1,
2001.  SFAS  No.  133  requires  that  derivatives  be  recognized as assets and
liabilities and be measured at their fair value.  Gains or losses resulting from
changes  in the fair value of derivatives in each period are to be accounted for
either in current earnings or other comprehensive income depending on the use of
the  derivatives  and  whether  they  qualify  for  hedge  accounting.  The  key
criterion  for  hedge  accounting  is that the hedge relationship must be highly
effective in achieving offsetting changes in the fair value or cash flows of the
hedging  instruments  and  the  hedged items.  In accordance with the transition
provisions  of  SFAS  No.  133,  the  Company  recorded a cumulative-effect-type
adjustment  of  $2,000  (gain)  in  accumulated  other  comprehensive  income to
recognize  the fair value of derivatives designated as cash flow hedges that met
the  hedge  accounting  requirements  at  January  1,  2001.

Reclamation,  site  closures, and remediation costs - Minimum standards for mine
reclamation  have  been  established by various governmental agencies. Estimated
reclamation,  site  restoration  and  closure  costs for each producing mine are
charged   to   operations   over  the  expected  life  of  the  mine  using  the
units-of-production  method.  Ongoing reclamation activities are expensed in the
period  incurred. Remediation liabilities are expensed upon determination that a
liability  has  been incurred and where a minimum cost or reasonable estimate of
the  cost  can  be  determined.

Income taxes - The Company accounts for income taxes using the liability method,
which  requires  recognition  of  deferred  tax  liabilities  and assets for the
expected  future  tax  consequences  of  events  that  have been included in the
financial  statements  or  tax returns.  Deferred tax assets and liabilities are
determined  based  on the difference between  the  financial  statements and tax
bases  of  assets and  liabilities using the enacted tax rates in effect for the


                                                                            F-8
<PAGE>
NOTE  1  -  ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES
(CONTINUED):

year in which the differences are expected to reverse.  A valuation allowance is
provided  when  necessary  to  reduce  deferred  tax  assets  to  estimated  net
realizable  amounts.

Stock-based   compensation   -   SFAS   No.   123,  Accounting  for  Stock-Based
Compensation, encourages, but does not require, companies to record compensation
cost  for stock-based employee compensation plans at fair value. The Company has
chosen  to account for stock-based compensation using the intrinsic value method
prescribed  in  Accounting Principles Board Opinion No. 25, Accounting for Stock
Issued to Employees, and related interpretations. Accordingly, compensation cost
for  stock options is measured as the excess, if any, of the quoted market price
of the Company's stock at the date of grant over the amount an employee must pay
to  acquire  the  stock.

Use  of  estimates - The preparation of the consolidated financial statements in
conformity with accounting principles generally accepted in the United States of
America requires the Company's management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilities  and  disclosure of
contingent  assets  and  liabilities  at  the date of the consolidated financial
statements.  Significant  estimates  used  herein  include  those  relating  to
management's  evaluation  of  asset  impairment  and  the  recorded  balances of
inventories,  reclamation,  site  closure  and  remediation obligations, and the
deferred  tax  asset valuation allowance.  It is reasonably possible that actual
results  could  differ  in  the near term from those and other estimates used in
preparing  these  financial  statements  and such differences could be material.

NOTE  2  -  INVENTORIES:
--------------------------------------------------------------------------------

The components of inventories are as follows:

                                                              December 31,
                                                            -----------------
                                                              2001      2000

     Deferred costs of ore on leach pad                     $ 14,312  $ 13,796
     Materials and supplies                                    2,739     3,011
     Stockpiled ore                                              123       737
     Processed metal                                             146       476
                                                            --------  --------

                                                            $ 17,320  $ 18,020
                                                            ========  ========

Direct  production costs associated with ore on the heap leach pads are deferred
and  amortized  as  the  contained  gold is recovered.  Gold is recovered over a
five-year  period.  Based upon actual metal recoveries, the Company periodically
evaluates  and  refines  estimates  used  in  determining  the  amortization and
carrying  value  of  deferred  mining  costs  associated  with  ore under leach.
Approximately 54% of the unrecovered gold on all leach pads at both December 31,
2001  and  2000,  was expected to be recovered in the next year.  As a result of
changing conditions, it is reasonably possible that the estimated amount of gold
to  be  recovered  could  change  in  the  near  term.

NOTE 3 - PROPERTY, PLANT, AND EQUIPMENT:

The components of property, plant, and equipment are as follows:

<TABLE>
<CAPTION>
                                                               December 31,
                                                            ------------------
                                                              2001      2000
                                                            --------  --------
<S>                                                         <C>       <C>

Mining properties and development costs                     $130,874  $120,222
Plant and equipment                                          115,031   123,219
                                                            --------  --------
                                                             245,905   243,441
Less accumulated depreciation, depletion, and amortization   233,388   229,485
                                                            --------  --------

                                                            $ 12,517  $ 13,956
                                                            ========  ========
</TABLE>


                                                                            F-9
<PAGE>
NOTE 3 - PROPERTY, PLANT, AND EQUIPMENT (CONTINUED):

The  following  is  a  summary  of  the  net book value of mining properties and
development  costs  and  plant  and  equipment  by  property:

<TABLE>
<CAPTION>
                            Mining
                        Properties and
                          Development    Plant and
                             Costs       Equipment    Total
                        ---------------  ----------  -------
<S>                     <C>              <C>         <C>
December 31, 2001:
  Montana Tunnels Mine  $         1,951  $    3,612  $ 5,563
  Florida Canyon Mine             2,361       4,265    6,626
  Diamond Hill Mine                 142         106      248
  Corporate and other                 -          80       80
                        ---------------  ----------  -------

                        $         4,454  $    8,063  $12,517
                        ===============  ==========  =======
December 31, 2000:
  Montana Tunnels Mine  $         1,564  $    2,252  $ 3,816
  Florida Canyon Mine                 -       9,773    9,773
  Diamond Hill Mine                 180         113      293
  Corporate and other                 -          74       74
                        ---------------  ----------  -------

                        $         1,744  $   12,212  $13,956
                        ===============  ==========  =======
</TABLE>

At December 31, 2001, 2000, and 1999, the Company assessed the recoverability of
the  carrying  value  of its mining properties, plant, and equipment, based upon
current  market  conditions.  As  a  result,  the Company recorded reductions of
$19,742 in 2000 and $38,477 in 1999 to the carrying values of such assets to the
extent the net book value of the assets exceeded management's estimate of future
discounted  net  cash  flows.

NOTE  4  -  NOTES  PAYABLE:
--------------------------------------------------------------------------------

In February 2001, the Company renewed its revolving credit facility from General
Electric  Credit  Corporation (GECC) for $10,000 with an effective interest rate
of  the  commercial  paper  rate  plus  3.5% (5.52% at December 31, 2001), which
matures  in  February  2003.  At  December  31,  2001,  approximately $1,217 was
outstanding under the credit facility.  As of December 31, 2001, standby letters
of  credit  issued  by First Union National Bank under arrangements with GECC in
the  aggregate face amount of approximately $1,500, securing surety bonding (the
First  Union  LOCs),  were  also outstanding for Apollo's account under the GECC
credit  facility.  The  credit facility required the Company to maintain certain
restrictive  covenants  with respect to EBITDA (earnings before interest, taxes,
depreciation,  and  amortization),  debt  service,  and  capital  expenditures.

The  renewed  credit  facility was collateralized by all of the Company's assets
and  a  $2,000  letter of credit (LOC) issued by the members of the Pegasus bank
lending  group,  represented  by  Citibank,  as  agent,  with a maturity date of
February  2002.  Subsequently,  the  Citibank LOC was renewed for $2,000 through
February  2003.  The  Citibank  LOC  is  collateralized  by all of the Company's
assets;  however,  the  secured  interest  is  subordinate to GECC's claim.  The
Citibank LOC required fees of 12% annually on the unused portion of the LOC.  At
December  31,  2001,  there  had  been  no  drawings  against  the Citibank LOC.

As  a  result  of the subsequent events of March 26, 2002, described at note 11:
(a)  the Citibank LOC was cancelled and returned undrawn to Citibank; (b) Apollo
posted   cash  collateral  furnished  by  Nevoro  with  GECC  to  secure  GECC's
obligations  with  respect to the First Union LOCs; (c) Apollo repaid from funds
furnished  by  Nevoro  all  indebtedness  then outstanding under the GECC credit
facility;  and  (d)  GECC  assigned  all of its rights, titles, and interests in
connection  with  the  GECC  credit  facility  to  Apollo.

During  2001,  the  Company  entered  into  four  installment sales contracts to
purchase  equipment  previously under capital lease.  The installment notes bear
interest  at  8%  and 10.25%, respectively, and mature in 2002.  The balances of
these  notes  totaled  approximately  $1,273  at  December  31,  2001.


                                                                            F-10
<PAGE>
NOTE  4  -  NOTES  PAYABLE  (CONTINUED):
--------------------------------------------------------------------------------

In  January  2002,  the  Company entered into two installment sales contracts to
purchase  equipment  previously under capital lease (see note 5).  The contracts
are  collateralized  by  the  equipment,  bear  interest  at 7.5%, and mature in
January  2006.

NOTE  5  -  OBLIGATIONS  UNDER  CAPITAL  LEASES:

The  Company  has  entered  into  capital  leases for certain equipment.  Leased
equipment included in plant and equipment at December 31, 2001 and 2000, totaled
approximately  $28,554  at  each  date. Accumulated amortization of assets under
capital  leases  was  approximately $24,407 and $20,542 at December 31, 2001 and
2000,  respectively.

Future  minimum  lease  payments  due  under  capital  leases  consisted  of the
following  at  December  31,  2001:

          Years Ending
          December 31,                                    Amount
          ------------                                   -------
            2002                                         $ 5,487
            2003                                             147
                                                         -------
            Total minimum lease payments                   5,634
            Less amount representing interest (at 6.6%)      299
                                                         -------
            Total present value of minimum payments        5,335
            Less current portion                           4,905
                                                         -------

            Total long-term capital lease obligations    $   430
                                                         =======

In  January  2002, the Company borrowed approximately $6,624 under notes payable
to Caterpillar Financial Services Corporation for the purchase of equipment that
had  been  previously  leased  by  the  Company.  See  note  4.

NOTE  6  -  INCOME  TAXES:
--------------------------------------------------------------------------------

The Company did not record a provision or benefit for income taxes for the years
ended  December  31,  2001  and  2000  and  for the period from February 5, 1999
through  December  31,  1999,  due  to  the  availability  of net operating loss
carryforwards  and  the  uncertainty  of  their  future  realization.

The consolidated income tax provision for the periods presented differs from the
amount  computed  at  the  statutory  income  tax rate for the reasons set forth
below:

<TABLE>
<CAPTION>
                                           Period  From                                   Period  From
                                            January  1,                                   February  5,
                                               2002                                           1999
                                             Through              Years  Ended               Through
                                          June 24, 2002           December 31,            December 31,
                                         --------------------------------------------------------------
                                              2002            2001            2000            1999
                                         ---------------  -------------  --------------  --------------
<S>                                      <C>              <C>            <C>             <C>
Expected income tax provision (benefit)  $         (266)  $        990   $      (9,527)  $     (15,932)
Nondeductible items                                   -              2               4               4
Change in deferred tax asset valuation
    allowance                                       266           (992)          9,523          15,928
                                         ---------------  -------------  --------------  --------------
                                         $            -   $          -   $           -   $           -
                                         ===============  =============  ==============  ==============
</TABLE>


                                                                            F-11
<PAGE>
NOTE  6  -  INCOME  TAXES  (CONTINUED):
--------------------------------------------------------------------------------

The  components  of  the  net  deferred  taxes at the balance-sheet dates are as
follows:

<TABLE>
<CAPTION>
                                                      December 31,
                                                  --------------------
                                                    2001       2000
<S>                                               <C>        <C>
Deferred tax assets:
  Net operating loss carryforwards                $ 22,643   $ 21,332
  Property, plant, equipment, and mineral rights     2,033      1,105
  Development costs                                  1,672      2,999
  Deferred stripping                                 1,436      1,436
  Deferred site closures and reclamation costs       7,594      9,097
  Deferred maintenance                                 842        843
  Other                                              1,591      1,558
                                                  ---------  ---------
                                                    37,811     38,370
Valuation allowance                                (37,325)   (37,872)
Deferred tax liability:
  Property and mineral rights                         (486)      (498)
                                                  ---------  ---------

    Net deferred taxes                            $      -   $      -
                                                  =========  =========
</TABLE>

At  December  31,  2001 and 2000, a valuation allowance of approximately $37,325
and $37,872, respectively, has been recognized to offset net deferred tax assets
due  to  the  uncertainty  of  future  realization.

As  of  December  31, 2001, the Company's subsidiaries had regular tax basis net
operating loss carryforwards (NOL) totaling approximately $66,596 that expire in
2002  and  through  2022.

Utilization of these NOLs may be limited pursuant to Section 382 of the Internal
Revenue Code (IRC) of 1986, as amended.  The annual usage limitation is based on
4.71%  of  the  estimated  fair  value  of  the  Company  immediately  after the
consummation  of  the  reorganization  on  February  5,  1999.

As  a  result of the subsequent events described at note 11, utilization of NOLs
following  March  26,  2002,  will  be  further reduced pursuant to IRC Sec.382.

NOTE  7  -  STOCK  OPTIONS  AND  WARRANTS:
--------------------------------------------------------------------------------

On  February  5, 1999, the stockholders approved the 1999 Stock Option Plan (the
Plan).  Under  the  Plan,  a  maximum of 650,000 common shares may be granted to
directors  and  employees  at not less than 110% of the fair market value at the
date  of grant.  The term of the options will be determined at date of grant and
will  be  no  longer than 10 years.  At December 31, 2001, no stock options were
outstanding  under  the  Plan.

Also  on  February  5,  1999,  the  Company entered into warrant agreements with
certain  creditors for the purchase of up to 650,000 shares of common stock. The
warrants  were  issued  in three series and were exercisable through February 5,
2004,  at  exercise  prices  ranging  from  $11.25  through $13.75 per share. No
warrants  had  been  exercised through December 31, 2001. In connection with the
subsequent  events  described  at  note  11,  the  warrants were extinguished in
exchange  for  aggregate  consideration  of $6, calculated at a rate of $0.01 (1
cent)  per  share  subject  to  warrant,  regardless  of  exercise  price.


                                                                            F-12
<PAGE>
NOTE  8  -  EMPLOYEE  BENEFIT  PLANS:
--------------------------------------------------------------------------------

The Company has a savings plan (which qualifies under Section 401(k) of the U.S.
Internal  Revenue  Code)  covering all full-time United States employees.  Under
the  plan,  employees  may  elect  to contribute up to 25% of their annual gross
compensation,  subject  to ERISA limitations.  The Company is required to make a
matching  cash  contribution  equal  to 75% of the employee's contribution up to
4.5%  of  the employee's annual gross compensation.  The Company's contributions
vest  over  a  four-year  period.  The  Company  may,  at  its  discretion, make
additional  contributions to the plan.  During the years ended December 31, 2001
and  2000,  and  the period from February 5, 1999 through December 31, 1999, the
Company  made  matching  contributions  of  approximately  $519, $562, and $485,
respectively,  to  the  plan.


NOTE  9  -  FINANCIAL  INSTRUMENTS  AND  RISK  MANAGEMENT:
--------------------------------------------------------------------------------

Risk  management - The Company reduces its exposure to fluctuations in commodity
prices  by creating offsetting positions through the use of derivative financial
instruments and has established a control environment that includes policies and
procedures  for  risk  assessment and the approval, reporting, and monitoring of
derivative instrument activities.  The Company does not use derivative financial
instruments  for  trading  purposes; however, its derivative instruments did not
qualify  for  hedge  accounting  at  December  31,  2001.

During  2001  the  Company  entered  into  various  spot  deferred forward sales
contracts,  which  are  intended  to  provide an economic hedge of the effect of
price  changes  on  the underlying value of the Company's reserves and the price
risk  associated  with  its gold and zinc sales.  Contracts in place at December
31,  2001,  consisted  of  the  following:

<TABLE>
<CAPTION>
                                                        Average
                                                         Price
                                      Notional Amount  Per Unit   Delivery Period
                                      ---------------  ---------  ---------------
<S>                                   <C>              <C>        <C>
December 31, 2001:
    Gold spot deferred forward sales    44,136 ounces  $     289    January 2002
</TABLE>

The  Company  has  credit risk exposure under the forward sales contracts to the
extent  the  counterparty  is  unable  to  perform  under  the  agreements.

Market  risk  -  Due to the nature of the precious metals market, the Company is
not dependent on a significant customer to provide a market for its refined gold
and  silver.  However, if the Company had to replace the smelters to which zinc,
lead,  and  pyrite concentrates are shipped, the additional transportation costs
could  be  considerable.  Although  it  is  possible  that  the Company could be
directly  affected  by weaknesses in the metals processing business, the Company
periodically  monitors  the  financial  condition  of  its  customers.

Sales  by  country  as  a  percentage of total sales consisted of the following:

                                           Period from
                                         January 1, 2002
                                             Through
                                           June 24, 2002
                                         -----------------      Years Ended
                                                                December 31,
                                                               ---------------
                                               2002            2001      2000
                                               -----           -----     -----
United States                                   79%            62%       75%
Canada                                          21%            36%       11%
Japan                                           nil             2%       nil


                                                                            F-13
<PAGE>
NOTE 9 - FINANCIAL INSTRUMENTS AND RISK MANAGEMENT:
--------------------------------------------------------------------------------

Sales  to  significant customers as a percentage of total sales consisted of the
following:

                                           Period from
                                         January 1, 2002
                                             Through            Years Ended
                                          June 24, 2002         December 31
                                         -----------------      ------------
                                               2002           2001        2000
                                              -----           -----       ----
     Customer A                                79%             59%         40%
     Customer B                                21%             36%         20%
     Customer C                                 -               -          11%
     Customer D                                 -               -          10%

Significant  accounts  receivable  balances  as  a  percentage of total accounts
receivable  consisted  of  the  following:

                                                  December 31,
                                          -------------------------
                                               2001          2000

     Customer  A                                74%          76%
     Customer  B                                24%          14%

Fair  value  of  financial  instruments  - The carrying amounts reflected in the
accompanying  consolidated  balance sheets for cash, certificate of deposit, and
notes  payable  approximate the respective fair values of the instruments due to
the   short  maturities  of  those  instruments.  Derivative  instruments  (spot
deferred  contracts)  at  December  31,  2001,  are  stated at fair value in the
consolidated  financial  statements.

NOTE  10  -  COMMITMENTS  AND  CONTINGENCIES:

Reclamation,  site  closures,  and  remediation  costs  -  All  of the Company's
operations  are  subject  to  reclamation and closure requirements.  The Company
monitors  these  requirements  and  evaluates  its  accruals for reclamation and
closure  regularly.

Although  the ultimate amount of reclamation and closure costs to be incurred in
the  future  is  uncertain,  the  Company  has  estimated  and fully accrued the
aggregate  amount  of these future costs to be approximately $25,415 and $26,757
at  December  31,  2001 and 2000, respectively.  The Company recorded provisions
for  closure  and  reclamation costs totaling approximately $624 during 2001 and
$3,187  during  2000.

The  Company is required to provide surety for its reclamation program, which is
primarily  done through a bonding program.  As of December 31, 2001, the Company
had outstanding bonds and other financial surety totaling approximately $34,000.
To  the  extent  the  Company  is  unable  to provide bonding or other financial
surety,  its  ability  to  maintain  its  permits  at  operating  sites  may  be
jeopardized.  Because  of  the  Company's  financial  condition, there can be no
assurance  that  bonding will continue to be available at a reasonable cost.  At
December  31, 2001 and 2000, the Company had outstanding standby LOCs with First
Union  National Bank, securing surety bonds totaling approximately $1,500, which
must  be renewed annually.  At December 31, 2001 and 2000, there were no amounts
drawn  against any of the First Union LOCs.  The remaining portion of the surety
bonds  is  not collateralized.  Additionally, at December 31, 2001 and 2000, the
Company  had  a  $632  certificate  of  deposit  pledged  in  lieu  of providing
reclamation  bonding.

Under  the  Newco  Plan, certain property of FCMI was reorganized in FCMI on the
effective  date  of  the  Newco  Plan.  Included  in this property was a Surface
Management  Surety  Bond in the amount of $16,936 (the FCMI Bond). The FCMI Bond
was issued by Safeco Insurance Company of America (Safeco) on behalf of FCMI, as
principal, and is made payable to the United States of America. On May 12, 1999,
Safeco sent a letter addressed to the Bureau of Land Management (BLM) purporting
to  cancel  the FCMI Bond, and on May 13, 1999, it filed an action against FCMI,
seeking  a  declaration that it is entitled to cancel the FCMI Bond and that its
post-cancellation  coverage  obligations  do  not  extend  to  post-cancellation
disturbances.  On June 21, 1999, FCMI asserted a counterclaim against Safeco for
declaratory  judgment,  anticipatory  breach of contract, and breach of surety's
duty   of   good   faith,   based   on   Safeco's  wrongful  disclaimer  of  its
post-cancellation  obligations.  On  August 10, 1999, the United States District
Court  for  the  District of Nevada granted partial summary judgment in favor of
FCMI  on  the  first part of its counterclaim, holding that the FCMI Bond "shall
remain  in  full  force  and  effect  as  to  all  areas


                                                                            F-14
<PAGE>
NOTE 10 - COMMITMENTS AND CONTINGENCIES (CONTINUED):

disturbed  within  the  plan  of  operations  prior  to  the  effective  date of
cancellation,"  that the FCMI Bond language "encompasses further disturbances to
previously  disturbed  areas within the plan of operations which may occur after
the effective date of cancellation," and that "Safeco's liability shall continue
irrespective  of  continued  mining  activities,  after  the  effective  date of
cancellation,  within the areas of the plan of operations disturbed prior to the
effective   date  of  cancellation."  On  August  30,  1999,  Safeco  moved  for
reconsideration  of the order granting FCMI partial motion for summary judgment.
On  August 14, 2000, the Court denied Safeco's motion.  On February 15, 2002, on
stipulation  of  the  parties,  the  court  entered  an  order  delineating  the
"previously  disturbed  areas"  that are subject to the partial summary judgment
order by reference to aerial photographs and map depictions jointly submitted by
the  parties.  On  March  8,  2002,  the  court  entered final judgment with the
consent  of  all  parties consistent with the earlier summary judgment order and
stipulation.  Accordingly,  all  issues  in  the  case  have been decided at the
United  States  District  Court  level.  Notwithstanding  its failure to reserve
rights  to appeal in the consent judgment, on April 5, 2002, Safeco filed notice
of  appeal  of  the  consent judgment to the 9th Circuit Court of Appeals.  That
appeal  remains  pending, with briefing in progress.  FCMI intends to defend the
consent  judgment  vigorously  throughout  the  appellate  process.

Since May 1999, DHMI and Safeco have been involved in various similar litigation
proceedings  in various state and federal courts in the states of Washington and
Montana  with  respect to the Hard Rock Reclamation Surety Bond in the amount of
$520  issued  by  Safeco to secure DHMI's reclamation obligations at the Diamond
Hill  Mine (DHMI Bond) and Safeco's cancellation of the DHMI Bond effective June
15,  1999.  All  of  those  proceedings  have  been  fully  resolved  through  a
settlement agreement effective on June 8, 2001, among Safeco, the Company, DHMI,
FCMI,  the  United  States,  the  state of Montana, and the state of Nevada (the
Montana Settlement Agreement).  Pursuant to the Montana Settlement Agreement, as
of  June  2001,  among  other  things:  (1)  Safeco  agreed  to issue a new $520
reclamation  surety  bond (the New Safeco Bond) covering the Florida Canyon Mine
under  which Safeco is substantially restricted from initiating any cancellation
through  June 8, 2003, and under which FCMI is obligated to pay premium; (2) the
United  States and the state of Nevada agreed to accept a reduction in the First
Union  LOC  bonding for the Florida Canyon Mine by $520 from $1,500 to $980; (3)
DHMI  agreed  to  post  a  new $520 First Union LOC with the state of Montana to
replace  the  canceled  DHMI  Bond;  (4) the state of Montana agreed to repay to
Safeco  without  interest $520 in cash, which Safeco deposited with the state of
Montana  in  1999  in  lieu  of  the  canceled DHMI Bond as a part of an earlier
abortive  settlement agreement; and (5) all parties agreed to release each other
from  any  other liability in connection with the DHMI Bond and the cancellation
thereof  and  to  dismiss  all  pending  litigation with prejudice.  The Montana
Settlement  Agreement  has  been  fully  implemented.

Some  of  the Company's operating mines are located in historic mining districts
in  the  United  States,  and  the Company controls land in areas where previous
mining  has  taken  place.  Although no systematic inventory has been performed,
mining  products  (such as tailings) located at those sites may present a future
material  liability  to  the  Company  as  state and federal regulatory agencies
search for ways to enforce the cleanup of pollutants left by previous operators.
At  December  31,  2001  and  2000,  the  Company  was not aware of any material
remedial  liabilities  that  have  not  been  fully  accrued.

Based  on  current environmental regulations and known reclamation requirements,
management   has  included  the  best  estimate  of  these  obligations  in  its
reclamation  accruals.  However,  it  is  reasonably possible that the Company's
estimate  of  its ultimate reclamation liability could increase in the near term
as  a  result of prospective changes in laws and regulations and changes in cost
estimates.

General  -  In  addition to the above, various lawsuits, claims, and proceedings
have  been  or  may  be  instituted or asserted against the Company.  Management
believes  the disposition of other matters that are pending or asserted will not
have a material adverse affect on the financial position, results of operations,
or  cash  flows  of  the  Company.

NOTE  11  -  SUBSEQUENT  EVENTS:
--------------------------------------------------------------------------------

On  March  26,  2002,  the  Company merged with Nevoro Gold USA Inc., a Delaware
corporation   (Nevoro  USA)  and  a  wholly  owned  subsidiary  of  Nevoro  Gold
Corporation,  a  Canadian  corporation  (Nevoro).  Through  the  merger,  Nevoro
acquired  100%  of Apollo's common stock.  Apollo's former stockholders received
$500  in  the  aggregate in merger consideration in exchange for cancellation of
Apollo's common stock.  Apollo's warrant holders are entitled to receive $6.5 in
the  aggregate in consideration of the extinction of the warrants.  In addition,
Nevoro  furnished  funding  to  pay  off amounts outstanding under Apollo's GECC
credit  facility  and  certain  other  liabilities  and other obligations of the
Company,  including  those  that  arose  as  a  result  of  the merger, totaling
approximately  $4,562.


                                                                            F-15
<PAGE>
NOTE  11  -  SUBSEQUENT  EVENTS  (CONTINUED):
--------------------------------------------------------------------------------

Nevoro USA was formed for the purpose of facilitating the merger with Apollo and
upon  consummation  of  the  merger  transaction,  it  merged  into the Company,
resulting  in  Apollo  being  the  surviving  corporation  and  a  wholly  owned
subsidiary  of  Nevoro.  The  Company  and  its subsidiaries, MTMI and FCMI, are
expected  to  continue  their  operations.

Nevoro  secured  financing  for the merger under arrangements with International
Pursuit  Corporation  (Pursuit),  a  Canadian  corporation listed on the Toronto
Stock  Exchange  under  the  trading  symbol  "IPJ".  Under  those arrangements,
Pursuit  completed  a  private  placement of 0.0% secured convertible debentures
with  aggregate  face value of US $23,000 (the Debentures), and Pursuit advanced
funds  so obtained to Nevoro as necessary to consummate the merger of Nevoro USA
into  Apollo and associated transactions and to provide for Apollo's anticipated
working  capital  requirements.

Subsequently,  Pursuit was restructured pursuant to a Canadian statutory plan of
arrangement  (the Plan of Arrangement). Under the Plan of Arrangement, effective
June  25, 2002, Nevoro and Pursuit were amalgamated to form a single corporation
organized   under   the  laws  of  Ontario,  Canada,  and  renamed  Apollo  Gold
Corporation.   The   Plan   of  Arrangement  included,  among  other  things,  a
consolidation  and  reduction  of  the outstanding Pursuit shares (excluding the
shares  issued  to  the  Debenture holders upon conversion of the Debentures) so
that,  upon  consummation  of  the  Plan  of  Arrangement  and conversion of the
Debentures,  the  Debenture  investors held a controlling interest in the common
stock of Apollo Gold Corporation. The common stock of Apollo Gold Corporation is
registered  for  trading  on  the  Toronto  Stock Exchange under the symbol APG.

NOTE  12  -  RESTATEMENT  FOR  FRESH-START  REPORTING:
--------------------------------------------------------------------------------

As discussed in note 1, the Company emerged from bankruptcy on February 5, 1999,
and  commenced  operations  as  a new company.  Statement of Position 90-7 ("SOP
90-7"),  Financial  Reporting by Entities in Reorganization Under the Bankruptcy
Code,"  provides accounting and reporting guidance for entities like Apollo that
emerge  from bankruptcy.  Under SOP 90-7, when more than 50% of the ownership of
the  emerging  company  changes  as  a result of the bankruptcy proceedings, the
emerging  company,  at  the  time  of  emergence  from  bankruptcy, should apply
"fresh-start"  reporting.  Under  fresh-start reporting, the assets received and
liabilities  assumed  upon  emergence  from  bankruptcy should be stated at fair
value.  Previously,  Apollo  did  not  apply  fresh-start reporting, but instead
reported  its  assets  received  and  liabilities assumed at the historical cost
bases  of  its  predecessor entities which was not in accordance with accounting
principles generally accepted in the United States of America.  The accompanying
financial  statements  have  been  restated herein to reflect the application of
fresh-start  reporting at February 5, 1999.  The restatement resulted an initial
increase  in  property,  plant,  and  equipment (including mining properties and
rights)  and  additional paid-in capital of approximately $37,105 at February 5,
1999.  Such  assets  were  then  considered  in  management's  re-evaluation  of
impairment  of  long-lived assets, as discussed in notes 1 and 3, which resulted
in   a  reduction  of  $37,105  in  property,  plant,  and  equipment  in  1999.
Accordingly,  the accompanying 1999 financial statements have been also restated
to  report a $37,105 increase in the net loss for the period and a corresponding
reduction   of  property,  plant,  and  equipment  at  December  31,  1999.  The
restatements resulted in increases in previously reported balances of additional
paid-in  capital  and  accumulated  deficit  of $37,105 at December 31, 2001 and
2000,  with  no  effect on previously reported 2001 and 2000 net income or loss.

NOTE  13  -  RECENT  ACCOUNTING  PRONOUNCEMENTS:
--------------------------------------------------------------------------------

In  June 2001 the FASB issued Statement No. 143, Accounting for Asset Retirement
Obligations,  which addresses financial accounting and reporting for obligations
associated  with the retirement of tangible long-lived assets and the associated
asset  retirement  costs.  It  applies  to legal obligations associated with the
retirement  of long-lived assets that result from the acquisition, construction,
development,  and/or  the  normal  operation of long-lived assets.  SFAS No. 143
supercedes  SFAS  No.  19,  Financial  Accounting  and  Reporting by Oil and Gas
Producing  Companies,  and  requires  entities  to  record  the  fair value of a
liability  for  an  asset  retirement  obligation  in  the period in which it is
incurred.  When  the  liability is initially recorded, an entity capitalizes the
cost  by  increasing  the carrying amount of the related long-lived asset.  Over
time,  the  liability  is  accreted  to  its  present value each period, and the
capitalized  cost  is amortized over the useful life of the related asset.  Upon
settlement  of  the liability, an entity settles the obligation for its recorded
amount  or  incurs  a  gain  or loss upon settlement.  SFAS No. 143 is effective
beginning


                                                                            F-16
<PAGE>
NOTE  13  -  RECENT  ACCOUNTING  PRONOUNCEMENTS:
--------------------------------------------------------------------------------

after  June  2002,  with earlier application encouraged.  The Company expects to
adopt  the  new  standard for the period ending June 30, 2002.  Adoption of SFAS
No.  143  is  expected  to  have  a  material  effect on the Company's financial
statements.

In  October  2001,  the  FASB  issued  Statement  No.  144,  Accounting  for the
Impairment  on  Disposal  of  Long-lived  Assets, which supercedes SFAS No. 121,
Accounting  for the Impairment of Long-lived Assets and for Long-Lived Assets to
be  Disposed  of. SFAS No. 144 applies to all long-lived assets and consequently
amends APB Opinion No. 30, Reporting Results of Operations-Reporting the Effects
of  Disposal  of  a Segment of a Business. SFAS No. 144 requires that long-lived
assets that are to be disposed of by sale be measured at the lower of book value
or  fair  value  less  the  cost  to  sell. That requirement eliminates APB 30's
requirement  that discontinued operations be measured at net realizable value or
that  entities   include   under  "discontinued  operations"  in  the  financial
statements   amounts   for   operating   losses  that  have  not  yet  occurred.
Additionally,  SFAS  No.  144  expands  the  scope of discontinued operations to
include all components of an entity with operations that 1) can be distinguished
from  the  rest  of  the  entity  and  2)  will  be  eliminated from the ongoing
operations  of  the  entity  in  a disposal transaction. The statement goes into
effect  after fiscal years beginning December 15, 2001, and adoption of SFAS No.
144  did  not  have  any  material effect on the Company and its subsidiaries at
adoption.

NOTE  14  -  U.S./CANADIAN  GAAP  RECONCILIATION:
--------------------------------------------------------------------------------

The  financial  statements  of the Company have been prepared in accordance with
accounting  principles  generally  accepted  in the United States of America (US
GAAP)  which differ in certain material respects from those applicable in Canada
(Cdn.  GAAP).  A  reconciliation of the material differences between US GAAP and
Cdn.  GAAP  as  they apply to the Company's financial statements are as follows:

<TABLE>
<CAPTION>
                                            Period from                          Period From
                                             January 1,                           February 5,
                                                2002                                1999
                                               Through         Years Ended         Through
                                            June 24, 2002      December 31,      December 31,
                                           ---------------  ------------------  --------------
                                                2002         2001      2000          1999
<S>                                        <C>              <C>      <C>        <C>
  Net income (loss) according to US GAAP   $         (760)  $2,912   $(28,020)  $     (46,859)
  Cdn. GAAP adjustments:
    Impairment of long-lived assets (a)              (500)    (975)   (25,611)         28,477
                                           ---------------  -------  ---------  --------------

      Net income (loss) according to
         Cdn. GAAP                         $       (1,260)  $1,937   $(53,631)  $     (18,382)
                                           ===============  =======  =========  ==============
<FN>

(a) Under Cdn. GAAP write-downs for impairments of long-lived assets (property, plant, and
equipment) are determined based on undiscounted estimated future net cash flows.  Under US
GAAP, such impairment is measured based on discounted cash flows.
</TABLE>


                                                                            F-17
<PAGE>
NOTE  14  -  U.S./CANADIAN  GAAP  RECONCILIATION:
--------------------------------------------------------------------------------

Such differences affected the accompanying balance sheets as follows:

<TABLE>
<CAPTION>
                                                                 December 31,
                                                             -------------------
                                                               2001      2000
                                                             --------  ---------
<S>                                                          <C>       <C>
Total assets according to US GAAP                            $34,713   $ 41,677
Cdn. GAAP adjustments for asset impairment differences         1,951      2,866
                                                             --------  ---------

      Total assets according to Cdn. GAAP                    $36,664   $ 44,543
                                                             ========  =========

Stockholders' equity (deficit) according to US GAAP          $(6,588)  $ (9,500)
Cdn. GAAP adjustments for asset impairment differences         1,951      2,866
                                                             --------  ---------

      Stockholders' equity (deficit) according to Cdn. GAAP  $(4,637)  $ (6,634)
                                                             ========  =========
</TABLE>

Cdn.  GAAP does not recognize the concept of comprehensive income.  Accordingly,
under  Cdn.  GAAP  the  statement  of  stockholders'  equity  for the year ended
December  31, 2001, would not reflect the cumulative effect of the change in the
method  of  accounting  for derivative financial instruments (see note1) and the
subsequent  reclassification  of  such  amount  to  earnings,  as  reflected  in
accumulated  other  comprehensive  income  (loss).

NOTE  15  -  SEGMENTED  INFORMATION:

The  reportable  segments  have been determined at the level where decisions are
made  on  the  allocation  of  resources  and  capital  and where performance is
measured.  The  segments  are  FCMI and MTMI.  The accounting policies for these
segments  are the same as those followed by the Company as a whole.  All segment
assets  and  operations  are  located  in  the  United  States.

As of and for the year ended December 31, 2001:

<TABLE>
<CAPTION>
                                              Corporate
                            MTMI      FCMI    and Other    Total
                           -------  --------  ----------  -------
<S>                        <C>      <C>       <C>         <C>
Mining revenue             $40,766  $33,227   $    2,690  $76,683
Interest income                  -        -           39       39
Interest expense               125      506          678    1,309
Depreciation, depletion,
  and amortization               -    5,348          129    5,477
Segment income (loss)        3,345   (2,730)       2,297    2,912

Segment assets               7,329   22,706        4,678   34,713
Capital expenditures         1,770    1,585          226    3,581
</TABLE>


                                                                            F-18
<PAGE>
NOTE  15  -  SEGMENTED  INFORMATION  (CONTINUED):
--------------------------------------------------------------------------------

As of and for the year ended December 31, 2000:

<TABLE>
<CAPTION>
                                                Corporate
                            MTMI       FCMI     and Other     Total
                          ---------  --------  -----------  ---------
<S>                       <C>        <C>       <C>          <C>
Mining revenue            $ 38,764   $47,454   $   10,476   $ 96,694
Interest income                  -         -           28         28
Interest expense                56       739        1,732      2,527
Depreciation, depletion,
  and amortization           5,867    11,874        2,444     20,185
Segment loss               (13,778)   (9,235)      (5,007)   (28,020)

Segment assets               5,593    25,702       10,082     41,677
Capital expenditures           215     4,154          568      4,937
</TABLE>


For the period from February 5, 1999 (commencement) through December 31, 1999:

<TABLE>
<CAPTION>
                                                 Corporate
                            MTMI       FCMI      and Other     Total
                          ---------  ---------  -----------  ---------
<S>                       <C>        <C>        <C>          <C>
Mining revenue            $ 43,876   $ 39,381   $    8,033   $ 91,290
Interest income                  -          -           34         34
Interest expense                80        959        2,921      3,960
Depreciation, depletion,
  and amortization           5,514     10,557        2,453     18,524
Segment loss               (12,328)   (25,727)      (8,804)   (46,859)

Capital expenditures           238      3,578        1,560      5,376
</TABLE>

For the period from January 1, 2002 through June 24, 2002:

<TABLE>
<CAPTION>
                                           Corporate
                            MTMI    FCMI   and Other    Total
                           ------  ------  ----------  -------
<S>                        <C>     <C>     <C>         <C>
Mining Revenue             15,874  17,465          -   33,339
Interest Income                 -       -         37       37
Interest Expense               52     228        133      413
Depreciation, depletion,
    And amortization          963   1,776          -    2,739
Segment Income (Loss)       3,206   1,971     (3,859)  (1,260)
</TABLE>


                                                                            F-19
<PAGE>