**UNITED
STATES**
 **SECURITIES
AND EXCHANGE COMMISSION**
 **WASHINGTON,
D. C. 20549**
 
 **FORM
10-KSB**
 
 x
    ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the
fiscal year ended December 31, 2004
 
 o
    TRANSITION
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934
 
 For the
transition period from________________ to ________________
 
 Commission
File No. 000-50664
 
 DRAVCO
      MINING, INC.(Exact
      name of registrant as specified in its
charter)
 
 Nevada
    
    88-0474904(State
      or other jurisdiction of incorporation or organization)
    
    (Employer
      Identification No.)
 
 
 1865
      Dilworth Drive, Suite 101, Kelowna, British Columbia, Canada V1Y
      9T1(Address
      of principal executive offices)
 
 
 (604)
      687-6991Registrant’s
      telephone number(Former
      Name or Former Address, if changed since last
report)
   Securities
      registered pursuant to Section 12(b) of the Act:
    None
 
 Securities
      registered pursuant to Section 12(g) of the Act:
    Common
      Stock
 Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act of 1934 during the past 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.
 
 (1)
    YES
      x
    NO
      o
    
    (2)
    YES
      x
    NO
      o
 
 
 
 
 Check if
there is no disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K is not contained herein, and no disclosure will be contained, to the best of
the registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB.  o
 
 State
issuer’s revenues for its most recent fiscal year. $0
 
 State the
aggregate market value of the voting stock held by non-affiliates computed by
reference to the price at which the stock was sold, or the average bid and asked
prices of such stock, as of a specified date within the past 60
days.
 
 As at
March 16, 2005 there were 4,000,000 shares of voting common stock of the Company
held by non-affiliates. The aggregate market value of the voting common stock
held by the non-affiliates on March 16, 2005, computed at the price at which the
stock was sold, was $200,000 assuming solely for the purposes of this
calculation that the directors and executive officers of the issuer are
“affiliates”. This determination of affiliate status is not necessarily a
conclusive determination for other purposes.
 
 REGISTRANTS
INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS - Not
applicable.
 
 APPLICABLE
ONLY TO CORPORATE REGISTRANTS
 
 Indicate
the number of shares outstanding of each of the registrant’s classes of common
equity, as of the latest practicable date: March 16, 2005 - 9,000,000 Common
Shares
 
 DOCUMENTS
INCORPORATED BY REFERENCE
 
 A
description of “Documents Incorporated by Reference” is contained in Item 13 of
this Report.
 
 Transitional
Small Business Registrant Format   Yes x   No o
 
 **PART
I**
 
 **Item
      1.**
    **Description
      of Business.**
 
 **General**
  We were
incorporated in the State of Nevada on September 20, 2000 as Dundee Mining Inc.
On October 2, 2002, we changed our name to Dravco Mining Inc. We changed our
name because we were advised by a Canadian corporation with a similar name that
we might be infringing on the other corporation's trademark in Canada. While we
believed we were not infringing on the other corporation's trademark, we also
believed that it would not be economically worthwhile to engage in protracted
litigation in Canada regarding the infringement issue.
  
  We are
engaged in the acquisition and exploration of mining properties. We maintain our
statutory registered agent's office at 101 Convention Center Drive, Suite 700,
Las Vegas, Nevada, 89109 and our business office is 101-1865 Dilworth Drive,
Unit 404, Kelowna, British Columbia, Canada V1Y 9T1. Our telephone number is
(604) 687-6991. Our offices are donated rent free by our president.
  Dravco
Mining has no plans to change its business activities or to combine with another
business, and is not aware of any events or circumstances that might cause its
plans to change.
  **Background**
  In July
2000, Rodney L. Lozinski, our sole officer and director, entered into an oral
agreement with Locke Goldsmith, an unrelated third party, to stake one property
containing ten unpatented mining claims in the Nickel Plate Mountain area of
Hedley, Osoyoos Mining Division, British Columbia, Canada, in exchange for $878.
This is the total cost of the property. Mr. Goldsmith was paid an additional
$829 to maintain our claims. These are the only services we have paid to Mr.
Goldsmith to date. We retained the services of Mr. Goldsmith because we believed
he was knowledgeable about mining claims in British Columbia and we are not. Mr.
Goldsmith has been engaged in mining exploration for the past 42 years. He is a
registered professional engineer in the provinces of Ontario and British
Columbia, a registered professional geologist in the province of British
Columbia and the states of Oregon, Minnesota and Wisconsin. Mr. Goldsmith holds
a Bachelor of Science degree with honors in geology from Michigan Technological
University, a Master of Science degree from the University of British Columbia,
and has done postgraduate study in geology at Michigan Technological Institute
and the University of Nevada. He is a graduate of Haileybury School of Mines,
and a Certified Mining Technician. He is a member of the Society of Economic
Geologists, the AIME, and Fellow of the Geological Association of Canada.
  The
claims were conveyed by Mr. Goldsmith to Mr. Lozinski and are recorded in Mr.
Lozinski's name to avoid paying additional fees. The property is held in trust
pursuant to a written declaration executed by Mr. Lozinski. Under British
Columbia law, title to mining claims must be held by a British Columbia
corporation or held by an individual who is a Canadian citizen. In order to
comply with the law we would have to incorporate a British Columbia wholly owned
subsidiary corporation and complete audited consolidated financial statements.
We believe those costs are unwarranted at this time. In the event that we find
mineralized material and the mineralized material can be economically extracted,
we will form a wholly owned British Columbia subsidiary corporation and Mr.
Lozinski will convey title to the properties to the wholly owned subsidiary
corporation. Should Mr. Lozinski transfer title to another person and that deed
is recorded before we record our documents, that other person will have superior
title, however, Mr. Lozinski would be liable to us for monetary damages for
breaching the terms of his agreement with us.
  All
Canadian lands and minerals which have not been granted to private persons are
owned by either the federal or provincial governments in the name of Her
Majesty. Ungranted minerals are commonly known as Crown minerals. Ownership
rights to Crown minerals are vested by the Canadian Constitution in the province
where the minerals are located. In the case of the Company's property, that is
the province of British Columbia. In the 19 th century
the practice of reserving the minerals from fee simple Crown grants was
established. Legislation now ensures that minerals are reserved from Crown land
dispositions. The result is that the Crown is the largest mineral owner in
Canada, both as the fee simple owner of Crown lands and through mineral
reservations in Crown grants. Most privately held mineral titles are acquired
directly from the Crown. The Company's property is one such acquisition.
Accordingly, fee simple title to the Company's property resides with the Crown.
The Company's claims are mining leases issued pursuant to the British Columbia
Mineral Act. The lessee has exclusive rights to mine and recover all of the
minerals contained within the surface boundaries of the lease continued
vertically downward. There are no native land claims that affect our title.
  
  The
property is unencumbered and there are no competitive conditions which affect
the property. Further, there is no insurance covering the property and we
believe that no insurance is necessary since the property is unimproved and
contains no buildings or improvements.
  To date
we have performed one day of prospecting work on the property. We are presently
in the exploration stage and we cannot guarantee that a commercially viable
mineral deposit, a reserve, exists in the property until further exploration is
done and a comprehensive evaluation concludes economic and legal
feasibility.
  **Item
      2.**
    **Description
      of Property.**
 
 In July
2000, Rodney L. Lozinski, our sole officer and director, entered into an oral
agreement with Locke Goldsmith, an unrelated third party, to stake one property
containing ten unpatented mining claims in the Nickel Plate Mountain area of
Hedley, Osoyoos Mining Division, British Columbia, Canada.
 
 **Claims**
 
 The
property is comprised of ten claims. They are:
  1.
    Cahill
      #3 - Tenure No. 380915 was recorded on October 2, 2000 and expires on
      September 23, 2005 and contains approximately 62
acres.
  2.
    Cahill
      #4 - Tenure No. 380916 was recorded on October 2, 2000 and expires on
      September 23, 2005 and contains approximately 62
acres.
  3.
    Cahill
      #5 - Tenure No. 380917 was recorded on October 2, 2000 and expires on
      September 22, 2005 and contains approximately 62
acres.
  4.
    Cahill
      #6 - Tenure No. 380918 was recorded on October 2, 2000 and expires on
      September 23, 2005 and contains approximately 62
acres.
  5.
    Cahill
      #7 - Tenure No. 380919 was recorded on October 2, 2000 and expires on
      September 22, 2005 and contains approximately 62
acres.
  6.
    Cahill
      #8 - Tenure No. 380920 was recorded on October 2, 2000 and expires on
      September 23, 2005 and contains approximately 62
acres.
  7.
    Cahill
      #9 - Tenure No. 380921 was recorded on October 2, 2000 and expires on
      September 22, 2005 and contains approximately 62
acres.
  8.
    Cahill
      #10 - Tenure No. 380922 was recorded on October 2, 2000 and expires on
      September 22, 2005 and contains approximately 62
acres.
  9.
    Cahill
      #11 - Tenure No. 380923 was recorded on October 2, 2000 and expires on
      September 23, 2005 and contains approximately 62
acres.
  10.
    Cahill
      #12 - Tenure No. 380924 was recorded on October 2, 2000 and expires on
      September 23, 2005 and contains approximately 62 acres.
  
 
 **Location
and access**
  The
property is located on the upper eastern slopes of Nickel Plate Mountain near
the headwaters of Cahill Creek on the Thompson Plateau. The property is situated
approximately three miles northeast of Highway 3 and approximately 3.2 miles
east of the village of Hedley.
  Two
accessible roads lead to the north end of the property. The Nickel Plate Mine
road departs northeasterly from Highway 3 at a point approximately two miles
southeast of Hedley. The Apex Mountain road departs westerly from Highway 97 at
Penticton. The two roads join at the headwaters of Cahill Creek where a dirt
road branches southwesterly and passes through the entire property. Various spur
roads within the property provide additional access.
  **History
of previous work**
  The area
around the property has been explored extensively since the 1890s. The property
has no history of previous exploration. There is no evidence of mining on the
property and there is no plant or equipment located on the property. There are
no material engineering or geological reports concerning the property, other
than governmental regional geological reports, which are known or available to
us. There is no power source on the property.
  **Current
state of exploration**
  In order
to maintain the claims in good standing with the government we completed one day
of prospecting in September 2001. Three rock samples and three soil samples were
collected and tested. We found no gold in five of the samples and an
insignificant amount of gold in one of our samples. Otherwise no work has been
completed on the property.
  **Physiography**
  The
property lies between 1,700 and 1,900 feet above sea level. Vegetation is
moderate at all levels. There is ample water and timber within the property to
support exploration. The property is free of snow from April through December,
allowing eight to nine months of exploration each year. The property is within
easy commuting distance from Penticton, which is the nearest center with
facilities.
 
 
  **Property
geology**
  The main
rock types occurring in the area are volcanic and sedimentary rocks. The
foregoing was observed by Mr. Goldsmith when he visited the property. We have
been advised by Mr. Goldsmith that gold may be found in some volcanic and
sedimentary rock, however, not all volcanic and sedimentary rock contains gold.
We do not know if there are potentially significant occurrences of economic
mineralization on the property.
  We
currently maintain limited office space occupied by Rodney Lozinski, our sole
officer and director, for which we do not pay any rent. The address is 101-1865
Dilworth Drive, Unit 404, Kelowna, British Columbia, Canada V1Y 9T1. We do not
believe that we will need to obtain additional office space at any time in the
foreseeable future until we commence our exploration program.
 **Item
      3.**
    **Legal
      Proceedings.**
 
 We are
not party to any pending litigation and to the best of our knowledge none is
contemplated or threatened.
 
 **Item
      4.**
    **Submission
      of Matters to a Vote of Security
Holders.**
 
 There
were no matters submitted to a vote of security holders during the fourth
quarter of 2004.
 ****
 **PART
II**
 
 **Item
      5.**
    **Market
      for Common Equity and Related Stockholders
    Matters.**
 
 **Market
Information**
 
 There is
currently no public trading market for our common stock. We have made
application to the National Association of Securities Dealers, Inc. (“NASD”) to
attempt to have our common stock eligible for quotation on the Over-the-Counter
Electronic Bulletin Board (“OTCBB”). No assurance can be given that our common
stock will be accepted to be eligible for quotation on the OTCBB or whether an
active trading market will ever be developed, or if developed, will be
maintained.
 
 There are
no plans, proposals, arrangements or understandings with any person with regards
to the development of a trading market in any of our securities.
 
 **Holders**
 
 As at
March 16, 2005 the Company had 49 shareholders of record of common stock.
 
 **Dividends**
 
 The
Company has never declared any cash dividends with respect to its common stock
and does not intend to declare dividends in the foreseeable future. There are no
material restrictions limiting, or that are likely to limit the Company’s
ability to pay dividends in its common stock.
 
 
 ****
 **Recent
Sales of Unregistered Securities**
 
 None.
 **Section
15(g) of the Exchange Act**
 
 The
Company’s shares are covered by Section 15(g) of the Securities Exchange Act of
1934, as amended that imposes additional sales practice requirements on
broker/dealers who sell such securities to persons other than established
customers and accredited investors (generally institutions with assets in excess
of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouses). For
transactions covered by the Rule, the broker/dealer must make a special
suitability determination for the purchase and have received the purchaser’s
written agreement to the transaction prior to the sale. Consequently, the Rule
may affect the ability of broker/dealers to sell our securities and also may
affect your ability to sell your shares in the secondary market.
 
 Section
15(g) of the Exchange Act also imposes additional sales practice requirements on
broker/dealers who sell penny securities. These rules require a one-page summary
of certain essential items. The items include the risk of investing in penny
stocks in both public offerings and secondary marketing; terms important in the
understanding of the function of the penny stock market, such as “bid” and
“offer” quotes, a dealers “spread” and broker/deal compensation; the
broker/dealer compensation, the broker/dealers duties to its customers,
including the disclosures required by any other penny stock disclosure rules,
the customers rights and remedies in causes of fraud in penny stock
transactions; and, the NASD’s toll free telephone number and the central number
of the North American Administrators Association for information on the
disciplinary history of broker/dealers and their associates
persons.
 
 **Securities
Authorized for Issuance Under Equity Compensation Plans**
 
 None.
 
 **Use
of Proceeds from Registered Securities**
 
 Our SB2
Registration Statement was declared effective on February 10, 2003 (Commission
file no. 333-54044). We offered up to a total of 4,000,000 shares of common
stock on a self underwritten basis, 2,000,000 minimum, 4,000,000 shares maximum
at the offering price of $0.05 per share. On March 10, 2004, we completed our
public offering by raising $200,000. We sold 4,000,000 shares of our common
stock at an offering price of $0.05 per share. No direct or indirect payments
were made to directors, officers, general partners of the issuer or their
associates in connection with the offer.
  
  **Use
of Proceeds - From February 10, 2003 (Effective Date of Registration Statement)
to December 31, 2004**
  We
completed our public offering on March 10, 2004, from the $200,000 raised, we
have incurred $1,637.75 in exploration costs, $4,472.60 in audit fees, $4,400 in
legal fees; and $5,995.87 in general working capital, for a total of
$16,506.22.
  **Item
      6.**
    **Management’s
      Discussion and Analysis or Plan of
Operation.**
 
 This
section of this report contains forward-looking statements that are based on the
current beliefs and expectations of management, as well as assumptions made by,
and information currently available to, the Company’s management. Because such
statements involve risks and uncertainties, actual actions and strategies and
the timing and expected results thereof may differ materially from those
expressed or implied by such forward-looking statements. Forward-looking
statements are often identified by words like: believe, expect, estimate,
anticipate, intend, project and similar expressions, or words which, by their
nature, refer to future events.
 
 The
following discussion and analysis of our financial condition and results of
operations should be read in conjunction with the audited financial statements
and accompanying notes and other financial information appearing elsewhere in
this annual report on Form 10-KSB.
 
 **Plan
of Operation**
 
 **Our
proposed exploration program**
 
 We are
prospecting for gold. Our target is mineralized material. Our success depends
upon finding mineralized material. Mineralized material is a mineralized body
that has been delineated by appropriate spaced drilling or underground sampling
to support sufficient tonnage and average grade of metals to justify removal. If
we do not find mineralized material or we cannot remove mineralized material,
either because we do not have the money to do it or because it is not
economically feasible to do it, we may suspend or cease operations.
 
 In
addition, we may not have enough money to complete our exploration of our
property. If it turns out that we have not raised enough money to complete our
exploration program, we will try to raise additional funds from a second public
offering, a private placement or loans. At the present time, we have not made
any plans to raise additional money and there is no assurance that we would be
able to raise additional money in the future. If we need additional money and
cannot raise it, we may suspend or cease operations.
 
 We must
conduct exploration to determine what amount of minerals, if any, exist on our
properties and if any minerals that are found can be economically extracted and
profitably processed.
 
 Our
property is undeveloped raw land. Our offering is concluded, we intend to start
exploration operations. To our knowledge, the property has never been mined. The
only event that has occurred is the staking of the property by Locke Goldsmith
and a physical examination of the property. The cost of staking the claims was
included in the $878 we paid to Mr. Goldsmith. In addition, we paid Mr.
Goldsmith $686 in 2002 and $143 in 2003 to maintain the claims in good standing.
During the year,  we
renewed our claims with the Ministry of Energy and Mines in British Columbia.
 
 
 
 We are
proceeding with our exploration program in the following three
phases:
 
 Phase 1
begun with research of the available geological literature, personal interviews
with geologists, mining engineers and others familiar with the prospect sites.
To date, this phase of the exploration process is ongoing by researching
available literature over the Internet and through other sources such as books
and magazines.
  Weather
interruptions in the province of British Columbia have effected and contributed
to a delay in our proposed exploration operations. Once the winter weather
conditions in British Columbia improve and Mr. Locke Goldsmith is available to
assist us, our initial work will be augmented with geologic mapping, geophysical
testing and geochemical testing of our claims. When available, existing
workings, like trenches, prospect pits, shafts or tunnels will be examined. If
an apparent mineralized zone is identified and narrowed down to a specific area
by the studies, we will to begin trenching the area.
  Trenches
are generally approximately 150 ft. in length and 10-20 ft. wide. These
dimensions allow for a thorough examination of the surface of the vein structure
types generally encountered in the area. They also allow easier restoration of
the land to its pre-exploration condition when we conclude our operations. Once
excavation of a trench is completed, samples are taken and then analyzed for
economically potential minerals that are known to have occurred in the area.
Careful interpretation of this available data collected from the various tests
aid in determining whether or not the prospect has current economic potential
and whether further exploration is warranted.
  Phase 1
will take about 3 months once undertaken and cost up to $20,000.
  Phase 2
involves an initial examination of the underground characteristics of the vein
structure that was identified by Phase 1 of exploration. Phase 2 is aimed at
identifying any mineral deposits of potential economic importance. The methods
employed are
  *
    more
      extensive trenching
 *
    more
      advanced geophysical work
 *
    drift
      driving
  Drift
driving is the process of constructing a tunnel to take samples of minerals for
testing. Later, the tunnel can be used for mining minerals. The geophysical work
gives a general understanding of the location and extent of mineralization at
depths that are unreachable by surface excavations and provides a target for
more extensive trenching and core drilling. Trenching identifies the continuity
and extent of mineralization, if any, below the surface. After a thorough
analysis of the data collected in Phase 2, we will decide if the property
warrants a Phase 3 study.
  Phase 2
will take about 3 months and cost up to $40,000.
  
  Phase 3
is aimed at precisely defining the depth, the width, the length, the tonnage and
the value per ton of any mineral body. This is accomplished through extensive
drift driving. Phase 3 will take about 6 months and cost up to $80,000.
  The
breakdown of estimated times and dollars for each phase was made by the board of
directors.
  We do not
intend to interest other companies in the property if we find mineralized
materials. We intend to try to develop the reserves ourselves.
  If we are
unable to complete a phase of exploration because we do not have enough money,
we will cease operations until we raise more money. If we cannot or do not raise
additional money, we will cease operations.
  We cannot
provide you with a more detailed discussion of how our exploration program will
work and what we expect will be our likelihood of success. That is because we
have a piece of raw land and we intend to look for gold. We may or may not find
any mineralized material. It is impossible to predict the likelihood of such an
event.
  We will
not move onto a subsequent phase until the phase we are working on is completed.
  We do not
have any plan to take the Company from Phase 3 exploration to revenue generation
until we have determined its economic feasibility.
  We do not
intend to hire additional employees at this time. All of the work on the
property will be conducted by unaffiliated independent contractors that we will
hire. The independent contractors will be responsible for surveying, geology,
engineering, exploration, and excavation. The geologists will evaluate the
information derived from the exploration and excavation and the engineers will
advise us on the economic feasibility of removing the mineralized
material.
  We will
be conducting research in the form of exploration of our property. We are not
going to buy or sell any plant or significant equipment during the next twelve
months. We will not buy any equipment until we have located a body of ore and we
have determined it is economical to extract the ore from the land.
 
 **Limited
Operating History; Need for Additional Capital**
 
 There is
no historical financial information about Dravco Mining Inc. upon which to base
an evaluation of our performance. We are an exploration stage corporation and
have not generated any revenues from operations. We cannot guarantee we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources, possible delays in the exploration of our properties, and possible
cost overruns due to price and cost increases in services.
 
 To become
profitable and competitive, we will have to conduct research and exploration of
our properties before we start production of any minerals we may find. In the
event that the funds we raised in our initial public offering is not sufficient,
we have no assurance that future financing will be available to us on acceptable
terms. If financing is not available on satisfactory terms, we may be unable to
continue, develop or expand our operations. Equity financing could result in
additional dilution to existing shareholders.
 
 
 
 Before
gold retrieval can begin, we must explore for and find mineralized material.
After that has occurred we have to determine if it is economically feasible to
remove the mineralized material. Economically feasible means that the costs
associated with the removal of the mineralized material will not exceed the
price at which we can sell the mineralized material. We cannot predict what that
will be until we find mineralized material.
 
 We do not
know if we will find mineralized material. We believe that activities occurring
on adjoining properties are not material to our activities. The reason is that
whatever is located under adjoining property may or may not be located under our
property.
 
 Our
exploration program is designed to economically explore and evaluate our
properties.
 We do not
claim to have any minerals or reserves whatsoever at this time on any of our
properties.
 
 We intend
to implement an exploration program that consists of core sampling. Core
sampling is the process of drilling holes to a depth of up to 1,400 feet in
order to extract a sample of earth. Mr. Goldsmith will assist us in determining
where drilling will occur on the property. The samples will be tested to
determine if mineralized material is located on the property. Based upon the
tests of the core samples, we will determine if we will suspend operations,
proceed with additional exploration of the property, or develop the property.
The proceeds from our offering are designed to only fund the costs of core
sampling and testing. We intend to take our core samples to ALS Chemex,
analytical chemists, and registered assayers located in North Vancouver, British
Columbia, Canada.
 
 We
estimate the cost of sampling will be $20 per foot drilled. The amount of
drilling will be predicated upon the amount of money raised in our offering. As
we raised the maximum amount of money, we intend to drill approximately 7,000
linear feet, or up to 23 holes to a depth of 300 feet. We estimate that it will
take up to three months to drill 20 holes to a depth of 300 feet. We intend to
pay Mr. Goldsmith up to a maximum of $5,000 per month for his services during
the three-month period or a maximum of $15,000. The total cost for analyzing the
core samples is estimated to be $3,000. We intend to begin drilling within 90
days after our financing is closed, weather permitting. We do not intend to
interest other companies in our property if we find mineralized materials. We
intend to try to develop the reserves ourselves.
  **Limited
Operating History; Need for Additional Capital**
 
 There is
no historical financial information about Dravco Mining Inc. upon which to base
an evaluation of our performance. We are an exploration stage corporation and
have not generated any revenues from operations. We cannot guarantee we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources, possible delays in the exploration of our properties, and possible
cost overruns due to price and cost increases in services.
 
 To become
profitable and competitive, we will have to conduct research and exploration of
our properties before we start production of any minerals we may find. The funds
raised from our equity financing from our public offering will provide for the
capital required to implement our research and exploration phases. We have no
assurance that future financing will be available to us on acceptable terms. If
financing is not available on satisfactory terms, we may be unable to continue,
develop or expand our operations. Equity financing could result in additional
dilution to existing shareholders.
 
 
 ****
 **Results
of Operations**
 
 **Twelve
Months ended December 31, 2004 and 2003**
 
 We are a
start-up, exploration stage corporation and have not yet generated or realized
any revenues from our business operations.
 
 Our
auditors have issued a going concern opinion. This means that our auditors
believe there is doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have not generated any revenues and no revenues are anticipated until
we begin removing and selling minerals. Accordingly, we must raise cash from
sources other than the sale of minerals found on the property. That cash must be
raised from other sources. Our only other source for cash at this time is
investments by others in Dravco Mining Inc. We must raise cash to implement our
project and stay in business. On March
10, 2004 , we
completed our public offering and raised the maximum amount of money in our
offering, $200,000. We do not know how long the money will last, however, we do
believe it will last twelve months. It depends upon the amount of exploration we
conduct and the cost thereof. We will not know that information until we begin
exploring our property. Now that we have completed our offering, we will begin
exploration of our property.
 
 The money
that we have raised will be applied to exploration as set forth in our
prospectus. If we find mineralized material and it is economically feasible to
remove the mineralized material, we will attempt to raise additional money
through a subsequent private placement, public offering or through loans to
finance the removal of the mineralized material. If we need additional cash and
cannot raise it we will either have to suspend operations until we do raise the
cash, or cease operations entirely. Other than as described in this paragraph,
we have no other financing plans.
 
 **From
Inception on September 20, 2000 to December 31, 2004**
 
 We
acquired our first property. We have staked the property. We completed our
public offering on March 10, 2004. We have begun research of available
geological information. We have renewed our claims with the Ministry of Energy
and Mines in British Columbia. We had expected to begin core drilling and
exploration within 90 days of completing our offering, weather permitting, but
have been delayed due to winter weather conditions.
 Since
inception, we have used our common stock to raise money for the property
acquisition, for corporate expenses and to repay outstanding indebtedness. Net
cash provided by the sale of shares from inception on September 20, 2000 to
December 31, 2004 was $200,050. In addition, a related party advanced a total of
$43,127 to us, which must be repaid.
 
 
 ****
 **Liquidity
and Capital Resources**
 
 As of the
date of this report, we have yet to generate any revenues from our business
operations. We issued 5,000,000 shares of common stock through a Section 4(2)
offering in September 2000 to Rodney L. Lozinski, our sole officer and director.
This was accounted for as a cash shares purchase of $50.
 
 On March
10, 2004 we issued an additional 4,000,000 shares of common stock against
proceeds of $200,000 pursuant to our public offering.
 
 Since our
inception, Mr. Lozinski, has advanced the total sum of $43,127. $30,000 was used
for legal fees relating to organizational and start-up costs, $1,707 was used to
pay Locke Goldsmith for the initial claims and subsequent maintenance work,
$7,210 was for audit fees, $2,397 was used to pay filing fees and $1,813 was
used for general administrative and operating capital. The loan does not bear
interest and has not been repaid as of the date hereof. There are no documents
reflecting the loan and they are not due on a specific date. Mr. Lozinski will
accept repayment from us when money is available.
 
 As of
December 31, 2004 we had cash resources of $185,560. We had total liabilities of
$50,388. This was comprised of the $43,127 loan from Mr. Lozinski, $3,800 for
administrative and general office expenses, $1,000.00 for legal fees and $2,461
for audit fees.
 
 **Critical
Accounting Policies**
 
 The
Company's discussions and analysis of its financial condition and results of
operations, including the discussion on liquidity and capital resources, are
based upon the Company's financial statements, which have been prepared in
accordance with US GAAP. The preparation of these financial statements requires
the Company to make estimates and judgments that affect the reported amounts of
assets, liabilities, revenues and expenses, and related disclosure of contingent
assets and liabilities.
 
 The
financial statements have been prepared on the going concern basis, which
assumes that the Company will be able to realize its assets and discharge its
obligations in the normal course of business. If the Company were not to
continue as a going concern, it would likely not be able to realize its assets
at values comparable to the carrying value or the fair value estimates reflected
in the balances set out in the preparation of the financial statements. The
Company will require additional capital to fund any future plan of operations.
There can be no assurance that the Company will be able to raise additional
capital, and if the Company is unable to raise additional capital, it will
unlikely be able to continue as a going concern.
 
 
 **Item
      7.**
    **Financial
      Statements.**
  
    **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **FINANCIAL
STATEMENTS**
 
 **December
31, 2004 and 2003**
    
  **REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**
 
 
 
 To
the  Stockholders of
 Dravco
Mining Inc.
 (An
Exploration Stage Company)
 
 We have
audited the accompanying balance sheets of Dravco Mining Inc. as at December 31,
2004 and 2003 and the related statements of operations, stockholders’ equity  and cash
flows for the years then ended and for the period cumulative from inception on
September 20, 2000 to December 31, 2004. These financial statements are the
responsibility of the Company’s management. Our responsibility is to express an
opinion on these financial statements based on our audits.
 
 We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those
standards require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our
opinion .
 
 In our
opinion, these financial statements present fairly, in all material respects,
the financial position of Dravco Mining Inc. as at December 31, 2004 and 2003
and the results of its operations and its cash flows for the years then ended
and for the period cumulative from inception on September 20, 2000 to December
31, 2004 in conformity with generally accepted accounting principles  in the
United States of America.
 
 The
accompanying financial statements have been prepared assuming the Company will
continue as a going concern. As discussed in Note 1 to the financial statements,
the Company is in the exploration stage with respect to its mineral property.
The Company has not determined whether the exploration property contains ore
reserves that are economically recoverable. At December 31, 2004 the Company
has limited
cash resources and will require
new financing to maintain operations and initiate exploration  work on
its mineral property. Management intends to secure additional financing through
the issuance of common stock. However, there can be no assurance that management
will be successful in its efforts to secure additional financing through the
issuance of common stock, or that it will ever develop a self-supporting
business. These factors together raise substantial doubt about the Company’s
ability to continue as a going concern. The financial statements do not include
any adjustments that might result from the outcome of this
uncertainty.
 
 
 
 **Vancouver,
Canada**
 ****
**March 15,
    2005**
    **Chartered
      Accountants**
  ****
 ****


**** **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Balance
Sheets**
 **As
      at**
    
    **December
      31,**
      **2004**
    
    **December
      31,**
      **2003**$
    
    
    $
 
 
 **ASSETS**
 **Current**Cash
    
    
    185,560
    
    
    787**Total
      Assets**
    
    
    185,560
    
    
    787
 
 
 **LIABILITIES**
 
 **Current**Accounts
      payable and accrued liabilities
    
    
    7,261
    
    
    5,926Amount
      due to a related party (Note 4)
    
    
    43,127
    
    
    43,127**Total
      Liabilities**
    
    
    50,388
    
    
    49,053
 
 
 **STOCKHOLDERS’** **** **EQUITY
(DEFICIENCY)**
 
 **Common
      Stock (Note 5)**Authorized:
      100,000,000 shares, $0.00001 par valueIssued
      and outstanding: 9,000,000 shares(December
      31, 2003: 5,000,000 shares)
    
    
    90
    
    
    50**Additional
      Paid-In Capital**
    
    
    199,960
    
    
    -**Deficit
      Accumulated During the Exploration Stage**
    
    
    (64,878
    )
    
    (48,316
    )**Total
      Stockholders’ Equity (Deficiency)**
    
    
    135,172
    
    
    (48,266
    )**Total
      Liabilities and Stockholders’****Equity
      (Deficiency)**
    
    
    185,560
    
    
    787
 
 **NOTE
1 - NATURE AND CONTINUANCE OF OPERATIONS**
   **See
accompanying Notes to the Financial Statements**
  
  
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Statements
of Operations**
 
 
 **Cumulative****from****Inception****Year
      Ended**
    
    **Year
      Ended**
    
    **(September
      20, 2000)****December
      31,**
    
    **December
      31,**
    
    **to
      December 31,****2004**
    
    **2003**
    
    **2004**$
    
    
    $
    
    
    $**Revenue**
    
    
    -
    
    
    -
    
    
    -**Mineral
      property********maintenance****costs******
    
    
    1,638
    
    
    143
    
    
    3,345**General
      and administrative expenses**Audit
      fees
    
    
    4,473
    
    
    4,136
    
    
    13,609Bank
      charges
    
    
    212
    
    
    154
    
    
    548Consulting
      fees
    
    
    2,500
    
    
    -
    
    
    2,500Legal
      fees
    
    
    4,400
    
    
    15,000
    
    
    34,400Office
      and administration
    
    
    746
    
    
    219
    
    
    4,486Transfer
      agent and filing fees
    
    
    2,593
    
    
    1,962
    
    
    5,99014,924
    
    
    21,471
    
    
    61,533**Net
      Loss**
    
    
    (16,562
    )
    
    (21,614
    )
    
    (64,878
    )**Basic
      Loss Per Share**
    
    
    (0.00
    )
    
    (0.00
    )**Weighted
      Average Number of Shares Outstanding**
    
    
    8,232,876
    
    
    5,000,000
   **See
accompanying Notes to the Financial Statements**
  
  
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Statement
of** **** **Stockholders’
Equity (Deficiency)**
 
 
 
 **From
Inception (September 20, 2000) to December 31, 2004:**
 
 **Deficit****Accumulated**
    
    **Total****Additional**
    
    **During
      the**
    
    **Stockholders’****Common
      Stock**
    
    **Paid-In**
    
    **Exploration**
    
    **(Equity)****Shares**
    
    **Amount**
    
    **Capital**
    
    **Stage**
    
    ******Deficiency**$
    
    
    $
    
    
    $
    
    
    $**Balance,
      September 20, 2000**
    
    
    -
    
    
    -
    
    
    -
    
    
    -
    
    
    -Common
      shares issued for cash at $0.00001 per share on September 20,
      2000
    
    
    5,000,000
    
    
    50
    
    
    -
    
    
    -
    
    
    50Net
      loss for the period
    
    
    -
    
    
    -
    
    
    -
    
    
    (19,386
    )
    
    (19,386
    )**Balance,
      December 31, 2000**
    
    
    5,000,000
    
    
    50
    
    
    -
    
    
    (19,386
    )
    
    (19,336
    )Net
      loss for the year
    
    
    -
    
    
    -
    
    
    -
    
    
    (2,097
    )
    
    (2,097
    )**Balance,
      December 31, 2001**
    
    
    5,000,000
    
    
    50
    
    
    -
    
    
    (21,483
    )
    
    (21,433
    )Net
      loss for the year
    
    
    -
    
    
    -
    
    
    -
    
    
    (5,219
    )
    
    (5,219
    )5,000,000
    
    
    50
    
    
    -
    
    
    (26,702
    )
    
    (26,652
    )Net
      loss for the year
    
    
    -
    
    
    -
    
    
    
    
    
    (21,614
    )
    
    (21,614
    )**Balance,
      December 31, 2003**
    
    
    5,000,000
    
    
    50
    
    
    -
    
    
    (48,316
    )
    
    (48,266
    )Commonshares issued for cash at $0.05 per share on March 10,
2004
    
    
    4,000,000
    
    
    40
    
    
    199,960
    
    
    -
    
    
    200,000Net
      loss for the year
    
    
    -
    
    
    -
    
    
    -
    
    
    (16,562
    )
    
    (16,562
    )**Balance,
      December 31, 2004**
    
    
    9,000,000
    
    
    90
    
    
    199,960
    
    
    (64,878
    )
    
    135,172
   **See
accompanying Notes to the Financial Statements**
  
 
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Statements
of Cash Flows**
 
 
 **Cumulative****from****Inception****(September
      20,****Year
      Ended**
    
    **Year
      Ended**
    
    **2000)
      to****December
      31,**
    
    **December
      31,**
    
    **December
      31,****2004**
    
    **2003**
    
    **2004**$
    
    
    $
    
    
    $**OPERATING
      ACTIVITIES**Loss
      from operations
    
    
    (16,562
    )
    
    (21,614
    )
    
    (64,878
    )Cash
      provided by changes in operating assets and liabilities:Accounts
      payable and accrued liabilities
    
    
    1,335
    
    
    1,676
    
    
    7,261Amount
      due to a related party
    
    
    -
    
    
    18,188
    
    
    43,127Net
      cash (used in) operating activities
    
    
    (15,227
    )
    
    (1,750
    )
    
    (14,490
    )**FINANCING
      ACTIVITIES**Issuance
      of commonsharesfor
      cash
    
    
    200,000
    
    
    -
    
    
    200,050Net
      cash provided by financing activities
    
    
    200,000
    
    
    -
    
    
    200,050Increase
      (decrease) in cash
    
    
    184,773
    
    
    (1,750
    )
    
    185,560Cash
      at beginning of period
    
    
    787
    
    
    2,537
    
    
    -**Cash
      at end of period**
    
    
    185,560
    
    
    787
    
    
    185,560**SUPPLEMENTAL
      CASH FLOWS INFORMATION**Interest
      expense
    
    
    212
    
    
    154
    
    
    548Taxes
    
    
    -
    
    
    -
    
    
    -
   **See
accompanying Notes to the Financial Statements**
  
 
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Notes
to the Financial Statements**
 **December
31, 2004 and 2003**
 
 
 
 **NOTE
1 - NATURE AND CONTINUANCE OF OPERATIONS**
 
 The
Company was incorporated in the State of Nevada on September 20, 2000 as Dundee
Mining Inc. On October 2, 2002 the Company changed its name to Dravco Mining
Inc.
 
 Since
inception, the Company has acquired 10 mineral claims in the Osoyoos Mining
Division, Province of British Columbia, Canada. To date, the Company has not
conducted any exploration on the claims. Management intends to raise funds for a
preliminary exploration program to assess the mineral potential of the claims,
to finance the cost of general and administrative expenses, and projected
further losses from operations in the exploratory stage.
 
 The
Company  has not
determined whether the exploration property contains ore reserves that are
economically recoverable. At December 31, 2004 the Company has limited cash
resources and will require new financing to maintain operations and initiate
exploration work on its mineral property. Management intends to secure
additional financing through the issuance of common stock. However, there can be
no assurance that management will be successful in its efforts to secure
additional financing through the issuance of common stock, or that it will ever
develop a self-supporting business. These factors together raise substantial
doubt about the Company’s ability to continue as a going concern. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty. .
 
 
 **NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**
 
 **Cash
and cash equivalents**
 
 The
Company considers all highly liquid instruments with a maturity of three months
or less at the time of issuance to be cash equivalents.
 
 **Mineral
property costs**
 
 All
exploration and maintenance costs incurred on the mineral property are expensed
as incurred, until it has been determined that the mineral property can be
economically developed. Development costs thereafter will be capitalized. All
capitalized costs will be amortized over the estimated productive life of the
property if it is placed into commercial production. If the property is sold or
allowed to lapse, the related costs will be charged to operations in the
period.
 
 The
carrying value of the mineral property is subject to periodic review for
impairment whenever events and changes in circumstances indicate that the
carrying value of the asset may not be recoverable. Any losses will be charged
to operations at the time impairment is determined.
  **Advertising
Costs**
  Advertising
costs are expensed as incurred. Advertising expenses were $nil for the year
ended December 31, 2004 (2003: $nil).
  
  
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Notes
to the Financial Statements**
 **December
31, 2004 and 2003**
 
 **NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)**
 
 **Stock-based
compensation**
 
 The
Company accounts for stock options and similar equity instruments issued in
accordance with SFAS No. 123 "Accounting for Stock-Based Compensation" and SFAS
No. 148 “Accounting for Stock-Based Compensation - Transition and Disclosure”,
an amendment to SFAS No. 123. Accordingly, compensation costs attributable to
stock options or similar equity instruments granted to employees are measured at
the fair value at the grant date, and expensed over the expected vesting period
with a corresponding  increase
to additional paid-in capital. Transactions in which goods or services are
received from non-employees in exchange for the issuance of equity instruments
are accounted for based on the fair value of the consideration received or the
fair value of the equity instruments issued, whichever is more reliably
measurable. As at December 31, 2004 and 2003 the Company has not issued any
stock options or similar equity instruments.
 
 **Income
Taxes**
 
 The
Company accounts for income taxes under an asset and liability approach that
requires the recognition of deferred tax assets and liabilities for the expected
future tax consequences of events that have been recognized in the Company’s
financial statements or tax returns. In estimating future tax consequences, all
expected future events other than enactment of changes in the tax laws or rates
are considered.
 
 Due to
the uncertainty regarding the Company’s future profitability, the future tax
benefits of its losses have been fully reserved for and no net tax benefit has
been recorded in the financial statements.
 
 **Loss
per share**
 
 Basic
loss per common share has been calculated based on the weighted average number
of common stock outstanding during the period. Diluted loss per share on the
potential exercise of options and warrants is not presented where
anti-dilutive.
 
 **Use
of estimates**
 
 The
preparation of financial statements in conformity with United States generally
accepted accounting principles requires 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 financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
  
  
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Notes
to the Financial Statements**
 **December
31, 2004 and 2003**
 
 
 **NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)**
 
 **Financial
instruments and financial risk**
 
 The
Company’s financial instruments consist of cash, accounts payable and accrued
liabilities and amounts due to a related party. The fair values of the current
assets and liabilities approximate their carrying amount due to their short-term
nature.
 
 The
Company is not exposed to significant interest, credit or currency risk arising
from these financial instruments.
 
 
 **NOTE
3 - MINERAL PROPERTY**
 
 The
Company owns 10 mineral claims, known as Cahill 3 to 12 inclusive, situated in
the Osoyoos Mining Division of the Province of British Columbia,
Canada.
 
 The
claims were acquired by staking. There has been no exploration work conducted on
the property by the Company.
 
 
 **NOTE
4 - AMOUNT DUE TO A RELATED PARTY**
 
 Mr. R.
Lozinski, the Company’s sole director
and officer and majority shareholder, is owed
$43,127 (2003: $43,127) for expenses paid on behalf of the Company. The amount
due is non-interest bearing, has no stated terms of repayment and is
unsecured.
 
 
 **NOTE
5 - COMMON STOCK**
 
 There are
no shares subject to warrants, agreements or options as at December 31, 2004
(December 31, 2003: nil).
 
 
 **NOTE
6 - RECLASSIFICATION**
 
 Certain
prior year amounts have been reclassified to conform with the current year
presentation.
  
 **DRAVCO
MINING INC.**
 **(An
Exploration Stage Company)**
 
 **Notes
to the Financial Statements**
 **December
31, 2004 and 2003**
 
 
 **NOTE** **7** **- INCOME TAXES**
 
 No
provision for income taxes has been made for the periods presented as the
Company has incurred net losses.
 
 
 The
potential benefit of net operating loss carry forwards has not been recognized
in the financial statements since the Company cannot be assured that it is more
likely than not that such benefit will be utilized in future years. The
components of the net deferred tax asset, the statutory tax rate, the effective
rate and the elected amount of the valuation allowance are as
follows:
 
 **Cumulative****from****Inception****Year**
    
    **Year**
    
    **(September
      5,****Ended**
    
    **Ended**
    
    **1997)
      to****December
      31,**
    
    **December
      31,**
    
    **December
      31,****2004**
    
    **2003**
    
    **2004**Statutory
      and effective tax rate
    
    
    15
    %
    
    15
    %
    
    15
    %$
    
    
    $
    
    
    $Income
      taxes recovered at the statutory and effective tax rate
    
    
    2,500
    
    
    3,250
    
    
    9,750Benefit
      of tax losses not recognized in the year
    
    
    (2,500
    )
    
    (3,250
    )
    
    (9,750
    )Income
      tax recovery (expense) recognized in year
    
    
    -
    
    
    -
    
    
    -
 
 The
approximate tax effects of each type of temporary difference that gives rise to
future tax assets are as follows:
 
 **December
      31,**
    
    **December
      31,****2004**
    
    **2003**$
    
    
    $Net
      operating loss carry forwards
      (expiring
      2020 - 2024)
    
    
    9,250
    
    
    7,000Mineral
      exploration costs
    
    
    500
    
    
    250Less:
      valuation allowance
    
    
    (9,750
    )
    
    (7,250
    )Net
      deferred tax assets
    
    
    -
    
    
    -
 
 
  **Item
      8.**
    **Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure.**
 
 There
have been no disagreements on accounting and financial disclosures from the
inception of the Company through the date of this Form 10-KSB. Our financial
statements for the last two fiscal years ended December 31, 2004 and 2003,
included in this report have been audited by Hoogendoorn Vellmer, Chartered
Accountants, 406-455 Granville Street, Vancouver, British Columbia, Canada V6C
1T1, as set forth in their report included herein.
 
 **Item
      8A.**
    **Controls
      and Procedures.**
 
 **(a)**   **Evaluation
of Disclosure Controls and Procedures:** Disclosure controls and procedures are designed to ensure that information
required to be disclosed in the reports filed or submitted under the Exchange
Act is recorded, processed, summarized and reported, within the time period
specified in the SEC's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed in the reports filed under the Exchange Act
is accumulated and communicated to management, including the Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure. As of the end of the period covered by this
report, the Company carried out an evaluation, under the supervision and with
the participation of the Company's management, including the Company's Chief
Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of the Company's disclosure controls and procedures. Based
upon and as of the date of that evaluation, the Chief Executive Officer and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures are e ffective
to ensure that information required to be disclosed in the reports the Company
files and submits under the Exchange Act is recorded, processed, summarized and
reported as and when required.
 
 **(b)**   **Changes
in Internal Control over Financial Reporting:** There
were no changes in the Company's internal control over financial reporting
identified in connection with the Company evaluation of these controls as of the
end of the period covered by this report that could have significantly affected
those controls subsequent to the date of the evaluation referred to in the
previous paragraph, including any correction action with regard to significant
deficiencies and material weakness.
 
 There
were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their evaluation, including any significant deficiencies or material weaknesses
of internal controls that would require corrective action.
  
 
 **PART
III**
 
 **Item
      9.**
    **Directors,
      Executive Officers, Promoters and Control Persons; Compliance with Section
      16(a) of the Exchange Act.**
 
 **Identification
of Directors and Executive Officers**
 
 Name
    Age
    TitleRodney
      Lozinski
    50
    Chief
      Executive Officer, Chief Financial Officer, President, Secretary,
      Director
 
 
 **Background
of Officers and Directors**
 
 **Mr.
Rodney Lozinski, age** **50**  - Rodney
L. Lozinski has been our president, secretary, treasurer, principal accounting
officer and sole member of our board of directors since inception. For the last
nineteen years, Mr. Lozinski, with his wife, has owned and operated businesses
specializing in custom designing trees, plants and floral for homes and
businesses. Florals by Doctor Plant (established 1979) is located in Saskatoon,
Saskatchewan, Canada. Creative Plant Interiors (established 1992) is a division
of Florals by Doctor Plant and operates out of Kelowna, British Columbia,
Canada. Mr. Lozinski was involved in the creation and maintenance of two
worldwide websites that involves the manufacturing and shipping globally of
plants and home decorating products (www.silkplantscanada.com).
 
 **Involvement
in Certain Legal Proceedings**
 
 To the
best of the registrant’s knowledge, during the past five years, no director,
executive officer, promoter or control person of the Company:
 
 (1)
    has
      any bankruptcy petition filed by or against any business of which the
      director, executive officer, promoter or control person was a general
      partner or executive officer either at the time of bankruptcy or within
      two years prior to that time;
 
 (2)
    was
      convicted in a criminal proceeding or named subject to a pending criminal
      proceeding (excluding traffic violations and other minor
      offenses);
 
 was the
subject to any order, judgment or decree, not subsequently reversed, suspended
or vacated, of any court of competent jurisdiction, permanently or temporarily
enjoining, barring, suspending or otherwise limiting his involvement in any type
of business, securities or banking activities;
 
 (3)
    were
      the subject of any order, judgment or decree, not subsequently reversed,
      suspended or vacated, of any federal or state authority barring,
      suspending or otherwise limiting for more than 60 days the right of such
      person to engage in any activity described above under this Item, or to be
      associated with persons engaged in any such
activity;
 
 (4)
    were
      found by a court of competent jurisdiction (in a civil action), the
      Commission or the Commodity Futures Trading Commission to have violated a
      federal or state securities or commodities law, and the judgment has not
      been reversed, suspended or vacated.
 
 
 ****
 **Compliance
with Section 16(a) of the Exchange Act**
 
 The
director, officer and person who beneficially owned more than ten percent of the
Company’s common stock filed timely reports in compliance with Section
16(a).
 
 **Audit
Committee**
 
 We do not
have an audit committee or an audit committee charter.
 
 **Audit
Committee Financial Expert**
 
 We do not
have an audit committee financial expert. We do not have an audit committee
financial expert because we believe the cost related to retaining a financial
expert at this time is prohibitive. Further, because of our limited operations,
we believe the services of a financial expert are not warranted at this time.
 
 **Code
of Ethics**
 
 The
Company has adopted a code of business conduct and ethics for directors,
officers and employees.
 
 **Family
Relationships**
 
 There are
no family relationships amongst or between the directors and executive
officers.
 
 **Item
      10.**
    **Executive
      Compensation.**
 
 
 
 ****
 The
following table sets forth information with respect to compensation paid by the
Company to our sole officer and director for the three fiscal years ended
December 31, 2004, 2003 and 2002. This information includes the dollar value of
base salaries, bonus awards and number of stock options granted, and certain
other compensation, if any.
 **SUMMARY
COMPENSATION TABLE**
 
 Annual
      Compensation
    Long
      Term Compensation
    (i)Awards
    Payouts(a)
    (b)
    (c)
    (d)
    (e)
    (f)
    (g)
    (h)Name
      and Principal Position
    Year
    Salary
      ($)
    Bonus
      ($)
    Other
      Annual Compensation ($)
    Restricted
      Stock Awards
    Securities
      Underlying Options/ SARS (#)
    LTIP
      Pay outs ($)
    All
      Other Compensation ($)Rodney
      Lozinski, CEO, CFO, President, Secretary
      Director
    12/31/04
      12/31/03
      12/31/02
    0
      0
      0
    0
      0
      0
    0
      0
      0
    0
      0
      0
    0
      0
      0
    0
      0
      0
    0
      0
      0
 
 
 There are
no employment agreements with our sole officer and director and none are being
contemplated.
 
 The
compensation discussed herein addresses all compensation awarded to, earned by,
or paid to our named director and executive officer.
 
 There are
no other stock option plans, retirement, pension, or profit sharing plans for
the benefit of our director and officer.
 
 **Options/SAR
Grants**
 
 No
individual grants of stock options, whether or not in tandem with stock
appreciation rights (“SARs”) and freestanding SARs have been made to any
executive officers, or any directors or employees during the current fiscal
year.
 
 **Long-Term
Incentive Plan Awards**
 
 The
Company does not have any long-term incentive plans that provide compensation
intended to serve as incentive for performance to occur over a period longer
than one fiscal year, whether such performance is measured by reference to the
Company’s financial performance, stock price or any other measure.
 
 
 ****
 **Compensation
of Directors**
 
 There are
no other standard arrangements pursuant to which the Company’s directors are
compensated for services provided as directors. The director has not been paid
any compensation for services provided as a director. No additional amounts are
payable to the Company’s directors for committee participation or special
assignments.
 
 **Employment
Contracts and Termination of Employment and Change-in-Control
Arrangements**
 
 None
 
 **Report
on Repricing of Options/SAR**
 
 The
Company did not reprice any options or SARs during the year ended December 31,
2004.
 
 **Item
      11.**
    **Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters**
 
 The
following table sets forth the beneficial shareholdings of those persons or
entities who beneficially hold five percent or more of the Company’s common
stock, and our directors and executive officers as a group, as of March 16,
2005, with the computation being based upon 9,000,000 shares of common stock
being outstanding. Each person has sole voting and investment power with respect
to the shares of common stock shown and all ownership is of record and
beneficial.
 
 Name
      and Address
    Number
      of Shares Beneficially Owned
    Percentage
      of ClassRodney
      Lozinski
      Unit
      404-101-1865 Dilworth Drive
      Kelowna,
      British Columbia
      Canada
      V1Y 9T1
      CEO,
      CFO, President, Secretary and Director
    5,000,000
    55.55%
 
 All
directors and executive officers as a group (1 person) hold 5,000,000 common
shares.
 
 **Changes
in Control**
 
 To the
knowledge of management, there are no other present arrangements or pledges of
the Company’s securities, which may result in a change of control of the
Company.
 
 **Securities
Authorized for Issuance Under Compensatory Plans**
 
 None
  
  **Item
      12.**
    **Certain
      Relationships and Related
Transactions.**
  **Certain
Business Relationships**
 
 There
were no material transactions, series of similar transactions, to which the
Company or any of its subsidiaries was or is to be a party, in which the amount
involved exceeded $60,000 and in which any director or executive officer, or any
security holder who is known to the Company to own of record or beneficially
more than five percent of the Company’s common stock, or any member of the
immediate family of any of the foregoing persons, had a material
interest.
 
 **PART
IV**
 
 **Item
      13.**
    **Exhibits.**
 
 The
following exhibits are filed with this report **:**
 
 **Exhibit
      No.**
    **Description**
 
 23.1
    Consent
      of Hoogendoorn Vellmer Chartered Accountants31.1
    Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Chief
      Executive and Financial Officer32.1
    Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002 - Chief Executive and Financial
      Officer
 
 **Exhibits
Incorporated by Reference**
 
 The
following documents are incorporated herein by reference from the Company’s Form
10-KSB and amendments thereto from the year ended December 31,
2003.
 
 **Exhibit
      No.**
    **Description**
  14.1
    Code
      of Ethics
 
 The
following documents are incorporated herein by reference from the Company’s SB2
Registration Statement - Amendment 4 filed with the Securities and Exchange
Commission, SEC file #333-54044 on October 10, 2002. Such exhibits are
incorporated herein by reference pursuant to Rule 12b-32.
 
 **Exhibit
      No.**
    **Description**
 
 3.1
    Certificate
      of Amendment of Articles of Incorporation - Name Change to Dravco Mining
      Inc.
 3.2
    Amended
      Bylaws
 99.2
    Escrow
      Agreement with Signature Stock Transfer Inc.
 The
following documents are incorporated herein by reference from the Company’s SB2
Registration Statement filed with the Securities and Exchange Commission, SEC
file #333-54044 on January 19, 2001. Such exhibits are incorporated herein by
reference pursuant to Rule 12b-32.
 
 **Exhibit
      No.**
    **Description**
 
 3.3
    Articles
      of Incorporation of Dundee Mining Inc.
 3.4
    Bylaws
      of Dundee Mining Inc.
 4.1
    Specimen
      Stock Certificate
 10.1
    Trust
      Agreement
 10.2
    Bill
      of Sale Absolute
 99.1
    Sample
      Subscription Agreement
 ****
 **Reports
on Form 8-K**
 
 None
 
 
 
 **Item
      14.**
    **Principal
      Accounting Fees and Services.**
 
 The
following table sets forth fees for services Hoogendoorn Vellmer, Chartered
Accountants provided during fiscal years 2004 and 2003:
 
 
 2004
    2003Audit
      Fees (1)
    $
      3,938
    $
      3,750Audit-related
      fees (2)Tax
      fees (3)
    $
      428
    $
      321All
      other fees (4)Total
    $
      4,366
    $
      4,071
 
 (1)
    Represents
      fees for professional services provided in connection with the audit of
      the Company’s annual financial statements and review of the Company’s
      quarterly financial statements, advice on accounting matters that arose
      during the audit and audit services.
 (2)
    During
      fiscal 2004 and 2003, the Company did not incur fees for assurance and
      related services that are reasonably related to the performance of the
      audit or review of financial statements and are not reported
      elsewhere.
 (3)
    Represents
      fees for services and advice provided in connection with the preparation
      of the Company’s federal and state tax
returns.
 (4)
    During
      fiscal 2004 and 2003, the Company did not incur any other fees related to
      the Company’s financial statements and other services
      provided.
 
 
 
 The
Company’s Board of Directors has determined that the provision of non-audit
services by Hoogendoorn Vellmer, Chartered Accountants, is compatible with
maintaining Hoogendoorn Vellmer’s independence, and none of such services were
pre-approved pursuant to the *de
minimis* exception provided in Section 10A(i)(1)(B) of the Securities Exchange Act of
1934.
 
 The
percentage of hours expended on the principal accountant’s engagement to audit
our financial statements for the most recent fiscal year that were attributed to
work performed by persons other than the principal accountant’s full time,
permanent employees was 0%.
 
  **SIGNATURES**
 
 In
accordance with Section 13 or 15(d) of the Exchange Act of 1934, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
 
 In
accordance with the Exchange Act, this report has been signed below by the
following person on behalf of the registrant and in the capacities and on the
dated indicated.
 
 */s/
      Rodney Lozinski*
    Date:
      March 29, 2005Rodney
      LozinskiPresident,
      Principal Executive Officer, Treasurer, Principal
  FinancialOfficer,
      Principal Accounting Officer, Secretary and sole member of the Board of
      Directors.