<PAGE>


                                  UNITED STATES
                        SECURITY AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-K

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
                   OF THE SECURITIES AND EXCHANGE ACT OF 1934

(Mark  One)
(X)    ANNUAL REPORT PURSUANT TO SECTION 12 OR 15(d) OF THE SECURITIES  EXCHANGE
       ACT  OF  1934     For  the  year  ended  December  31,  2000

(  )   TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15 (d) OF THE SECURITIES
       EXCHANGE ACT  OF  1934  (NO  FEE  REQUIRED)  For  the  transition  period

        Commission  File  Number   001-04026

                            PRINCETON MINING COMPANY
             (Exact name of registrant as specified in its charter)

                 IDAHO                                       82-600872
(State of Incorporation or Organization)            (IRS  Employer  ID  Number)

                     413 CEDAR STREET, WALLACE, IDAHO  83873
                    (Address of Principal Executive Offices)

                                 (208) 752-1131
                         (Registrant's Telephone Number)

Securities  Registered  Under  Section  12  (b)  of  the  Act:
  COMMON NON-ASSESSABLE STOCK, $.10 PAR VALUE, PREFERRED STOCK, $.10 PAR VALUE
                                (Title of Class)

Securities  Registered  Under  Section  12  (g)  of  the  Act:
                                      NONE
                                (Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section `3 or `5(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.    (X)  YES   ( ) NO

Indicate  by  check  mark if disclosure of delinquent filers in response to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best  of  registrant's  knowledge, in definitive proxy or information statements
incorporated  by  reference in Part III or any amendment to this Form 10-K.  (X)

The  aggregate  market  value  based  on the average bid and asked prices of the
registrant's  Common  Stock held by non-affiliates of the registrant at February
26,  2001,  was  approximately  $345,972.  As  of  February 26, 2001, there were
9,569,140  shares  of  the registrant's common stock outstanding.  There were no
shares  of  the  registrant's  preferred  stock  outstanding.






<PAGE>


                                TABLE OF CONTENTS

                                        PAGE
                                     PART I

Item  1.   Business                                                           3

Item  2.   Properties                                                         3

Item  3.   Legal  Proceedings                                                 3

Item  4.   Submission of Matters to a Vote of Security Members                3

                                     PART II

Item  5.   Market  for  Registrant's  Common  Equity  and  Related
              Stockholder  Matters                                            5

Item  6.   Selected  Financial  Data                                        4-5

Item  7.   Management's  Discussion  and  Analysis  of  Financial
              Condition  and  Results  of  Operations                         5

Item  8.   Financial  Statements                                           7-17

Item  9.   Changes  in  and  Disagreements  with  Accountants               5-6

                                    PART III

Item  10.  Directors  and  Executive Officers of the Registrant           18-19

Item  11.  Executive  Compensation               19

Item  12.  Security  Ownership  of  Certain  Beneficial  Owners  and  Management
19

Item  13.  Certain  Relationships  and  Related  Transactions                19

                                     PART IV

Item  14.  Exhibits, Financial Statement Schedules, and
             Reports on Form 8-K                                          19-20

Signature  Page

Exhibit  Index














<PAGE>
                            PRINCETON MINING COMPANY
                             FORM 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED DECEMBER 31, 2000



                                     PART I


Item  1  -  BUSINESS

Princeton  Mining  Company  (the  "Company")  was incorporated under the laws of
Idaho  in  September  1950.  The  Company  is  the  owner  of an interest in two
unpatented  mining claims situated east of the village of Mullan in the Coeur d'
Alene  Mining  District,  Shoshone  County,  Idaho.

To the knowledge of the Company, no commercial ore deposit has been found as the
result  of  any  exploration  work  done  to  date  on  the  Company's Property.
Consequently,  there  has  been  no  production of ore from the Property and the
Company  makes  no  claim  to  the  existence  of  ore reserves in the Property.

There  are  numerous  Federal   and  State  laws  and   regulations  related  to
environmental  protection,  which  have direct application to mining and milling
activities.  The more significant of these laws deal with mined land reclamation
and  wastewater  discharge  from mines and milling operations.  The Company does
not  believe  that  these  laws and regulations as presently enacted will have a
direct  material  adverse  effect  on  its  mining  claims.

Item  2  -  PROPERTIES

The information regarding the Properties of the Company is set forth under "Item
1.  Business" of this report, and is incorporated by reference in answer to this
item.

Item  3  -  LEGAL  PROCEEDINGS

None

Item  4  -  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

There  were  no  shareholders'  meetings  during  2000.





















<PAGE>
                            PRINCETON MINING COMPANY
                             FORM 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED DECEMBER 31, 2000

                                     PART II

Item  5  -  MARKET  FOR  REGISTRANT'S  COMMON  EQUITY  AND  RELATED
            STOCKHOLDER  MATTERS

(a)  The  market  price ranges of the Company's common stock during each quarter
of  the  years  2000  and  1999  were  as  follows:

                                       2000                      1999
                             ------------------------  ------------------------
                                High          Low          High          Low
                                ----          ---          ----          ---
                 1st Quarter     .12          .06          .01          .01
                 2nd Quarter     .10          .07          .01          .01
                 3rd Quarter     .50          .08          .05          .01
                 4th Quarter     .50          .22          .08          .05

(b)     Approximate  Number  of  Equity  Security  Holders.
        ---------------------------------------------------

Title  Class (1)                      Number of Record Holders December 31, 2000
------------                          ------------------------------------------
Common stock,
par value                                    Approximately  1,350 (1)
10 cents
per  share

(1)     Included  in  the  number  of  shareholders of record are shares held in
        "nominee" or  "street"  name.

(c)  No  dividends  were  paid  by  the  Company  in  2000  or  1999.

Item  6  -  SELECTED  FINANCIAL  DATA

The  following  data  should be read in conjunction with the Company's financial
statements  and  the  notes  thereto:

Selected  Income  Statement  Data:

                                       Year Ended December 31,
                                       -----------------------
                         1996        1997        1998        1999        2000
                      ----------  ----------  ----------  ----------  ----------
Net Revenues          $      -0-  $      -0-  $      -0-  $      -0-  $      -0-
Net income (loss)       (34,578)   (317,839)    (13,271)    (27,390)    (31,848)
Per share                 (.004)      (.033)      (.001)     (.0029)       (NIL)
Cash dividends
  per  share                 -0-         -0-         -0-         -0-         -0-










<PAGE>
                            PRINCETON MINING COMPANY
                             FORM 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED DECEMBER 31, 2000

Item  6  -  SELECTED  FINANCIAL  DATA  (CONTINUED)

The  following  data  should be read in conjunction with the Company's financial
statements  and  the  notes  thereto:

Selected  Balance  Sheet  Data:

                                       Year Ended December 31,
                                       -----------------------
                         1996        1997        1998        1999        2000
                      ----------  ----------  ----------  ----------  ----------
Current Assets        $     108   $     110   $      72   $     113   $     155
Current Liabilities     296,386      10,372      23,605      35,473      56,880
Working Capital        (296,278)    (10,262)    (23,533)    (35,360)    (56,725)
Total Assets            300,796      25,110      25,022      10,113       2,155
Long-term debt               -0-         -0-         -0-         -0-         -0-
Stockholders' Equity      4,410      14,738       1,467     (25,360)    (54,725)

Item  7  -  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION
     AND  RESULTS  OF  OPERATIONS

The  Company  incurred  a  net loss of $31,848 in 2000 compared to a net loss of
$27,390  for  1999.  A  large  portion  of the loss for 2000 was attributed to a
write  down  of $8,000 for the impaired value of the Company's unpatented mining
claims,  and  $3,606  for  interest  expense.

The Company has two unpatented mining claims which have been adjusted to a value
of  $2,000.  The  only  other  asset  is  a cash balance of $155.  Total current
liabilities  totaled $56,880 as of December 31, 2000.  Thus, there is a negative
working  capital  balance  of  $56,725.

Item  8  -  FINANCIAL  STATEMENTS  AND  SUPPLEMENTARY  DATA

The  company's  financial  statements  appear  following  Part II of the report.

Item  9  -  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS

On  January  3,  2001,  the  Board of Directors of Princeton Mining Company (the
"Company")  engaged  DeCoria,  Maichel,  & Teague P.S. to serve as the Company's
independent  accountants  for  the  fiscal  year  ending  December  31,  2000.
Concurrently,  the  Board of Directors dismissed Williams and Webster, P.S., the
Company's  previous  independent  accountants.
















<PAGE>
                            PRINCETON MINING COMPANY
                             FORM 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED DECEMBER 31, 2000

Item  9  -  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  (CONTINUED)

The  engagement of DeCoria, Maichel, & Teague P.S. and the dismissal of Williams
and  Webster,  P.S.  were  pursuant  to  a resolution approved and passed by the
Company's  Board  of Directors.  During the fiscal year ended December 31, 1999,
and  the  subsequent  interim periods preceding the dismissal, (i) there were no
disagreements  with  Williams  and  Webster,  P.S.  on  any matter of accounting
principles  or  practices,  financial statement disclosure, or auditing scope or
procedures,  which  disagreements if not resolved to its satisfaction would have
caused  it to make reference in connection with its report to the subject matter
of the disagreement, and Williams and Webster, P.S. have not advised the Company
of  any reportable events as defined in paragraph (*A) through (D) of Regulation
S-K  Item  304  (a)(1)(v).

The  Accountants'  report  of  Williams and Webster, P.S. as of and for the year
ended  December  31,  1999, did not contain any adverse opinion or disclaimer of
opinion,  but  was  qualified  as to the uncertainty of the Company's ability to
continue  as  a  going  concern.








































<PAGE>

                           PRINCETON  MINING  COMPANY
                             December  31,  2000
                            Financial  Statements

REPORT  OF  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS

Board  of  Directors
Princeton  Mining  Company
Wallace,  Idaho

                          INDEPENDENT AUDITORS' REPORT

We have audited the accompanying balance sheet of Princeton Mining Company as of
December  31,  2000,  and  the  related  statements of operations, stockholders'
deficit,  and cash flows for the year then ended. 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 audit. The financial
statements  of  Princeton Mining Company as of December 31, 1999 were audited by
other  auditors  whose  report dated February 29, 2000, expressed an unqualified
opinion  on  those  statements.

We conducted our audit in accordance with generally accepted auditing standards.
Those  standards require that we plan and perform the audit 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  audit  provides  a  reasonable  basis  for  our opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material respects, the financial position of Princeton Mining Company as of
December  31, 2000, and the results of its operations and its cash flows for the
year  then  ended  in  conformity with generally accepted accounting principles.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in Note 1 to the
financial  statements,  the  Company's  operating losses raise substantial doubt
about  its  ability to continue as a going concern.  The financial statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.

/S/ DeCoria,  Maichel  &  Teague  P.S.



Spokane,  Washington
February  1,  2001













<PAGE>

                            Princeton Mining Company
                                TABLE OF CONTENTS


                                                                            Page

Balance  Sheets,  December  31,  2000  and  1999                               1

Statements  of  Operations  for the years ended December 31, 2000 and 1999     2

Statements  of  Changes  in  Stockholders'  Deficit
for  the  years  ended  December  31,  2000  and  1999                         3

Statements  of  Cash  Flows for the years ended December 31, 2000 and 1999     4

Notes  to  Financial  Statements                                             5-8













































<PAGE>
Princeton  Mining  Company
BALANCE  SHEETS
December  31,  2000  and  1999




                                                2000             1999
                                           ---------------  ---------------
                                   ASSETS

Current  assets:
     Cash                                  $          155   $          113
                                           ---------------  ---------------

            Total  current  assets                    155              113
                                           ---------------  ---------------

Fixed  assets:
     Mineral  properties                            2,000           10,000
                                           ---------------  ---------------

Total  assets                              $        2,155   $       10,113
                                           ===============  ===============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current  liabilities:
     Accounts  payable                     $        3,774   $        5,052
     Advances payable to related party             49,500           28,400
     Accrued interest on advances payable           3,606            2,021
                                           ---------------  ---------------

             Total  current  liabilities           56,880           35,473
                                           ---------------  ---------------

Stockholders'  deficit:
     Preferred  stock,  $0.10  par  value;
        1,000,000  shares  authorized;  no
        shares  issued  and  outstanding
     Common  stock,  $0.10  par  value;
        29,000,000 shares authorized;
        9,569,140 shares issued and
        outstanding                               956,914          956,914
     Common  stock  discount                     (277,635)        (280,118)
     Accumulated  deficit                        (734,004)        (702,156)
                                           ---------------  ---------------

              Total stockholders' deficit         (54,725)         (25,360)
                                           ---------------  ---------------

Total liabilities and stockholders'
   deficit                                 $        2,155   $       10,113
                                           ===============  ===============




   The accompanying notes are an integral part of these financial statements.



<PAGE>
Princeton  Mining  Company
STATEMENTS  OF  OPERATIONS
For  the  years  ended  December  31,  2000  and  1999




                                                2000             1999
                                           ---------------  ---------------
Operating  expenses:

Mineral property maintenance expenses      $          750   $        1,047
General and administrative expenses                19,492            9,322
                                           ---------------  ---------------
                                                   20,242           10,369

Other  expenses:

Interest  expense                                   3,606            2,021
Write-down  of  mineral  properties                 8,000           15,000
                                           ---------------  ---------------
                                                   11,606           17,021
                                           ---------------  ---------------
Net  loss                                  $      (31,848)  $      (27,390)
                                           ===============  ===============


Net  loss  per  share-basic                $          Nil   $          Nil
                                           ===============  ===============


Weighted  average  common
shares  outstanding-basic                       9,569,140        9,569,140
                                           ===============  ===============
























   The accompanying notes are an integral part of these financial statements.



<PAGE>
Princeton  Mining  Company
STATEMENTS  OF  CHANGES  IN  STOCKHOLDERS'  DEFICIT
For  the  years  ended  December  31,  2000  and  1999

<TABLE>
                                               COMMON
                         COMMON  STOCK         STOCK       ACCUMULATED
                       SHARES      AMOUNT      DISCOUNT      DEFICIT      TOTALS
                    -----------  -----------  -----------  -----------  -----------
<S>                 <C>          <C>          <C>          <C>          <C>
Balance,
December 31, 1998     9,569,140  $  956,914   $ (280,681)  $  (674,766)  $   1,467

Contribution
  of capital                                         563                       563

Net  loss                                                      (27,390)    (27,390)
                    -----------  -----------  -----------  -----------  -----------
Balance,
December 31, 1999     9,569,140     956,914     (280,118)    (702,156)     (25,360)

Contribution  of capital                             483                       483

Common stock
  warrants issued
  for consulting
  services                                         2,000                     2,000

Net  loss                                                      (31,848)    (31,848)
                    -----------  -----------  -----------  -----------  -----------

Balance,
December 31, 2000     9,569,140  $  956,914   $ (277,635)  $ (734,004)  $  (54,725)
                    ===========  ===========  ===========  ===========  ===========
</TABLE>
























   The accompanying notes are an integral part of these financial statements.


<PAGE>
Princeton  Mining  Company
STATEMENTS  OF  CASH  FLOWS
For  the  years  ended  December  31,  2000  and  1999


                                                2000             1999
                                           ---------------  ---------------

Cash  flows  from  operating  activities:
  Net  loss                                $      (31,848)  $      (27,390)
  Adjustments to reconcile net loss to
    net cash used by operating activities:
      Write-down of mineral properties              8,000           15,000
      Common stock warrants issued for
      consulting  services                                           2,000

  Change  in:
     Accounts payable                              (1,278)
     Accrued interest on advances payable           1,585            1,268
                                           ---------------  ---------------
Net  cash  used  by  operating  activities        (21,541)         (11,122)
                                           ---------------  ---------------

Cash flows from financing  activities:
   Advances  from  related  party                  21,100           10,600
   Contribution  of  capital                          483              563
                                           ---------------  ---------------

Net cash provided by financing activities          21,583           11,163
                                           ---------------  ---------------

Net  change  in  cash                                  42               41
Cash,  beginning  of  year                            113               72
                                           ---------------  ---------------
Cash,  end  of  year                       $          155   $          113
                                           ===============  ===============

Supplemental disclosure of cash flow information:

   Cash paid during the year for interest  $        2,021   $        1,905
                                           ===============  ===============


















   The accompanying notes are an integral part of these financial statements.


<PAGE>
PRINCETON  MINING  COMPANY
NOTES  TO  FINANCIAL  STATEMENTS

1.       DESCRIPTION  OF  BUSINESS

Princeton  Mining  Company  (the  "Company")  is  an  Idaho Corporation that was
incorporated  on  September  29, 1950. The Company was organized to explore for,
acquire  and  develop  mineral  properties  in the State of Idaho and the Inland
Northwest.

Unless  otherwise  indicated,  amounts  provided in these notes to the financial
statements  pertain  to  continuing  operations.

The  Company  has incurred operating losses since its inception. The Company has
no  recurring  source  of  revenue  and  has an accumulated deficit and negative
working  capital.  These  conditions raise substantial doubt as to the Company's
ability to continue as a going concern.  The financial statements do not contain
any  adjustments, which might be necessary, if the Company is unable to continue
as  a  going  concern.

2.       SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Use  of  estimates

The  preparation  of  the  financial  statements  in  conformity  with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect  the  amounts reported in the financial statements and
accompanying  notes.  Actual  results  could  differ  from  those  estimates.

Income  taxes

Income taxes are recognized in accordance with Statement of Financial Accounting
Standards  No.  109,  "Accounting for Income Taxes," whereby deferred income tax
liabilities  or  assets  at  the end of each period are determined using the tax
rate  expected  to be in effect when the taxes are actually paid or recovered. A
valuation  allowance is recognized on deferred tax assets when it is more likely
than not that some or all of these deferred tax assets will not be realized. The
Company  has  not  recorded an income tax provision as it has no taxable income.
The  Company has no net operating loss carryforwards for income tax purposes and
accounts for its operating expenses as capitalized deferred development costs on
its  income  tax  returns.  At  December  31,  2000 and 1999, the Company had no
deferred  tax  assets  or  liabilities.

Stock-based  compensation

Stock-based  compensation  is   accounted  for  under  Statement   of  Financial
Accounting  Standards  No.  123,  ("FASB  123")  "Accounting   for   Stock-Based
Compensation," which permits continued application of the intrinsic value method
of  Accounting  Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees."  Under  the intrinsic value method, compensation cost represents the
fair  value  of  the  Company's common stock at the issue date.  The Company has
accounted  for  stock purchase warrants issued to a non-employee consultant (See
Note 5) in accordance with FASB 123 and recorded compensation expense based upon
the  fair  value  of  the consulting services provided, as the fair value of the
services  was  more  determinable  than  the  fair value of the warrants issued.

Reclassification

Certain  reclassifications  of  prior year balances have been made to conform to
the  current year presentation.  These reclassifications have no effect on total
assets or stockholders' deficit as reported.

<PAGE>
PRINCETON  MINING  COMPANY
NOTES  TO  FINANCIAL  STATEMENTS,  CONTINUED:


2.       SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES (continued)

Net  loss  per  share

Statement  of  Financial  Accounting  Standards  No.  128, "Earnings per Share,"
requires  dual  presentation of basic earnings per share ("EPS") and diluted EPS
on  the  face  of  all  income statements issued after December 15, 1997 for all
entities  with  complex  capital structures. Basic EPS is computed as net income
divided  by  the  weighted  average  number of common shares outstanding for the
period.  Diluted  EPS  reflects  the  potential  dilution  that could occur from
common  shares  issuable  through  stock options, warrants and other convertible
securities.  The  Company's  outstanding stock warrants are antidilutive for the
year  ended  December 31, 2000, and only basic EPS is presented. Accordingly, at
December  31,  2000,  outstanding  warrants  to purchase 1,200,000 shares of the
Company's  common  stock  were  not  included  in  the  computation  of  EPS.

Impaired  asset  policy

The  Company  reviews  its  long-lived  assets  periodically to determine if any
events  or  changes  in  circumstances  have  transpired which indicate that the
carrying  value  of  its  assets  may not be recoverable. The Company determines
impairment  by  comparing  the  undiscounted  future  cash flows estimated to be
generated  by  its  assets  to  their  respective  carrying  amounts.

New  accounting  pronouncements

In  June  1998,  the  Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards No. 133, "Accounting for Derivative Instruments
and  Hedging  Activities."  The  Statement requires the Company to recognize all
derivatives on the balance sheet at fair value. The Company anticipates that the
adoption  of  this  Statement  will  not have a material effect on its financial
statements.

Fair  values  of  financial  instruments

The  carrying amounts of financial instruments including cash, accounts payable,
and  advances  payable  and  accrued  interest  thereon  to  a  related  party,
approximated  their  fair  values  as  of  December  31,  2000  and  1999.

3.     MINERAL  PROPERTIES

At  December  31,  2000,  the  Company's  mineral  properties  consisted  of two
unpatented  lode claims, the "Cabin" and the "Princess Fraction," located in the
Coeur d' Alene Mining District in Shoshone County, Idaho.  At present, no proven
or  probable  reserves  have  been  established  at any of the Company's mineral
properties.

The  Company  and  its  properties are subject to a variety of federal and state
regulations  governing  land  use  and  environmental  matters.   The  Company's
management  believes  it  is in substantial compliance with all such regulations
and  is  unaware of any pending action or proceeding that would adversely affect
the  Company.

In  1995, the Financial Accounting Standards Board issued Statement of Financial
Accounting  Standards  No.  121,  "Accounting  for  the Impairment of Long-Lived
Assets  and for Long-Lived Assets to be Disposed Of," effective for fiscal years


<PAGE>
PRINCETON  MINING  COMPANY
NOTES  TO  FINANCIAL  STATEMENTS,  CONTINUED:

3.     MINERAL  PROPERTIES (CONTINUED)

beginning after December 15, 1995. The Statement requires that long-lived assets
and  associated  intangibles  be  written  down to their fair values whenever an
impairment  review indicates that the carrying value cannot be recovered. During
1999,  the  Company  wrote  down the carrying value of its mineral properties by
$15,000 in recognition of an impairment of the carrying value of the properties.
The  adjustment  reflected management's estimated fair value of $1,000 per claim
for  each of the Company's ten unpatented lode claims held at December 31, 1999.
During  2000, the Company abandoned eight of its ten unpatented lode claims and,
as  a  result  of  the abandonment, wrote down the carrying value of its mineral
properties  by  $8,000.

4.     ADVANCES  FROM  RELATED  PARTY

During  recent  years,  the  Company  has  funded  its  operations from advances
provided  by  H.  F. Magnuson, the beneficial owner of a significant interest in
the  Company's  common  stock and a related party (See Note 6). The advances are
unsecured,  payable  on  demand  and  accrue interest at 9% per year. During the
years  ended December 31, 2000 and 1999, the Company accrued interest expense of
$3,606  and  $2,021  on  the  advances,  respectively.

5.     STOCKHOLDERS'  DEFICIT

Common  stock  discount

Prior  to  December  31,  1998,  the  Company  issued restricted common stock in
exchange  for  services  provided and the extinguishment of advances due related
parties.  During the issue of these shares the par value of the Company's common
stock  exceeded  its market value.  Accordingly, the Company recorded a discount
on  common  stock  of  $280,681  representing the aggregate effect of the issue.

During  the years ended December 31, 2000 and 1999, a consultant for the Company
paid $483 and $563, respectively, of corporate administrative expenses on behalf
of the Company and relinquished the opportunity for repayment.  The transactions
were accounted for as additional paid-in capital and combined with "Common stock
discount"  in the stockholders' deficit section of the Company's balance sheets.

Common  stock  warrants

During  2000,  the  Company  issued warrants to purchase 1,200,000 shares of the
Company's  unregistered  common  stock  at  $0.01  per  share to a consultant as
compensation for services associated with listing the Company's stock quotations
on  the  Over  the  Counter  Bulletin Board.  The warrants expire in December of
2005.  In  connection  with  the  issue,  the  Company  recognized  $2,000  of
compensation  expense  based  upon  the  fair  value  of  the services provided.

6.     RELATED  PARTY  TRANSACTIONS

The  Company  occupies  office  space  provided  by  H. F. Magnuson & Company, a
company controlled by H. F. Magnuson (See Note 4).  The Company pays no rent for
the  space it occupies and the value of the space is not considered material for
financial reporting purposes. During the years ended December 31, 2000 and 1999,
administrative  and  mineral  property maintenance expenses totaling  $8,982 and
$8,078,  respectively,  were  accrued  or  paid  to H. F. Magnuson & Company. At
December  31, 2000 and 1999, the Company had accounts payable due H. F. Magnuson
& Company of  $3,774 and $4,752, respectively.


<PAGE>
                            PRINCETON MINING COMPANY
                             FORM 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED DECEMBER 31, 2000

                                    PART III


Item  10  -  DIRECTORS  AND  EXECUTIVE  OFFICERS  OF  THE  REGISTRANT


Name of Executive Officers and          Principle Occupation, Five-Year
Directors and Positions Held       Age  Business History and Directorships
---------------------------------  ---  ----------------------------------------
H.  James  Magnuson,                47  Attorney at Law for more than the past
President  and  Director                five years.

R.  M.  MacPhee,                    70  Certified Public Accountant for more
Director                                than five years. Director of Western
                                        Silver-Lead  Corporation.

Donald  H.  Grismer,                69  Employed in mining for more that the
Director                                past  five  years.

Dale  B.  Lavigne,                  70  President, Osburn Drug Company, Director
Vice-President  and  Director           Western  Silver-Lead  Company.

Dennis  O'Brien,                    39  Certified  Public  Accountant
Secretary  and  Director

Mark  W.  Absec,                    43  Certified  Public  Accountant
Assistant  Secretary-Treasurer


The  bylaws  of  the  Company  provided  that the Directors serve until the next
annual  meeting  of  shareholders or until their respective successors have been
duly  elected and qualified.  The bylaws also provide that the officers serve at
the  discretion  of  the  Board  of  Directors.

























<PAGE>
                            PRINCETON MINING COMPANY
                             FORM 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED DECEMBER 31, 2000

Item  11  -  EXECUTIVE  COMPENSATION

None

Item  12  -  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The  Magnuson  Children's  Trusts  own  6,423,940  shares  of common stock.

Item  13  -  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS

     A  beneficial  shareholder of the Company, H.F. Magnuson, has advanced cash
to  the  Company  totaling  $49,500  as  of  December  31,  2000.

                                     PART IV

Item  14  -  EXHIBITS,  FINANCIAL  STATEMENT  SCHEDULES,  AND  REPORTS  ON
FORM  8-K

(a)     Financial  Statements  -  See index to Financial Statements at page 8 of
this  report.

(b)  Exhibits

No  additional  exhibits  are  filed  as  a  part  of  this  report.


                                   SIGNATURES

Pursuant to the requirements of Section 13 of the Securities and Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the  undersigned,  thereunto  duly  authorized.

                            Princeton Mining Company
                            ------------------------
                                  (Registrant)

     /S/ H. James Magnuson                 /S/ Dennis O'Brien
     ----------------------------          --------------------------------
     H.  James  Magnuson                   Dennis  O'Brien
     President  and  Director              Secretary  and  Director

Date:  March 14, 2001                      Date: March 14, 2001

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following person on behalf of the registrant and in
the  capacities  and  as  of  the  date  indicated.


     /S/ H. James Magnuson                 /S/ Dennis O'Brien
     ----------------------------          --------------------------------
     H.  James  Magnuson                   Dennis  O'Brien
     President  and  Director              Secretary  and  Director

Date:  March 14, 2001                      Date: March 14, 2001