**UNITED STATES  SECURITIES AND EXCHANGE COMMISSION  Washington, DC 20549**

**FORM 10QSB**

[ x ]    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange  Act of 1934            FOR THE QUARTERLY  PERIOD ENDED MARCH 31, 2003****

*OR    *

           [   ]   Transition Report Pursuant to Section 13 or 15(d)  of the Securities Exchange Act of 1934 or the transition period from to

**COMMISSION FILE  NUMBER 333-35332**

**CAMDEN MINES  LIMITED***(Exact name of registrant as specified in its charter)*

  

| **NEVADA**                          | **88-0437644**                                           |
|-------------------------------------|----------------------------------------------------------|
| *(State of          incorporation)* | *(IRS          Employer Identification          Number)* |

 

**1040 West  Georgia-suite 1160  Vancouver, British Columbia  Canada V6E 4H1***(Address of principal executive offices)*

**(604) 605-0885***(Registrant's telephone number, including area  code)*

 

Indicate by check mark whether the  registrant (1) has filed all reports required to be filed by Section 13 or  15(d) of the Securities Exchange Act of 1934 during the preceding 12 months  (or for such shorter period that the Registrant was required to file such  reports), and (2) has been subject to such filing requirements for the past 90  days.  Yes [ x ]              No [   ]

Indicate the number of shares  outstanding of each of the issuer's classes of common stock, as of March 31,  2003: 20,352,125****

 

 

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# **PART I.- FINANCIAL INFORMATION**

## ***ITEM 1.  Financial Statements***

### **Camden Mines Limited**

**Contents**

Balance Sheets

Statements of Operations

Statements of Cash Flows

Notes to the Financial Statements

----

Camden Mines Limited

(An Exploration Stage Company)

Balance Sheets

(expressed in U.S. dollars)

 

 
|                                                                                                                                  | March 31,

2003

$

(unaudited) |   | June 30,

2002

$

(audited) |
|---------------------------------------------------------------------------------------------------------------------------------------|---------------------------------|--------|------------------------------|
|                                                                                                                                  |                            |   |                         |
| ASSETS                                                                                                                                |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
| Current Assets                                                                                                                        |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
| Cash                                                                                                                                  | 612                             |   | 3,818                        |
| Deposits                                                                                                                              | 411                             |   | 411                          |
|                                                                                                                                  |                            |   |                         |
| Total Current Assets                                                                                                                  | 1,023                           |   | 4,229                        |
|                                                                                                                                  |                            |   |                         |
| Property, Plant and Equipment (Note 3)                                                                                                | 2,540                           |   | 4,558                        |
|                                                                                                                                  |                            |   |                         |
| Mineral Properties (Note 4)                                                                                                           | 54                              |   | 54                           |
|                                                                                                                                  |                            |   |                         |
| Total Assets                                                                                                                          | 3,617                           |   | 8,841                        |
|                                                                                                                                  |                            |   |                         |
| LIABILITIES AND        STOCKHOLDERS' EQUITY (DEFICIT)                                                                                 |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
| Current Liabilities                                                                                                                   |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
| Accounts payable                                                                                                                      | 7,046                           |   | 971                          |
| Accrued liabilities                                                                                                                   | 1,200                           |   | -                            |
|                                                                                                                                  |                            |   |                         |
| Total Liabilities                                                                                                                     | 8,246                           |   | 971                          |
|                                                                                                                                  |                            |   |                         |
| Contingency (Note 1)                                                                                                                  |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
| Stockholders' Equity (Deficit)                                                                                                        |                            |   |                         |
|                                                                                                                                  |                            |   |                         |
| Common Stock, 100,000,000 shares        authorized with a par value of $0.00001; 20,352,125 shares issued        and outstanding | 204                             |   | 204                          |
|                                                                                                                                  |                            |   |                         |
| Additional Paid-in Capital                                                                                                            | 354,502                         |   | 354,502                      |
|                                                                                                                                  |                            |   |                         |
|                                                                                                                                  | 354,706                         |   | 354,706                      |
|                                                                                                                                  |                            |   |                         |
| Deficit Accumulated During the        Exploration Stage                                                                               | (359,335)                       |   | (346,836)                    |
|                                                                                                                                  |                            |   |                         |
| Total Stockholders' Equity (Deficit)                                                                                                  | (4,629)                         |   | 7,870                        |
|                                                                                                                                  |                            |   |                         |
| Total Liabilities and Stockholders'        Equity                                                                                     | 3,617                           |   | 8,841                        |
|                                                                                                                                  |                            |   |                         |

 

----

Camden Mines Limited

(An Exploration Stage Company)

Statements of Operations

(expressed in U.S. dollars)

(unaudited)

  
|                                | Accumulated from    |   |               |   |              |   |       |   |       |
|-------------------------------------|---------------------|--------|--------------------|--------|-------------------|--------|------------|--------|------------|
|                                | September 14, 1999  |   |               |   |              |   |       |   |       |
|                                | (Date of Inception) |   | Three Months Ended |   | Nine Months Ended |
|                                | to March 31,        |   | March 31,          |   | March 31,         |
|                                | 2003

$             |   | 2003

$            |   | 2002

$           |   | 2003

$    |   | 2002

$    |
|                                |                |   |               |   |              |   |       |   |       |
| Revenue                             | -                   |   | -                  |   | -                 |   | -          |   | -          |
|                                |                |   |               |   |              |   |       |   |       |
|                                |                |   |               |   |              |   |       |   |       |
| Expenses                            |                |   |               |   |              |   |       |   |       |
|                                |                |   |               |   |              |   |       |   |       |
| Amortization                        | 5,899               |   | 673                |   | 674               |   | 2,018      |   | 2,020      |
| Consulting                          | 245,462             |   | -                  |   | -                 |   | -          |   | -          |
| General and administration          | 29,665              |   | 15                 |   | 2,663             |   | 445        |   | 4,561      |
| Mining exploration                  | 5,048               |   | -                  |   | -                 |   | -          |   | -          |
| Professional fees                   | 57,641              |   | 725                |   | 1,923             |   | 9,050      |   | 9,941      |
| Rent                                | 9,452               |   | 911                |   | 461               |   | 911        |   | 1,161      |
| Transfer agent and filing fees      | 75                  |   | -                  |   | -                 |   | 75         |   | -          |
| Travel                              | 5,930               |   | -                  |   | -                 |   | -          |   | 406        |
|                                |                |   |               |   |              |   |       |   |       |
|                                | 359,172             |   | 2,324              |   | 5,721             |   | 12,499     |   | 18,089     |
|                                |                |   |               |   |              |   |       |   |       |
| Net Loss for the Period             | (359,172)           |   | (2,324)            |   | (5,721)           |   | (12,499)   |   | (18,089)   |
|                                |                |   |               |   |              |   |       |   |       |
|                                |                |   |               |   |              |   |       |   |       |
| Net Loss Per Share - Basic          |                |   | -                  |   | -                 |   | -          |   | -          |
|                                |                |   |               |   |              |   |       |   |       |
|                                |                |   |               |   |              |   |       |   |       |
| Weighted Average Shares Outstanding |                |   | 20,352,000         |   | 20,352,000        |   | 20,352,000 |   | 20,352,000 |
|                                |                |   |               |   |              |   |       |   |       |

 

(Diluted loss per share has not been presented  as the result is anti-dilutive)

 

----

 Camden Mines Limited

(An Exploration Stage Company)

Statements of Cash Flows

(expressed in U.S. dollars)

(unaudited)

  
|                                                        | Nine Months Ended |
|-------------------------------------------------------------|-------------------|
|                                                        | March 31,         |
|                                                        | 2003

$           |   | 2002

$ |
|                                                        |              |   |   |
| Cash Flows To Operating Activities                          |              |   |   |
|                                                        |              |   |   |
| Net loss                                                    | (12,499)          |   | (18,089) |
|                                                        |              |   |   |
| Adjustment to reconcile net loss to cash                    |              |   |   |
|                                                        |              |   |   |
| Amortization                                                | 2,018             |   | 2,020 |
|                                                        |              |   |   |
| Changes in non-cash working capital items                   |              |   |   |
|                                                        |              |   |   |
| Increase in accounts payable and accrued        liabilities | 7,275             |   | 364 |
|                                                        |              |   |   |
| Net Cash Used In Operating Activities                       | (3,206)           |   | (15,705) |
|                                                        |              |   |   |
| Net Cash Provided By Financing Activities                   | -                 |   | - |
|                                                        |              |   |   |
| Net Cash Used in Investing Activities                       | -                 |   | - |
|                                                        |              |   |   |
| Net Decrease in Cash                                        | (3,206)           |   | (15,705) |
|                                                        |              |   |   |
| Cash - Beginning of Period                                  | 3,818             |   | 23,074 |
|                                                        |              |   |   |
| Cash - End of Period                                        | 612               |   | 7,369 |
|                                                        |              |   |   |
| Non-Cash Financing Activities                               | -                 |   | - |
|                                                        |              |   |   |
| Supplemental Disclosures                                    |              |   |   |
|                                                        |              |   |   |
| Interest paid                                               | -                 |   | - |
| Income taxes paid                                           | -                 |   | - |
|                                                        |              |   |   |

 

 

----

  NOTES TO THE FINANCIAL STATEMENTS

1.        Exploration Stage Company

The Company was incorporated in the State ofNevada on September 14, 1999. In September 1999 the Company purchased eightmineral claims, situated in the Iron Wolf property, Nanaimo Mining Division,Vancouver Island, British Columbia, Canada.

The Company's principal business plan is toacquire, explore and develop mineral properties and to ultimately seek earningsby exploiting the mineral claims.

The Company has been in the exploration stagesince its formation in September 1999 and has not yet realized any revenues fromits planned operations. It is primarily engaged in the acquisition, explorationand development of mining properties. Upon location of a commercial mineablereserve, the Company will actively prepare the site for extraction and enter adevelopment stage. At present, management devotes most of its activities toraise sufficient funds to further explore and develop its mineral properties.Planned principal activities have not yet begun. The ability of the Company toemerge from the exploration stage with respect to any planned principal businessactivity is dependent upon its successful efforts to raise additional equityfinancing and/or attain profitable mining operations. Management has plans toseek additional capital through a private placement and public offering of itscommon stock. There is no guarantee that the Company will be able to completeany of the above objectives. These factors raise substantial doubt regarding theCompany's ability to continue as a going concern.

At March 31, 2003, the Company had a workingcapital deficit of $7,223. A minimum of $4,000 per quarter is needed to coverexpenses. Thus in the next year the Company will require $23,223 to cover bothnew expenses and the current working capital deficit. This amount would operatethe Company but leave little or nothing for exploration. The Company expects tofund itself in the next twelve months by sales of shares.

The Company filed an SB-2 Registration Statementwith the U.S. Securities Exchange Commission which has been declared effectiveand has been completed

  

2.   Summary of Significant AccountingPrinciples

a)      Year End

The Company's year end is June 30.

b)      Basis of Accounting

These financial statements are prepared inconformity with accounting principles generally accepted in the United Statesand are presented in US dollars.

c)      Cash and Cash Equivalents

The Company considers all highly liquidinstruments with a maturity of three months or less at the time of issuance tobe cash equivalents.

d)      Property, Plant and Equipment

Property, plant and equipment is stated at cost.Amortization is computed using the straight-line method over five years.

e)      Long-Lived Assets

SFAS No. 144, "Accounting for the Impairmentor Disposal of Long-Lived Assets" establishes a single accounting model forlong-lived assets to be disposed of by sale including discontinued operations.SFAS 144 requires that these long-lived assets be measured at the lower of thecarrying amount or fair value less cost to sell, whether reported in continuingoperations or discontinued operations.

The Company's functional currency is the UnitedStates dollar. Occasional transactions occur in Canadian currency, andmanagement has adopted Financial Accounting Standard No. 52. Monetary assets andliabilities denominated in foreign currencies are translated into United Statesdollars at rates of exchange in effect at the balance sheet date. Gains orlosses are included in income for the years, except gains or losses relating tolong-term debt, which are deferred and amortized over the remaining term of thedebt. Non-monetary assets, liabilities and items recorded in income arising fromtransactions denominated in foreign currencies are translated at rates ofexchange in effect at the date of the transaction.

g)      Exploration Costs

The Company is in the exploration stage and allcosts relating to mineral property grassroots exploration are charged tooperations as incurred.

h)      Basic and Diluted Net Income (Loss) per Share

Loss per share was computed by dividing the netloss by the weighted average number of shares outstanding during the period. Theweighted average number of shares was calculated by taking the number of sharesoutstanding and weighting them by the amount of time that they were outstanding.Basic and diluted loss per share were the same, as there were no common stockequivalents outstanding.

i)        Use of Estimates

The preparation of financial statements inconformity with U.S. generally accepted accounting principles requiresmanagement to make estimates and assumptions that affect the reported amounts ofassets and liabilities and disclosure of contingent assets and liabilities atthe date of the financial statements and the reported amounts of revenues andexpenses during the reporting period. Actual results could differ from thoseestimates.

j)        Financial Instruments

The carrying value of cash and equivalents,accounts payable and accrued liabilities approximate fair value due to therelatively short maturity of these instruments.

k)      Concentration of Risk

The Company maintains its cash accounts inprimarily one commercial bank in Vancouver, British Columbia, Canada. TheCompany's cash account is a business checking account maintained in U.S.dollars, which totalled $612 on March 31, 2003. This account is not insured.

l)        Recent Accounting Pronouncements

On June 29, 2001, SFAS No. 141, "BusinessCombinations," was approved by the Financial Accounting Standards Board("FASB"). SFAS No. 141 requires that the purchase method of accountingbe used for all business combinations initiated after June 30, 2001. Goodwilland certain intangible assets will remain on the balance sheet and not beamortized. On an annual basis, and when there is reason to suspect that theirvalues have been diminished or impaired, these assets must be tested forimpairment, and write-downs may be necessary. The Company implemented SFAS No.141 on July 1, 2001 and its impact is not expected to be material on itsfinancial position or results of operations.

On June 29, 2001, SFAS No. 142, "Goodwilland Other Intangible Assets," was approved by FASB. SFAS No. 142 changesthe accounting for goodwill from an amortization method to an impairment-onlyapproach. SFAS No. 142 is effective for fiscal years beginning after December15, 2001. Amortization of goodwill, including goodwill recorded in past businesscombinations, will cease upon adoption of this statement. The Company adoptedSFAS No. 142 and its impact is not expected to have a material effect on itsfinancial position or results of operations.

In June 2001, the FASB issued SFAS No. 143,"Accounting for Asset Retirement Obligation." SFAS No. 143 iseffective for fiscal years beginning after June 15, 2002, and will requirecompanies to record a liability for asset retirement obligations in the periodin which they are incurred, which typically could be upon completion or shortlythereafter. The FASB decided to limit the scope to legal obligations and theliability will be recorded at fair value. The Company adopted SFAS No. 143 andits impact is not expected to have a material effect on its financial positionor results of operations.

In August 2001, the FASB issued SFAS No. 144,"Accounting for the Impairment or Disposal of Long-Lived Assets." SFASNo. 144 is effective for fiscal years beginning after December 15, 2001. Itprovides a single accounting model for long-lived assets to be disposed of andreplaces SFAS No. 121 "Accounting for the Impairment of Long-Lived Assetsand Long-Lived Assets to Be Disposed Of." The Company adopted SFAS No. 144and its impact is not expected to have a material effect on its financialposition or results of operations.

In June, 2002, FASB issued SFAS No. 146,"Accounting for Costs Associated with Exit or Disposal Activities".The provisions of this Statement are effective for exit or disposal activitiesthat are initiated after December 31, 2002, with early application encouraged.This Statement addresses financial accounting and reporting for costs associatedwith exit or disposal activities and nullifies Emerging Issues Task Force (EITF)Issue No. 94-3, "Liability Recognition for Certain Employee TerminationBenefits and Other Costs to Exit an Activity (including Certain Costs Incurredin a Restructuring)". This Statement requires that a liability for a costassociated with an exit or disposal activity be recognized when the liability isincurred. The Company will adopt SFAS No. 146 on January 1, 2003. The effect ofadoption of this standard on the Company's results of operations and financialposition is being evaluated.

FASB has also issued SFAS No. 145 and 147 butthey will not have any relationship to the operations of the Company therefore adescription of each and their respective impact on the Company's operations havenot been disclosed.

m)    Interim Financial Statements

These interim unaudited financial statements havebeen prepared on the same basis as the annual financial statements and in theopinion of management, reflect all adjustments, which include only normalrecurring adjustments, necessary to present fairly the Company's financialposition, results of operations and cash flows for the periods shown. Theresults of operations for such periods are not necessarily indicative of theresults expected for a full year or for any future period.

  

3.        Property, Plant and Equipment

|             |   |   |         |   | March 31,

2003 |   | June 30,

2002 |
|------------------|--------|--------|--------------|--------|-----------------|--------|----------------|
|             |   |   | Accumulated  |   | Net Carrying    |   | Net Carrying   |
|             | Cost   |   | Amortization |   | Value           |   | Value          |
|             | $      |   | $            |   | $               |   | $              |
|             |   |   |         |   | (unaudited)     |   | (audited)      |
|             |   |   |         |   |            |   |           |
| Office equipment | 8,439  |   | 5,899        |   | 2,540           |   | 4,558          |
|             |   |   |         |   |            |   |           |

4.   Mineral Properties

In September 1999, the Company, through HughGrenfal, its President and a member of the board of directors, acquired 100% ofthe rights, titles and interests in eight mining claims in the Iron Wolfproperty, Nanaimo Mining Division, Vancouver Island, British Columbia. Paymentof $54 was required to record the eight mining claims. These amounts were paidby the shareholders and repaid by the Company in the form of stock. Although theclaims are recorded in Mr. Grenfal's name for tax purposes, title to the claimshas been conveyed to the Company via an unrecorded deed.

5.   Related Party Transactions

The Company occupies office space provided by Mr.Grenfal, its President, in his capacity as vice president and director ofCallinan Mines Limited. Monthly rental is determined by usage. While Mr. Grenfalis no longer affiliated with Callinan Mines, the Company expects that the officerental arrangement will continue for at least the next year.

  

## ***ITEM 2.  MANAGEMENT'S DISCUSSION ANDANALYSIS OR PLAN OF OPERATION***

### **Plan of Operation**

In the next twelve months, the Companydoes not expect any significant changes in the number of employees and does notexpect the purchase or sale of plant or significant equipment, due to thepresent shortage of working capital. We also have no plan for research anddevelopment for any property or product other than our mineral claims. See belowfor development information on the Iron Wolf claims.

At March 31, 2003, the Company had aworking capital deficit of $7,223. A minimum of $4,000 per quarter is needed tocover expenses. Thus in the next year the Company will require $23,223 to coverboth new expenses and the current working capital deficit. This amount wouldoperate the Company but leave little or nothing for exploration. The Companyexpects to fund itself in the next twelve months by sales of shares, or loansfrom shareholders or Directors.

### **Our Proposed Exploration Program**

We must conduct exploration anddevelopment to determine what amount of minerals, if any, exist on ourproperties and if any minerals which are found can be economically extracted andprofitably processed.

Our exploration program is designed toeconomically explore and evaluate our properties.

We do not claim to have any ores orreserves whatsoever at this time on any of our properties.

We have begun our exploration programand intend to proceed in the following three phases:

Phase 1 will begin with research of theavailable geologic literature, personal interviews with geologists, miningengineers and others familiar with the prospect sites. We have begun this phaseof the exploration process on our properties. When the research is completed,our initial work will be augmented with geologic mapping, geophysical testingand geochemical testing of our claims. When available, existing workings, suchas trenches, prospect pits, shafts or tunnels will be examined. If an apparentmineralized zone is identified and narrowed down to a specific area by thestudies, we will to begin trenching the area. Trenches are generallyapproximately 150 ft. in length and 10-20 ft. wide. These dimensions allow for athorough examination of the surface of the vein structure types generallyencountered in the area. They also allow for efficient reclamation,re-contouring and re-seeding of disturbed areas. Once excavation of a trench iscompleted, samples are taken and then analyzed for economically potentialminerals that are known to have occurred in the area. Careful interpretation ofthis available data collected from the various tests aid in determining whetheror not the prospect has current economic potential and whether furtherexploration is warranted.

Phase 1 will take about 3 months tocomplete and cost up to $20,000.

Phase 2 involves an initial examinationof the underground characteristics of the vein structure that was identified byPhase 1 of exploration. Phase 2 is aimed at identifying any mineral deposits ofpotential economic importance. The methods employed are

|     | * | more extensive trenching       |
|---------------|---|--------------------------------|
|          | * | more advanced geophysical work |
|          | * | drift driving                  |

Drift driving is the process ofconstructing a tunnel to take samples of ore for testing. Later, the tunnel canbe used for mining ore. The geophysical work gives a general understanding ofthe location and extent of mineralization at depths that are unreachable bysurface excavations and provides a target for more extensive trenching and coredrilling. Trenching identifies the continuity and extent of mineralization, ifany, below the surface. After a thorough analysis of the data collected in Phase2, we will decide if the property warrants a Phase 3 study.

Phase 2 will take about 3 months tocomplete and cost up to $20,000.

Phase 3 is aimed at precisely definingthe depth, the width, the length, the tonnage and the value per ton of any orebody. This is accomplished through extensive drift driving. Phase 3 will takeabout 6 months and cost up to $80,000.

We do not intend to interest othercompanies in the property if we find mineralized materials. We intend to try todevelop the reserves ourselves.

### **Status of Our Exploration Program**

We are currently in Phase One of ourproposed exploration program.

Exploration was carried out on the IronWolf properties during the period of June 4 to June 9, 2001. A program of soiland rock sampling, prospecting and geological mapping was completed. A secondproperty trip was also done on August 11, 2001 when a 360 lb rock sample wascollected.

The purpose of the first work programwas to test the northern part of our property (via soil/rock sampling andgeological mapping) for gold. Approximately 5.6 miles of control grid wasemplaced. A total of 211 soil samples, collected at variable sample spacing, and9 rock samples were collected, and geological mapping was conducted. Anadditional 27 soil samples and 4 rock samples were collected over the westernpart of the claims. All samples were analyzed for 28 elements.

The results of our testing for gold wasdisappointing. However, there was evidence of the presence of magnetite ofunknown quantity and quality, an iron mineral that has industrial applications.We will investigate further the magnetite market before deciding if we shouldconduct further exploration and testing for this mineral.

Other than the foregoing, we have notconducted any exploration on our property.

## ***ITEM 3. CONTROLS AND PROCEDURES***

Based on their most recent evaluation,which was completed within 90 days of the filing of this Form 10-QSB, theCompany's president believes the Company's disclosure controls and procedures(as defined in Exchange Act Rules 13a-14 and 15d-14) are effective to ensurethat information required to be disclosed by the Company in this report isaccumulated and communicated to the Company's management, including itsprincipal financial officer, as appropriate, to allow timely decisions regardingrequired disclosure. There were no significant changes in the Company's internalcontrols or other factors that could significantly affect these controlssubsequent to the date of their evaluation and there were no corrective actionswith regard to significant deficiencies and material weaknesses.

The affairs of the company are notcomplex and therefore the president has reason to believe that controls andprocedures are adequate at this time. There were no significant changes in theCompany's internal controls or other factors that could significantly affectthese controls subsequent to the date of their evaluation.

The company follows the 'open folder'method of reality-checking whereby any shareholder, or any individual with avalid business purpose, may examine the books, records, documentation and bills,checks and accounts of the company during business hours at our main office.This policy is expected to continue while the present directors remain directorsof the company.

 

# **PART II - OTHER INFORMATION**

  

## ***Item 2. Changes in Securities.***

(d) There were no changes in thisquarter.

From the effective date of theregistration statement to the ending date of the reporting period, March 31,2003, no underwriting discounts nor commissions, finders' fees and similarexpenses (direct or indirect) were paid. The gross proceeds of the offering were$107,032.

Our Form SB-2 registration statementwas declared effective by the SEC on September 5, 2000 (SEC File No. 333-35332).We registered 2,000,000 shares of common stock for sale. On October 24, 2000 wecompleted our public offering and sold 1,070,425 shares of common stock raising$107,032 from the offering.

From the effective date of theregistration statement to the ending date of the reporting period, March 31,2003, no funds were used for the construction of plant, buildings or facilities,no funds were used for purchases of real estate or acquisition of other businessor temporary investments other than bank accounts.  The funds received werespent and recorded as noted in the December 2002 10QSB filing.

 

----

----

> **SIGNATURES**
 

Pursuant to the requirements of the Securities Exchange Act of 1934,      the registrant has duly caused this report to be signed on its behalf by      the undersigned thereunto duly authorized on this 2nd day of May, 2003.

 
 

Camden Mines Limited

 

 

/s/ Hugh Grenfal
 

Hugh Grenfal, President, Treasurer, Principal Accounting Officer and a    member of the Board Of Directors

 
**CERTIFICATION**
 

I, Hugh Grenfal, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Camden Mines  Limited;

2. Based on my knowledge, this quarterly report does not contain any untrue  statement of a material fact or omit to state a material fact necessary to  make the statements made, in light of the circumstances under which such  statements were made, not misleading with respect to the period covered by  this quarterly report;

3. Based on my knowledge, the financial statements, and other financial  information included in this quarterly report, fairly present in all material  respects the financial condition, results of operations and cash flows of the  registrant as of, and for, the periods presented in this quarterly report.

4. The registrant's other certifying officers and I are responsible for  establishing and maintaining disclosure controls and procedures (as defined in  Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that      material information relating to the registrant, including its      consolidated subsidiaries, is made known to us by others within those      entities, particularly during the period in which this quarterly report is      being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls      and procedures as of a date within 90 days prior to the filing date of      this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the      effectiveness of the disclosure controls and procedures based on our      evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based  on our most recent evaluation, to the registrant's auditors and the audit  committee of registrant's board of directors (or persons performing the  equivalent function):

a) all significant deficiencies in the design or operation of internal      controls which could adversely affect the registrant's ability to record,      process, summarize and report financial data and have identified for the      registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or      other employees who have a significant role in the registrant's internal      controls; and

6. The registrant's other certifying officers and I have indicated in this  quarterly report whether or not there were significant changes in internal  controls or in other factors that could significantly affect internal controls  subsequent to the date of our most recent evaluation, including any corrective  actions with regard to significant deficiencies and material weaknesses.

Dated this 2nd day of May, 2003.

 
/s/ Hugh Grenfal

Hugh Grenfal, Principal Executive Officer and Principal Financial            Officer
 
**CERTIFICATION PURSUANT TO

18 U.S.C. Section 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**
In connection with the Quarterly Report of Camden Mines Limited on Form      10-QSB for the period ended March 31, 2003 as filed with the Securities      and Exchange Commission on the date here of (the "report"), I,      Hugh Grenfal, Chief Executive Officer and Chief Financial Officer of the      Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant      to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section          13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in this Report fairly presents, in          all material respects, the financial condition and results of          operations of the Company.

Dated this 2nd day of May, 2003.

 

 

 

/s/ Hugh Grenfal

 Hugh Grenfal

Chief Executive Officer and Chief Financial Officer