UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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


                                   FORM 10-QSB

  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                                      1934

                 For the quarterly period ended March 31, 2006

                              TREND MINING COMPANY
-------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)



            Delaware                                  81-0304651
-----------------------------------    -----------------------------------------
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                   Identification No.)


                            5439 South Prince Street
                            Littleton Colorado 80120
          ------------------------------------------------------------
                    (Address of principal executive offices)

                    Issuer's telephone number: (303) 798-7363

                                 Not Applicable.
--------------------------------------------------------------------------------
      (Former name, former address and former fiscal year, if changed since
                                  last report)



--------------------------------------------------------------------------------
Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act 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. Yes |X| No [_]

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [_] No |X|

The number of shares of common stock, par value $0.01 per share,  outstanding as
of May 9, 2006: 40,969,669 shares

Transitional Small Business Disclosure Format (Check one):        Yes [_] No |X|


<PAGE>

<TABLE>
<CAPTION>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

<S>                                                                                                               <C>
                  Balance Sheets...................................................................................2

                  Statements of Operations.........................................................................3

                  Statement of Stockholders' Equity (Deficit)......................................................4

                  Statements of Cash Flows.........................................................................12

                  Notes to the Financial Statements................................................................14

ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OR
                  PLAN OF OPERATION................................................................................39

ITEM 3.           CONTROLS AND PROCEDURES..........................................................................42


                           PART II - OTHER INFORMATION

ITEM 2.           UNREGISTERED SALES OF EQUITY SECURITIES AND
                  USE OF PROCEEDS..................................................................................43

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K.................................................................45
</TABLE>



                                       i

<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS.





<PAGE>



                              TREND MINING COMPANY

                         (An Exploration Stage Company)

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                        March 31,
                                                                           2006       September 30,
                                                                        unaudited)        2005
                                                                      ------------    ------------
ASSETS

CURRENT ASSETS
<S>                                                                   <C>             <C>
   Cash                                                               $    107,066    $     64,391
   Accounts receivable                                                      63,473          42,500
   Receivable from sale of mining interest                                               1,122,975
   Prepaid expenses                                                          9,403          13,494
                                                                      ------------    ------------
     TOTAL CURRENT ASSETS                                                  179,942       1,243,360
                                                                      ------------    ------------
MINERAL PROPERTIES                                                               -               -
                                                                      ------------    ------------
PROPERTY AND EQUIPMENT, net of depreciation                                 12,425          13,027
                                                                      ------------    ------------
OTHER ASSETS

   Reclamation Bond                                                          1,000           6,500
                                                                      ------------    ------------
TOTAL ASSETS                                                          $    193,367    $  1,262,887
                                                                      ============    ============
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
   Accounts payable                                                   $    263,233    $    519,631
   Accounts payable related party                                           15,000          15,000
   Accrued expenses                                                         16,897          76,082
   Interest payable, related parties                                       255,636         209,786
   Interest payable, convertible debt                                       86,657          12,747
   Loans payable to related parties                                      1,332,857       1,692,857
   Current portion of long term convertible debt                           304,404         304,404
                                                                      ------------    ------------
     TOTAL CURRENT LIABILITIES                                           2,274,684       2,830,507
                                                                      ------------    ------------
LONG-TERM LIABILITES
   Convertible Debt                                                        461,064         290,983
                                                                      ------------    ------------
COMMITMENTS AND CONTINGENCIES                                                    -               -
                                                                      ------------    ------------
STOCKHOLDERS' DEFICIT
   Preferred stock,  $0.01 par value, 20,000,000 shares
     authorized; 0 and 0 share issued and outstanding, respectively              -               -
   Common stock,  $0.01 par value, 100,000,000 shares authorized;
     40,216,054 and 37,373,300 shares issued and outstanding,
     respectively                                                          402,160         373,733
   Additional paid-in capital                                            8,311,683       8,025,700
   Stock options and warrants                                            1,762,647       1,762,647
   Pre-exploration stage accumulated deficit                              (558,504)       (558,504)
   Accumulated deficit during exploration stage                        (12,895,287)    (11,897,099)
   Beneficial Conversion rights                                            434,920         434,920
   Other comprehensive income                                                    -               -
                                                                      ------------    ------------
     TOTAL STOCKHOLDERS' DEFICIT                                        (2,542,381)     (1,858,603)
                                                                      ------------    ------------
TOTAL LIABILITIES AND
   STOCKHOLDERS' DEFICIT                                              $    193,367    $  1,262,887
                                                                      ============    ============
</TABLE>


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


                                       2

<PAGE>

                              TREND MINING COMPANY
                         (An Exploration Stage Company)
                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                                                    Period from
                                                                                                                     October 1,
                                                                                                                        1996
                                                                                                                   (Inception of
                                                    Three Months     Three Months      Six Months                   Exploration
                                                        Ended            Ended            Ended      Six Months       Stage) to
                                                      March 31,        March 31,        March 31,       Ended         March 31,
                                                        2006             2005             2006     March 31, 2005       2006
                                                     (unaudited)     (unaudited)      (unaudited)    (unaudited)    (unaudited)
                                                     ----------    ------------    ------------      ----------     -----------
<S>                                                  <C>           <C>             <C>               <C>            <C>
REVENUES                                             $        -    $          -    $          -      $        -     $         -
                                                     ----------    ------------    ------------      ----------     -----------
EXPENSES
    Exploration expense                                  30,640          80,880          37,692          99,893       3,181,813
    General and administrative                           70,842         137,191         130,301         178,101       3,297,257
    Officers and directors compensation                  44,500          28,500         185,438          58,492       2,272,104
    Legal and professional                              153,235          70,211         320,725          81,722       1,999,124
    Depreciation                                            719           1,101           1,409           1,993          56,913
                                                     ----------    ------------    ------------      ----------    ------------
      Total Expenses                                    299,936         317,883         675,565         420,201      10,807,212
                                                     ----------    ------------    ------------      ----------    ------------
OPERATING LOSS                                         (299,936)       (317,883)       (675,565)       (420,201)    (10,807,211)
                                                     ----------    ------------    ------------      ----------    ------------
OTHER INCOME (EXPENSE)
    Dividend and interest income                          3,554             731           6,920             731          19,246
    Settlement Expense                                        -               -               -               -         (26,250)
    Gain (loss) on disposition and impairment of
      assets                                                  -               -               -               -        (175,019)
    Exchange gain (loss)                                   (167)              -            (167)              -          (6,182)
    Gain on sale of mining interest                           -               -               -               -          69,805
    (Gain) loss on investment sales                           -               -               -               -         (63,813)
    Gain on sale of internal securities                       -               -               -               -               -
    Financing expense                                  (123,498)       (287,406)       (231,975)       (287,406)     (1,953,643)
    Interest expense                                    (79,237)        (48,121)       (145,401)        (76,765)       (657,025)
    Miscellaneous income                                      -              88               -              88         (26,485)
    Forgiveness of debt                                       -          62,815          48,000          62,815         677,961
                                                     ----------    ------------    ------------      ----------    ------------
      Total Other Income (Expense)                     (199,348)       (271,893)       (322,623)       (300,537)     (2,088,075)
                                                     ----------    ------------    ------------      ----------    ------------
LOSS BEFORE INCOME TAXES                               (499,284)       (589,776)       (998,188)       (720,738)    (12,895,287)
INCOME TAXES                                                  -               -               -               -               -
NET LOSS                                               (499,284)       (589,776)       (998,188)       (720,738)    (12,895,287)
OTHER COMPREHENSIVE INCOME (LOSS)
    Change in market value of investments                     -               -               -               -               -
NET COMPREHENSIVE LOSS                               $ (499,284)   $   (589,776)   $   (998,188)     $ (720,738)   $(12,895,287)
                                                     ==========    ============    ============      ==========    ============
BASIC AND DILUTED NET LOSS PER SHARE                 $    (0.01)   $      (0.02)   $      (0.03)     $    (0.02)
                                                     ==========    ============    ============      ==========    ============
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
    OUTSTANDING                                      40,236,719      33,229,085      39,414,850      36,005,215
                                                     ==========    ============    ============      ==========    ============
</TABLE>

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

                                       3
<PAGE>


                              TREND MINING COMPANY
                         (An Exploration Stage Company)
                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

<TABLE>
<CAPTION>
                                                          Common
                                                           Stock                        Stock                  Other
                                                    -------------------   Additional  Options              Comprehensive
                                                      Number               Paid-in      and    Accumulated    Income
                                                    of Shares   Amount     Capital    Warrants   Deficit      (Loss)      Total
                                                    ---------  --------   ---------   --------  ----------   ----------  ---------
<S>                                                 <C>        <C>        <C>         <C>       <C>          <C>         <C>
Balance, October 1, 1996                            1,754,242  $ 17,542   $ 663,218   $     -   $ (558,504)  $        -  $ 122,256
Common stock issuances as follows:
  - for cash at $0.50 per share                       200,000     2,000      98,000         -            -            -    100,000
  - for payment of liabilities and expenses at
    $0.50 per share                                    45,511       455      22,301         -            -            -     22,756
Net loss for the year ended September 30, 1997              -         -           -         -     (128,614)           -    (128,614)
                                                    ---------  --------   ---------   -------   ----------   ----------  ---------
Balance, September 30, 1997                         1,999,753    19,997     783,519         -     (687,118)           -    116,398
Issuance of common stock as follows:
  - for mineral property at $0.50 per share           150,000     1,500      73,500         -            -            -     75,000
  - for lease termination at $0.50 per share           12,000       120       5,880         -            -            -      6,000
  - for debt at $0.50 per share                        80,000       800      39,200         -            -            -     40,000
  - for cash at $0.20 per share                         7,500        75       1,425         -            -            -      1,500
  - for compensation at $0.50 per share                 9,000        90       4,410         -            -            -      4,500
Issuance of stock options for financing activities          -         -           -     2,659            -            -      2,659
Net loss for the year ended September 30, 1998              -         -           -         -     (119,163)           -   (119,163)
Change in market value of investments                       -         -           -         -            -      117,080    117,080
                                                    ---------  --------   ---------   -------   ----------   ----------  ---------
Balance, September 30, 1998                         2,258,253  $ 22,582   $ 907,934   $ 2,659   $ (806,281)  $  117,080  $ 243,974
                                                    ---------  --------   ---------   -------   ----------   ----------  ---------
</TABLE>


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

                                       4
<PAGE>

<TABLE>
<CAPTION>

                                                          TREND MINING COMPANY
                                                     (An Exploration Stage Company)
                                         STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (continued)

                                                          Common
                                                           Stock                       Stock                  Other
                                                    -------------------   Additional  Options              Comprehensive
                                                      Number               Paid-in      and    Accumulated    Income
                                                    of Shares   Amount     Capital    Warrants   Deficit      (Loss)       Total
                                                    ---------  --------   ----------  -------- ------------ ----------- -----------
<S>                                                  <C>         <C>       <C>          <C>     <C>           <C>          <C>
Balance, September 30, 1998                          2,258,253   $22,582   $  907,934   $2,659  $  (806,281)  $117,080    $243,974
Common stock issuances as follows:
  - for cash at an average of $0.07 per share          555,000     5,550       35,450        -            -          -      41,000
  - for prepaid expenses at $0.33 per share             50,000       500       16,000        -            -          -      16,500
  - for consulting services at an average of $0.20
    per share                                          839,122     8,391      158,761        -            -          -     167,152
  - for mineral property at $0.13 per share            715,996     7,160       82,470        -            -          -      89,630
  - for officers' compensation at an average of
    $0.24 per share                                    300,430     3,004       70,522        -            -          -      73,526
  - for debt,  investment and expenses at $0.30
    per share                                            9,210        92        2,671        -            -          -       2,763
  - for directors' compensation at an average of
    $0.25 per share                                     16,500       165        3,960        -            -          -       4,125
  - for rent at $0.25 per share                          1,000        10          240        -            -          -         250
  - for equipment at $0.30 per share                   600,000     6,000      174,000        -            -          -     180,000
Net loss for the year ended  September 30, 1999              -         -            -        -     (716,759)         -    (716,759)
Other comprehensive loss                                     -         -            -        -            -    (79,179)    (79,179)
                                                     ---------   -------   ----------   ------  -----------   --------    --------
Balance, September 30, 1999                          5,345,511   $53,454   $1,452,007   $2,659  $(1,523,040)  $ 37,901     $22,982
                                                     ---------   -------   ----------   ------  -----------   --------    --------
</TABLE>

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

                                       5
<PAGE>

<TABLE>
<CAPTION>

                                                          TREND MINING COMPANY
                                                     (An Exploration Stage Company)
                                         STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (continued)

                                                          Common
                                                           Stock                       Stock                  Other
                                                    -------------------   Additional  Options              Comprehensive
                                                      Number               Paid-in      and    Accumulated    Income
                                                    of Shares   Amount     Capital    Warrants   Deficit      (Loss)       Total
                                                    ---------  --------   ----------  -------- ------------ ----------- -----------
<S>                                                <C>        <C>       <C>         <C>        <C>           <C>        <C>
Balance, September 30, 1999                        5,345,511  $ 53,454  $1,452,007  $  2,659   $(1,523,040)  $ 37,901   $    22,982
Common stock and option issuances as follows:
  - for employee, officer and director
    compensation at an average of $0.61 per share    231,361     2,314     140,446    15,820             -          -       158,580
  - for officers' and directors' compensation at
    an average of $1.19 per share                     11,500       115      13,615         -             -          -        13,730
  - for services at an average of $0.47 per share    530,177     5,302     246,333         -             -          -       251,635
  - for mineral property at $0.89 per share        1,000,000     1,000      88,000         -             -          -        89,000
  - for investments at $0.33 per share               200,000     2,000      64,000         -             -          -        66,000
  - for cash at $0.08 per share                      456,247     4,562      28,969         -             -          -        33,531
  - for cash, options and warrants                   100,000    10,000       2,414    87,586             -          -       100,000
  - for incentive fees at $0.33 per share             65,285       653      20,891         -             -          -        21,544
  - for deferred mineral property acquisition
    costs at $0.13 per share                         129,938     1,299      14,943         -             -          -        16,242
  - for modification of stockholder agreement at
    $0.60 per share                                  200,000     2,000     118,000    30,000             -          -       150,000
  - for modification of stockholder agreement              -         -       4,262    10,379             -          -        14,641
  -from exercise of options at $0.12 per share     9,962,762    99,628   1,103,016   (37,524)            -          -     1,165,120
Cash received for the issuance of common stock
  warrants for 7,979,761 shares of stock                   -         -           -    10,000             -          -        10,000
Miscellaneous common stock adjustments                    (5)        -           -         -             -          -             -
Net loss for the year ended September 30, 2000             -         -           -         -    (2,186,541)         -    (2,186,541)
Other comprehensive income (loss)                          -         -           -         -             -    (38,314)      (38,314)
                                                  ----------  --------  ----------  --------   -----------   --------   -----------
Balance, September 30, 2000                       18,232,776  $182,327  $3,296,897  $118,920   $(3,709,581)  $   (413)  $  (111,850)
                                                  ----------  --------  ----------  --------   -----------   --------   -----------
</TABLE>


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


                                       6
<PAGE>

<TABLE>
<CAPTION>
                                                          TREND MINING COMPANY
                                                     (An Exploration Stage Company)
                                         STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (continued)

                                            Common                                  Bene-               Other
                                             Stock                       Stock      ficial              Compre-
                                      -------------------   Additional   Options    Conver    Accumu-   hensive
                                        Number               Paid-in     and        sions     lated     Income  Receiv-
                                      of Shares   Amount     Capital     Warrants   Rights    Deficit   (Loss)    able      Total
                                      ----------  --------  ----------  ----------  ------  ----------- -------  ------   ---------
<S>                                  <C>         <C>       <C>           <C>        <C>     <C>           <C>    <C>      <C>
Balance, September 30, 2000          18,232,776  $182,327  $3,296,897    $118,920      -    $(3,709,581)  $(413)      -   $(111,850)
Common stock and option
  issuances as follows:

 - for cash of $1.00 per share          192,000     1,920     190,080          -       -              -       -       -     192,000
 - for cash and consulting services
    from options for $0.39 per share     33,333       333      12,737      (3,070)     -              -       -       -      10,000
 - for services at a
    per share  average of $0.92          13,700       137      12,463          -       -              -       -       -      12,600
 - for officer and employee
    compensation at $1.13 per share       5,200        52       5,828          -       -              -       -       -       5,880
 - for payment of accrued officer's
    compensation at $1.35 per share      10,000       100      13,400          -       -              -       -       -      13,500
 - for consulting services at an
   average of $0.77 per share            45,461       455      34,247          -       -              -       -       -      34,702
 - for directors' compensation
    at $0.85  per share                  75,000       750      63,000          -       -              -       -       -      63,750
 - for modification of contract
    at $0.78 per share                    3,000        30       2,310          -       -              -       -       -       2,340
 - for interest payment on contract
    at an average of $0.80 per share     10,000       100       7,900          -       -              -       -       -       8,000
 - for mineral property expenses at
    $0.85 per share                       1,000        10         840          -       -              -       -       -         850
 - for debt at $1.00 per share          134,500     1,345     133,155          -       -              -       -       -     134,500
Options issued to officers,
 directors and employees for services         -         -           -     354,000      -              -       -       -     354,000
Warrants issued as follows:
    - for consulting services                 -         -           -     170,521      -              -       -       -     170,521
    - for loan agreements                     -         -           -     141,547      -              -       -       -     141,547
    - for extension of exercise
       period on outstanding warrant          -         -           -     608,058      -              -       -       -     608,058
Net loss for the year ended
   September 30, 2001                         -         -           -           -      -     (3,437,354)      -       -  (3,437,354)

Other comprehensive income                    -         -           -           -      -              -      413      -         413
                                      ----------  --------  ----------  ----------  ----    ------------  -------  ---- -----------
Balance, September 30, 2001           18,755,970  $187,559  $3,772,856  $1,389,976  $  -    $(7,146,935)  $    -   $  - $(1,796,543)
                                      ----------  --------  ----------  ----------  ----    ------------  -------  ---- -----------
</TABLE>


                                       7
<PAGE>


                              TREND MINING COMPANY
                         (An Exploration Stage Company)
             STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (continued)


<TABLE>
<CAPTION>
                                                        Common Stock
                                                  ------------------------
                                                                             Additional      Stock         Beneficial
                                                    Number                     Paid-in    Options and     Conversion
                                                  of Shares      Amount        Capital       Warrants       Rights
                                                  ----------   -----------   -----------   -----------    -----------
<S>                                               <C>          <C>           <C>           <C>            <C>
Balance, September 30, 2001                       18,755,970   $   187,559   $ 3,772,856   $ 1,389,976              -
Common stock issuances as follows: -
    - for cash at $0.10 per share                  2,500,000        25,000       225,000             -              -
    - for a note payable at $1.00 per share           25,000           250        24,750             -              -
    - for consulting fees payable at $0.55            12,536           126         6,769             -              -
      per share
    - for mineral properties at $0.70 per          1,100,000        11,000       759,000             -              -
      share
    - for services at an average of $0.49            112,500         1,125        53,625             -              -
      per share
    - for financing expense at an average
      of $0.44 per share                              82,429           824        35,369             -              -
Options issued to officers, directors and                  -             -             -        29,528              -
employees for services
Warrants issued as follows:                                -
    - for loan agreements                                  -             -             -        55,352              -
Expiration of stock options and warrants                   -             -        91,814       (91,814)             -
Interest expense forgiven by shareholders                  -             -        42,950             -              -
Net loss for the year ended September 30, 2002             -             -             -             -              -
                                                  ----------   -----------   -----------   -----------    -----------

Balance, September 30, 2002                       22,588,435       225,884     5,012,133     1,383,042              -
Common stock issuances as follows:
    - miscellaneous common stock adjustment           29,555           296             -             -              -
    - for cash at $0.10 per share                  5,500,000        55,000       495,000             -              -
    - for consulting services at an average        1,763,779        17,638       243,362             -              -
      of $0.15 per share
    - for loans payable at an average of             369,160         3,692        33,225             -              -
      $0.10 per share
    - for prior period services at an                245,000         2,450        30,550             -              -
      average of $.13 per share
    - for investments at $0.21 per share             450,000         4,500        88,668             -              -
    - to officers and directors for                1,423,156        14,231       129,025             -              -
      services at $.10 per share
    - penalty shares at $.26 per share               860,000         8,600       215,000             -              -
Change in market value of investments                      -             -             -             -              -
Net loss for the year ended September 30, 2003             -             -             -             -              -
                                                  ----------   -----------   -----------   -----------    -----------
Balance, September 30, 2003                       33,229,085   $   332,291   $ 6,246,963   $ 1,383,042    $         -
                                                  ----------   -----------   -----------   -----------    -----------

                                                                   Other
                                                  Accumulated   Comprehensive
                                                    Deficit     Income (Loss)   Receivable       Total
                                                  -----------    -----------    -----------   -----------
Balance, September 30, 2001                       $(7,146,935)  $          -   $          -   $(1,796,543)
Common stock issuances as follows: -
    - for cash at $0.10 per share                           -              -              -       250,000
    - for a note payable at $1.00 per share                 -              -              -        25,000
    - for consulting fees payable at $0.55                  -              -              -         6,895
      per share
    - for mineral properties at $0.70 per                   -              -              -       770,000
      share
    - for services at an average of $0.49                   -              -              -        54,750
      per share
    - for financing expense at an average
      of $0.44 per share                                    -              -              -        36,193
Options issued to officers, directors and                   -              -              -        29,528
employees for services
Warrants issued as follows:
    - for loan agreements                                   -              -              -        55,352
Expiration of stock options and warrants                    -              -              -             -
Interest expense forgiven by shareholders                   -              -              -        42,950
Net loss for the year ended September 30, 2002     (1,168,171)             -              -    (1,168,171)
                                                  -----------    -----------    -----------   -----------

Balance, September 30, 2002                        (8,315,106)             -              -    (1,694,046)
Common stock issuances as follows:
    - miscellaneous common stock adjustment                 -              -              -           296
    - for cash at $0.10 per share                           -              -              -       550,000
    - for consulting services at an average                 -              -              -       261,000
      of $0.15 per share
    - for loans payable at an average of                    -              -              -        36,917
      $0.10 per share
    - for prior period services at an                       -              -              -        33,000
      average of $.13 per share
    - for investments at $0.21 per share                    -              -              -        93,168
    - to officers and directors for                         -              -              -       143,256
      services at $.10 per share
    - penalty shares at $.26 per share                      -              -              -       223,600
Change in market value of investments                       -          1,800              -         1,800
Net loss for the year ended September 30, 2003       (966,958)             -              -      (966,958)
                                                  -----------    -----------    -----------   -----------
Balance, September 30, 2003                       $(9,282,064)   $     1,800    $         -   $(1,317,968)
                                                  -----------    -----------    -----------   -----------
</TABLE>


                                       8
<PAGE>

                              TREND MINING COMPANY
                         (An Exploration Stage Company)
             STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) (continued)

<TABLE>
<CAPTION>

                                                        Common Stock
                                                  ------------------------
                                                                                Additional       Stock        Beneficial
                                                     Number                      Paid-in      Options and     Conversion
                                                   of Shares       Amount        Capital        Warrants         Rights
                                                 ------------   ------------   ------------   ------------    -----------
<S>                                                <C>          <C>            <C>            <C>             <C>
Balance, September 30, 2003                        33,229,085   $    332,291   $  6,246,963   $  1,383,042    $         -

Common stock issuances as follows:
    - for cash at $0.20 per share                   1,675,000         16,750        318,250              -              -
    - for consulting services at an average           162,500          1,625         54,800              -              -
      of $0.35 per share
    - for accounts payable at an average of           626,130          6,261        144,584              -              -
      $.24 per share
    - for investments at $0.20 per share              125,000          1,250         23,750              -              -
    - to officers and directors for                   150,000          1,500         16,500              -              -
      services at $.12 per share
Expired options & warrants                                  -              -        503,774       (503,774)             -
Options issued to officers and directors                    -              -              -         95,000              -
for services
Gain on sale of internal securities                   210,194        210,194              -              -              -
Change in market value of investments                       -              -              -              -              -
Net loss for the year ended September 30, 2004              -              -              -              -              -
                                                 ------------   ------------   ------------   ------------    -----------
Balance, September 30, 2004                        35,967,715   $    359,677   $  7,518,815   $    974,268    $         -
                                                 ------------   ------------   ------------   ------------    -----------
</TABLE>



<TABLE>
<CAPTION>
                                                                    Other
                                                  Accumulated   Comprehensive
                                                     Deficit     Income (Loss)     Receivable       Total
                                                 -------------    ------------    -----------   ------------
<S>                                               <C>             <C>             <C>           <C>
Balance, September 30, 2003                       $ (9,282,064)   $      1,800    $         -   $ (1,317,968)

Common stock issuances as follows:
    - for cash at $0.20 per share                            -               -              -        335,000
    - for consulting services at an average                  -               -              -         56,425
      of $0.35 per share
    - for accounts payable at an average of                  -               -              -        150,845
      $.24 per share
    - for investments at $0.20 per share                     -               -              -         25,000
    - to officers and directors for                          -               -              -         18,000
      services at $.12 per share
Expired options & warrants                                   -               -              -              -
Options issued to officers and directors                     -               -              -         95,000
for services
Gain on sale of internal securities                          -               -              -              -
Change in market value of investments                        -          (1,800)             -         (1,800)
Net loss for the year ended September 30, 2004        (992,688)              -              -       (992,688)
                                                 -------------    ------------    -----------   ------------
Balance, September 30, 2004                       $(10,274,752)   $          -    $         -   $ (1,421,992)
                                                 -------------    ------------    -----------   ------------
</TABLE>


                                       9
<PAGE>


<TABLE>
<CAPTION>
                                                        Common Stock
                                                  ------------------------
                                                                                Additional       Stock           Beneficial
                                                      Number                     Paid-in      Options and        Conversion
                                                     of Shares      Amount       Capital        Warrants           Rights
                                                    ----------   -----------    -----------    ------------      -----------
<S>                                                 <C>          <C>            <C>            <C>               <C>
Balance, September 30, 2004                         35,967,715   $    359,677   $  7,518,815   $    974,268      $        -
Common stock issuances as follows:
    -for services at an average of $.23 per            199,585          1,996         44,591              -               -
      share
    -for financing expense at $0.345 per               210,000          2,100         70,350              -               -
      share
    -for financing expense at an average of             66,000            660         15,500              -               -
      $.24 per share
    -to officers and directors for services            634,518          6,345        139,655              -               -
      at $.23 per share
    -for convertible debt and interest                 295,482          2,955         55,669              -               -
Convertible debt issuance
    -class A warrants at $.15 per share                      -              -              -         51,577               -
    -class B warrants at $.10 per share                      -              -              -         42,248               -
    -beneficial conversion rights at $.19                    -              -              -              -          77,158
      per share
 Cancellation of warrants and beneficial                     -              -        170,983        (93,825)        (77,158)
conversion rights
 Options issued to officers and directors                    -              -              -        143,840               -
 Expiration of warrants                                      -              -         10,137        (10,137)              -
 Convertible debt issuance                                   -              -              -              -               -
     -class A warrants at an average of                      -              -              -        386,275               -
    $.15 per share
     -class B warrants at an average of                      -              -              -        183,136               -
    $.08 per share
     -beneficial conversion rights at $.19                   -              -              -        306,587               -
    per share
 Convertible debt issuance                                   -              -              -              -               -
     -class A warrants at an average of                      -              -              -         66,990               -
    $.10 per share
     -class B warrants at an average of                      -              -              -         18,275               -
    $.02 per share
     -beneficial conversion rights at $.25                   -              -              -              -         128,333
    per share
 Net loss for the year ended September 30, 2005              -              -              -              -               -
                                                    ----------   -----------    -----------    ------------      -----------
 Balance, September 30, 2005                        37,373,300        373,733      8,025,700    $ 1,762,647         434,920
                                                    ----------   -----------    -----------    ------------      -----------
</TABLE>

<TABLE>
<CAPTION>


                                                                    Other
                                                  Accumulated    Comprehensive
                                                    Deficit      Income (Loss)  Receivable       Total
                                                  ------------    -----------   -----------  ------------
<S>                                               <C>             <C>           <C>          <C>
Balance, September 30, 2004                       $(10,274,752)   $      -      $       -    $ (1,421,992)
Common stock issuances as follows:
    -for services at an average of $.23 per                  -           -              -          46,587
      share
    -for financing expense at $0.345 per                     -           -              -          72,450
      share
    -for financing expense at an average of                  -           -              -          16,160
      $.24 per share
    -to officers and directors for services                  -           -              -         146,000
      at $.23 per share
    -for convertible debt and interest                       -           -              -          58,624
Convertible debt issuance
    -class A warrants at $.15 per share                      -           -              -          51,577
    -class B warrants at $.10 per share                      -           -              -          42,248
    -beneficial conversion rights at $.19                    -           -              -          77,158
      per share
 Cancellation of warrants and beneficial                     -           -              -               -
conversion rights
 Options issued to officers and directors                    -           -              -         143,840
 Expiration of warrants                                      -           -              -               -
 Convertible debt issuance                                   -                          -               -
     -class A warrants at an average of                      -           -              -         386,275
    $.15 per share
     -class B warrants at an average of                      -           -              -         183,136
    $.08 per share
     -beneficial conversion rights at $.19                   -                          -         306,587
    per share
 Convertible debt issuance                                   -           -              -               -
     -class A warrants at an average of                      -           -              -          66,990
    $.10 per share
     -class B warrants at an average of                      -           -              -          18,275
    $.02 per share
     -beneficial conversion rights at $.25                   -           -              -         128,333
    per share
 Net loss for the year ended September 30, 2005     (2,180,851)          -              -      (2,180,851)
                                                  ------------    -----------   -----------  ------------
 Balance, September 30, 2005                      $(12,455,603)          -              -    $ (1,858,603)
                                                  ------------    -----------   -----------  ------------
</TABLE>

                                       10
<PAGE>

<TABLE>
<CAPTION>
                                                                     Common Stock
                                                               ------------------------
                                                                                             Additional       Stock
                                                                Number                         Paid-in     Options and
                                                              of Shares        Amount          Capital       Warrants
                                                              ----------     -----------     -----------    -----------
<S>                                                           <C>                <C>           <C>          <C>
Balance, September 30, 2005                                   37,373,300         373,733       8,025,700    $  1,762,647
Common stock issued for convertible debt & interest              562,505           5,625          80,305               -


Common stock issued for cash at $0.10 per share                1,500,000          15,000         135,000               -
Common stock issued to officers & directors                      600,000           6,000          84,000               -
    for services at $0.15 per share
Common stock issued for services                                   7,912              79           1,721               -
Net loss for the period ended December 31, 2005
                                                              ----------     -----------     -----------    -----------
Balance, December 31, 2005                                    40,043,717         400,437       8,326,726    $  1,762,647
                                                              ----------     -----------     -----------    -----------
Common stock issued for convertible debt & interest              437,940           4,379          46,480               -
Common stock issued for financing fees @ $0.10  per share        150,000           1,500          13,500               -
Common stock issued for exploration response                      20,000             200           3,400               -
Common stock cancelled for convertible                          (435,603)         (4,356)        (78,423)              -
    debt and interest
Net loss for the period ended March, 31, 2006                          -               -               -               -
                                                              ----------     -----------     -----------    -----------
Balance, March 31, 2006                                       40,216,054         402,160       8,311,683    $  1,762,647
                                                              ----------     -----------     -----------    -----------
</TABLE>


<TABLE>
<CAPTION>


                                                            Beneficial                      Other
                                                           Conversion   Accumulated     Comprehensive
                                                              Rights       Deficit       Income (Loss)   Receivable       Total
                                                           -----------   -----------      -----------    -----------  ------------
<S>                                                            <C>       <C>              <C>            <C>          <C>
Balance, September 30, 2005                                    434,920   $(12,455,603)              -              -  $ (1,858,603)
Common stock issued for convertible debt & interest                  -              -               -              -        85,930


Common stock issued for cash at $0.10 per share                      -              -               -              -       150,000
Common stock issued to officers & directors                          -              -               -              -        90,000
    for services at $0.15 per share
Common stock issued for services                                     -              -               -              -         1,800
Net loss for the period ended December 31, 2005                              (498,904)              -              -      (498,904)
                                                           -----------   ------------     -----------    -----------  ------------
Balance, December 31, 2005                                     434,920   $(12,954,507)              -              -  $ (2,029,777)
                                                           -----------   ------------     -----------    -----------  ------------
Common stock issued for convertible debt & interest                  -              -               -              -        50,859
Common stock issued for financing fees @ $0.10  per share            -              -               -              -        15,000
Common stock issued for exploration response                         -              -               -              -         3,600
Common stock cancelled for convertible                               -              -               -              -       (82,779)
    debt and interest
Net loss for the period ended March, 31, 2006                        -       (499,284)              -              -      (499,284)
                                                           -----------   ------------     -----------    -----------  ------------
Balance, March 31, 2006                                        434,920   $(13,453,791)    $         -              -  $ (2,542,381)
                                                           -----------   ------------     -----------    -----------  ------------
</TABLE>

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



                                       11
<PAGE>

                              TREND MINING COMPANY
                         (An Exploration Stage Company)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                                              Period from
                                                                                                            October 1, 1996
                                                                                                             (Inception of
                                                                                Six Months     Six Months  Exploration Stage)
                                                                                  Ended          Ended             to
                                                                                 March 31       March 31        March 31
                                                                                   2006           2005            2006
                                                                               (unaudited)    (unaudited)      (unaudited)
                                                                              ------------    ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                           <C>             <C>             <C>
   Net gain (loss)                                                            $   (998,188)   $   (720,738)   $(12,895,287)
Adjustments to reconcile net loss to net cash used by operating activities:
        Depreciation                                                                 1,409           1,993          56,913
        Amortization of debt discount                                              216,954         293,627               -
        Gain on forgiveness of debt                                                (48,000)              -               -
        Loss (Gain) on investment sales                                                  -               -          68,969
        Gain on sales of internal securities                                             -               -               -
        Loss (Gain) on disposition and impairment of assets                              -               -         183,391
        Gain on sale of mineral property claims for securities                           -               -            (500)
        Gain on sale of mining interest                                                  -               -         (69,805)
        Gain on trade-in of property and equipment                                       -               -          (7,872)
        Gain on settlement of vendor account                                             -               -               -
        Interest expense forgiven by related parties                                     -               -               -
        Common stock issued for services and expenses                               20,400          19,810       1,285,571
        Common stock issued for payables and accrued expenses                            -           3,800         219,656
        Common stock and options issued as compensation                             90,000               -       1,211,215
        Stock options and warrants issued for financing activities                       -               -         822,257
        Common stock issued for investments                                              -               -          93,168
        Common stock and warrants issued to acquire mineral
        property options                                                                 -               -       1,114,873
        Common stock issued for interest payments                                  (14,681)              -           2,479
        Warrants issued for consulting fees                                              -               -         170,521
        Common stock issued for incentive fees                                           -               -          21,544
        Investment traded for services                                                   -               -          45,939
   Changes in assets and liabilities:
        Prepaid expenses & inventory                                                 4,091           2,948          (5,598)
        Accounts receivable                                                      1,102,003               -               -
        Accounts payable                                                          (256,399)       (153,806)        176,041
        Accounts payable - checks in excess of bank balance                              -               -                7
        Accounts payable - related party                                                 -               -               -
        Accrued expenses                                                           (11,856)         (2,900)         (9,959)
        Reclamation bond                                                             5,500               -               -
        Interest payable                                                            45,850          70,507         229,578
        Interest payable - convertible debt                                         96,398               -               -
                                                                              ------------    ------------    ------------
   Net cash used by operating activities                                           253,481        (484,759)     (7,286,899)
                                                                              ------------    ------------    ------------
CASH FLOWS FROM INVESTING ACTIVITIES:

        Proceeds from sale of equipment                                                  -               -          37,626
        Purchase of fixed assets                                                      (807)         (2,513)        (10,830)
        Proceeds from sales of mineral property                                          -               -         223,000
        Proceeds from investments sold                                                   -               -         183,161
                                                                              ------------    ------------    ------------
   Net cash provided by investing activities                                          (807)         (2,513)        432,957
                                                                              ------------    ------------    ------------
</TABLE>


                                       12
<PAGE>

<TABLE>
<CAPTION>
                                                                                                     Period from
                                                                                                    October 1, 1996
                                                                                                    (Inception of
                                                                       Six Months     Six Months  Exploration Stage)
                                                                        Ended          Ended              to
                                                                      March 31        March 31         March 31
                                                                        2006            2005             2006
                                                                     (unaudited)    (unaudited)      (unaudited)
                                                                     -----------    -----------      -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
<S>                                                                  <C>            <C>                <C>
        Payments on notes payable and short-term borrowings             (360,000)             -         (734,556)
        Payments on convertible debt                                           -              -                -
        Proceeds from internal securities sale                                 -              -          210,194
        Sale of warrants for common stock                                      -              -           10,000
        Proceeds from short-term borrowings                                    -      1,245,412                -
        Sale of common stock, subscriptions                                    -              -                -
        and exercise of options                                          150,000              -        2,843,151
        Issuance of penalty shares                                             -              -          223,600
                                                                     -----------    -----------      -----------
        Net cash provided by financing activities                       (210,000)     1,245,412        2,552,389
                                                                     -----------    -----------      -----------
NET INCREASE IN CASH                                                      42,675        758,140       (4,301,551)
CASH, BEGINNING OF PERIOD                                                 64,391          8,313                -
                                                                     -----------    -----------      -----------
CASH, END OF PERIOD                                                  $   107,065    $   766,453      $(4,301,552)
                                                                     ===========    ===========      ===========
SUPPLEMENTAL CASH FLOW INFORMATION:
   Interest paid                                                     $         -    $                $         -
   Income taxes paid                                                 $         -    $                $         -
NON-CASH FINANCING AND INVESTING ACTIVITIES:
   Common stock and warrants issued to acquire mineral properties    $         -    $         -      $   344,873
   Common stock issued to acquire mineral property                   $         -    $         -      $   845,000
   Common stock issued for acquisition of mining equipment           $         -    $         -      $   180,000
   Common stock issued for services and expenses                     $    20,400    $    19,810      $ 1,265,171
   Common stock issued for investment                                $         -    $         -      $   185,168
   Common stock issued for payables and accrued expenses             $         -    $     3,800      $   219,657
   Common stock issued for incentive fees                            $         -    $         -      $    21,544
   Common stock and options issued as compensation                   $    90,000    $         -      $ 1,121,215
   Common stock and options issued for payment of convertible debt   $   136,789    $         -      $   178,253
   Common stock issued for payment of interest                       $    14,681    $         -      $    31,841
   Common stock cancelled for convertible debt                       $   (82,779)   $         -      $   (82,779)
   Stock options and warrants issued for financing activities        $         -    $    93,825      $   822,257
   Beneficial conversion rights on convertible debt                  $         -    $    77,158      $   434,920
   Warrants issued for consulting fees                               $         -    $         -      $   170,521
   Deferred acquisition costs on mining property                     $         -    $         -      $    46,242
   Purchase of equipment with financing agreement                    $         -    $         -      $    21,814
   Investments received for mineral property                         $         -    $         -      $     5,500
   Investments traded for services                                   $         -    $         -      $    45,939
   Equipment for loans payable                                       $         -    $         -      $     4,500
   Warrants issued with convertible debt                             $         -    $         -      $         -
</TABLE>


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

                                       13
<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Trend Mining Company  (formerly  Silver Trend Mining  Company) ("the Company" or
"Trend")  was  incorporated  on September 7, 1968 under the laws of the State of
Montana  for  the  purpose  of  acquiring,   exploring  and  developing   mining
properties.  From 1984 to late 1996, the Company was dormant.  In November 1998,
the Company changed its focus to exploration for platinum and palladium  related
metals primarily in the United States.  In February of 1999, the Company changed
its name to Trend Mining Company to better reflect the Company's change of focus
and  diversification  into platinum group metals.  In 2004, the Company  further
diversified  into uranium  properties  although  actual  exploration has not yet
commenced.  The  Company  conducts  operations  primarily  from its  offices  in
Littleton, Colorado. The Company has a September 30 fiscal year-end.

On March 28, 2001, the Company reincorporated in Delaware.  This reincorporation
represented a change of corporate domicile and had no accounting  impact.  Under
its amended  certificate of incorporation,  Trend has authorized the issuance of
100,000,000  shares  of  common  stock  with a par  value of $0.01 per share and
20,000,000 shares of authorized  preferred stock with a par value of $0.01, with
rights and preferences to be determined by the Company's board of directors. One
share of Series A preferred stock was created and issued to Mr. Thomas S. Kaplan
which  required the holder's  approval  for all stock and equity  issuances.  In
October 2002, this preferred share was cancelled. See Note 4.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This  summary of  significant  accounting  policies  is  presented  to assist in
understanding the Company's financial  statements.  The financial statements and
notes rely on the integrity and objectivity of the Company's  management.  These
accounting policies conform to accounting  principles  generally accepted in the
United States of America and have been  consistently  applied in the preparation
of the financial statements.


Accounting Method
-----------------

The Company's  financial  statements  are prepared  using the accrual  method of
accounting.

Basic and Diluted Loss per Share
--------------------------------

Basic and diluted  loss per share are  computed by dividing  the net loss by the
weighted  average number of shares  outstanding  during the year or period.  The
weighted  average  number of shares is calculated by taking the number of shares
outstanding and weighting them by the length of time that they were outstanding.


Outstanding  options and warrants and convertible debt representing an aggregate
potential  conversion into 22,938,178 and 10,068,174  shares of common stock, as
of  March  31,  2006  and  2005,  respectively,  have  been  excluded  from  the
calculation of diluted loss per share as they would be antidilutive.


Accounting for  Convertible  Notes and  Securities  with  Beneficial  Conversion
--------------------------------------------------------------------------------
Features
--------

Following  guidance  provided by EITF  00-27,  the  Company  allocates  proceeds
received from convertible  notes and/or securities first to warrants granted the
note holders.  The value of the warrants and the beneficial  conversion  feature
are  recorded  on the  balance  sheet as a debt  discount  and as an increase to
shareholders equity. The discounts are amortized over the life of the loans.

Cash and Cash Equivalents
-------------------------

For  purposes  of its  statement  of  cash  flows,  the  Company  considers  all
short-term debt securities  purchased with a maturity of three months or less to
be cash equivalents.


                                       14
<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Compensated Absences
--------------------

The  Company's  employees  are  entitled  to paid  vacation,  paid sick days and
personal days off depending on job  classification,  length of service and other
factors.  The  Company  estimates  that the  amount of  compensation  for future
absences is minimal  and  immaterial  for the  periods  ended March 31, 2006 and
2005. Accordingly, no liability has been recorded in the financial statements.


Comprehensive Income (Loss)
---------------------------

The Company reports  comprehensive income (loss) in accordance with Statement of
Financial  Accounting  Standards  No.  130,  "Reporting  Comprehensive  Income."
Amounts  are  reported  net of tax and  include  unrealized  gains or  losses on
available for sale securities.


Derivative Instruments
----------------------

The  Financial   Accounting   Standards  Board  issued  Statement  of  Financial
Accounting  Standards  (hereinafter  "SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities," as amended by SFAS No. 137, "Accounting for
Derivative  Instruments and Hedging  Activities - Deferral of the Effective Date
of SFAS  No.  133,"  and  SFAS  No.  138,  "Accounting  for  Certain  Derivative
Instruments and Certain Hedging  Activities," which is effective for the Company
as of  January 1, 2001.  These  standards  establish  accounting  and  reporting
standards for derivative  instruments,  including certain derivative instruments
embedded in other  contracts  and for hedging  activities.  They require that an
entity  recognize all derivatives as either assets or liabilities in the balance
sheet and measure those  instruments  at fair value.  If certain  conditions are
met, a derivative may be  specifically  designated as a hedge,  the objective of
which  is to  match  the  timing  of  gain or loss  recognition  on the  hedging
derivative  with the  recognition  of (i) the  changes  in the fair value of the
hedged asset or liability that are  attributable  to the hedged risk or (ii) the
earnings  effect of the hedged  forecasted  transaction.  For a  derivative  not
designated as a hedging instrument,  the gain or loss is recognized in income in
the period of change.


Historically,  the Company has not entered  into  derivative  contracts to hedge
existing risks or for speculative  purposes.  During the periods ended March 31,
2006 and 2005,  the Company has not  engaged in any  transactions  that would be
considered derivative instruments or hedging activities.


Estimates
---------

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States of America 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.


Employee and Non-Employee Stock Compensation
--------------------------------------------

The Company  values common stock issued  without  restrictions  to employees and
non-employees for services, property and investments at the fair market value of
the common  stock,  which is the  closing  price of Company  stock on the day of
issuance.  If no trading  occurred on a date of  issuance,  then the fair market
value used is the lower of the closing  prices on the first  previous day or the
first  following  day on which the Company's  stock was traded.  The Company may
issue common stock with restrictions in these circumstances and, if it does, may
issue such shares at a  reasonable  discount to fair market  value.  These stock
issuances  are accounted  for in the  statement of  stockholders'  equity and as
expenses,  if the stock was issued for  services or  exploration  costs,  and as
assets, if the stock was issued for investments or real property.

                                       15
<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Exploration Costs
-----------------

In accordance with accounting principles generally accepted in the United States
of America,  the Company  expenses  exploration  costs as incurred.  Exploration
costs expensed during the periods ended March 31, 2006 and 2005 were $30,640 and
$80,880,  respectively.  As of March  31,  2006,  cumulative  exploration  costs
expensed during the Company's exploration stage totaled $3,135,746.

Exploration Stage Activities
----------------------------

The Company has been in the  exploration  stage since October 1, 1996,  when the
Company emerged from a period of dormancy,  and has no revenues from operations.
The Company is primarily  engaged in the  acquisition and exploration of mineral
properties. Should the Company locate a commercially viable reserve, the Company
would  expect  to  actively  prepare  the site  for  extraction.  The  Company's
accumulated deficit prior to the exploration stage was $558,504.


Fair Value of Financial Instruments
-----------------------------------

The  Company's  financial  instruments  as defined  by  Statement  of  Financial
Accounting  Standards  No.  107,  "Disclosures  about  Fair  Value of  Financial
Instruments,"  include  cash,   investment  in  securities   available-for-sale,
accounts payable and accrued expenses and short-term borrowings. All instruments
other than the investment in securities  available-for-sale are accounted for on
a historical  cost basis,  which,  due to the short maturity of these  financial
instruments,  approximates fair value at March 31, 2006 and 2005.  Investment in
securities  available-for-sale  is  recorded at fair value at March 31, 2006 and
2005.


Going Concern
-------------

As shown in the  accompanying  financial  statements,  at March  31,  2006,  the
Company has limited cash, negative working capital, no revenues,  incurred a net
loss of $998,188 for the period ended, and has an exploration  stage accumulated
deficit of $12,895,287. These factors indicate that the Company may be unable to
continue  in  existence  in the absence of  receiving  additional  funding.  The
financial   statements   do  not   include  any   adjustments   related  to  the
recoverability  and  classification  of  recorded  assets,  or the  amounts  and
classification  of liabilities  that might be necessary in the event the Company
cannot continue in existence.


The  Company  estimates  that  approximately  $1,400,000  is  required  to  fund
operations of the Company for the next 12 months  assuming  minimal  exploration
activities.  The Company's  management believes that it will be able to generate
sufficient cash from public or private debt or equity financing in order for the
Company to continue to operate based on current expense projections.


Impaired Asset Policy
---------------------

The Company  adopted  Financial  Accounting  Standards  Board Statement No. 144,
"Accounting for Impairment or Disposal of Long-Lived  Assets." In complying with
these  standards,  the  Company  reviews  its  long-lived  assets  quarterly  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
whenever  events or changes in  circumstances  indicate that an asset may not be
recoverable.

The amount of loss, if any, is measured by the amount that the carrying value of
the  long-lived  asset exceeds its fair value in  accordance  with SFAS No. 144.
Properties  are acquired and recorded at fair values  negotiated in arm's length
transactions.  The Company  expenses  the  exploration  and  maintenance  of its
properties and claims.  If results of  exploration  warrant an assessment of the
carrying value of a mineral  property's  acquisition cost, or if the Company has
an indication  that a property's  recorded  fair value has declined,  such costs
will be reviewed and the related impairment,  if any, will be recognized at that
time.

                                       16
<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Investment Policies
-------------------

The  Company  uses the  average  cost  method to  determine  the gain or loss on
investment securities held as available-for-sale based upon the accumulated cost
basis of specific investment accounts.


Mineral Properties
------------------

The Company  capitalizes only amounts paid in cash or stock as consideration for
the  acquisition  of real  property.  See Note 3.  Properties  are  acquired and
recorded at fair values negotiated in arm's length transactions.  Costs and fees
paid to locate and maintain mining claims, to acquire options to purchase claims
or properties,  and to maintain the mineral  rights and leases,  are expensed as
incurred.


Mineral  properties  are  periodically  assessed for impairment of value and any
diminution in value is charged to operations at the time of impairment. Should a
property  be  abandoned,  its  unamortized  capitalized  costs  are  charged  to
operations.   The  Company  charges  to  operations  the  allocable  portion  of
capitalized  costs  attributable  to  properties  sold.  Capitalized  costs  are
allocated  to  properties  abandoned or sold based on the  proportion  of claims
abandoned or sold to the claims remaining within the project area.


Option and Warrant Fair Value Calculations
------------------------------------------

The Company  utilizes the  Black-Scholes  valuation  model to calculate the fair
value of options and warrants  issued for financing,  acquisition,  compensation
and payment for services.  The parameters used in such valuations include a risk
free rate of 5%, the  assumption  that no dividends are paid,  exercise  periods
ranging  from 1 week to 3  years,  depending  upon the  terms of the  instrument
issued, and a volatility ranging from 78%-91% which is calculated annually based
on estimates of expected  volatility,  in accordance with Statement of Financial
Accounting Standards No. 123. See Note 5.

Recent Accounting Pronouncements
--------------------------------

In May 2005,  the  Financial  Accounting  Standards  Board  issued  Statement of
Financial   Accounting   Standards  No.  154,   "Accounting  Changes  and  Error
Corrections,"  (hereinafter "SFAS No. 154") which replaces Accounting Principles
Board  Opinion  No.  20,  "Accounting  Changes",  and  SFAS  No.  3,  "Reporting
Accounting Changes in Interim Financial Statements - An Amendment of APB Opinion
No. 28". SFAS No. 154 provides  guidance on accounting for and reporting changes
in  accounting  principle  and error  corrections.  SFAS No. 154  requires  that
changes in  accounting  principle  be applied  retrospectively  to prior  period
financial  statements and is effective for fiscal years beginning after December
15, 2005.  Management  does not expect SFAS No. 154 to have a material impact on
the Company's financial position, results of operations, or cash flows.

In December 2004, the Financial  Accounting Standards Board issued a revision to
Statement of Financial Accounting Standards No. 123 (revised 2004), "Share-Based
Payments"  (hereinafter  "SFAS No.  123  (R)").  This  statement  replaces  FASB
Statement No. 123, "Accounting for Stock-Based Compensation", and supersedes APB
Opinion No. 25,  "Accounting  for Stock Issued to  Employees".  SFAS No. 123 (R)
establishes standards for the accounting for share-based payment transactions in
which an entity exchanges its equity instruments for goods or services.  It also
addresses  transactions  in which an entity incurs  liabilities  in exchange for
goods or  services  that are  based on the  fair  value of the  entity's  equity
instruments or that may be settled by the issuance of those equity  instruments.
This  statement  covers a wide range of  share-based  compensation  arrangements
including share options, restricted share plans,  performance-based award, share
appreciation rights and employee share purchase plans. SFAS No. 123 (R) requires
a public  entity to measure the cost of employee  services  received in exchange
for an award of equity  instruments  based on the fair value of the award on the
grant  date ( with  limited  exceptions).  That cost will be  recognized  in the
entity's  financial  statements  over the period  during  which the  employee is
required to provide  services in exchange for the award.  The Company  currently
reports  stock  issued to employees  under the rules of SFAS No. 123.  Therefore
management  expects no  material  impact to its  financial  statements  from the
adoption of this statement.

                                       17
<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Provision for Taxes
-------------------

Income taxes are provided based upon the liability method of accounting pursuant
to Statement of Financial  Accounting  Standards No. 109, "Accounting for Income
Taxes" (hereinafter "SFAS No. 109"). Under this approach,  deferred income taxes
arise from temporary differences between the tax bases of assets and liabilities
and their financial reporting amounts at each year-end,  and the expected future
benefits   of  net   operating   loss   carryforwards,   tax  credit  and  other
carryforwards.  A valuation allowance is recorded against deferred tax assets if
management  does not  believe  the  Company  has met the "more  likely than not"
standard imposed by SFAS No. 109 to allow recognition of such an asset.


At March 31, 2006,  the Company had net deferred  tax assets,  calculated  at an
expected  rate  of  34% of  approximately  $2,612,382  (net  of a  deferred  tax
liability of approximately  $1,000)  principally arising from net operating loss
carryforwards  for income tax  purposes.  As  management  of the Company  cannot
determine  that it is more  likely than not that the  Company  will  realize the
benefit of the net deferred tax asset,  a valuation  allowance  equal to the net
deferred tax asset has been established at March 31, 2006.

The tax effects of significant  temporary  differences and  carryforwards  which
give rise to the Company's  deferred tax assets and  liabilities at December 31,
2005 and 2004, are as follows:

                                   March 31, 2006  September 30, 2005
                                     -----------       -----------
Deferred Tax Assets:
   Net operating loss carryforward   $ 2,524,000       $ 2,304,000
   Other                                  88,000            67,000
                                     -----------       -----------
                                       2,612,000         2,371,000
                                     -----------       -----------

Deferred Tax Liabilities                  (1,000)          (24,000)
                                     -----------       -----------

Valuation Allowance:
   Beginning of year                  (2,347,000)       (1,681,000)
   (Increase) decrease                  (264,000)         (666,000)
                                     -----------       -----------
   End of year                        (2,611,000)       (2,347,000)
                                     -----------       -----------

Net Deferred Tax Assets              $        --       $        --
                                     ===========       ===========

The Company's  deferred tax benefits result  primarily from net operating losses
for which there were no currently  refundable  federal  taxes.  March 31, 2006,
the Company has federal net operating loss  carryforwards of approximately
$7,769,000 which, if not utilized, will expire in the years 2009 through 2025.

Reclassification
----------------

Certain  amounts  from prior  periods have been  reclassified  to conform to the
current period presentation. This reclassification has resulted in no changes to
the Company's accumulated deficit or net losses presented.

NOTE 3 -  MINERAL PROPERTIES

The following  describes the Company's  significant  mineral properties at March
31, 2006:

                                       18
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Andacollo Mine, Chile
---------------------

During the fourth  quarter of fiscal 2005,  Trend entered into  negotiations  to
purchase 100% of Compania Minera Dayton ("CMD"), a Chilean corporation that owns
and operated the Andacollo  Mine in Chile.  On September 20, 2005,  Trend bought
30% of the corporation's shares (and effectively 30% of the aforementioned mine)
while a separate  group of investors  purchased  the  remaining  70% on the same
date.

The Company paid an initial  $900,000 in cash for the  acquisition.  The Company
also paid out additional  related  expenses for which it was to be repaid 70% by
the  other  investors.  Before  the end of the year,  the  investor  group  then
initiated an offer to buy Trend's 30% stake in exchange for cash of  $1,122,975,
a 1% net smelter returns royalty,  and a 30% back-in right excercisable  through
April 1, 2006. At September 30, 2005 the cash portion of the purchase  price had
not been received by the Company.  As a result of this transaction,  the Company
recognized  a gain of $69,804.  During the period  ended  December  31, 2005 the
Company  received  $1,000,000 on October 6, 2005 and the  remaining  $122,975 on
December 9, 2005.

The final  operating  permits  were  obtained on December 27, 2005 for the mine,
which is expected to be fully  operational by the second quarter of 2006,  after
which time Trend is  contractually  entitled to receive 1% of gold revenues from
the mine in monthly installments.

Diabase Peninsula, Cree Lake Area, Saskatchewan, Canada
-------------------------------------------------------

On September  15,  2004,  the Company  announced  that it had  diversified  into
uranium exploration with the staking of a mining claim comprising  approximately
940  hectares   (approximately  4  square  miles)  in  the  Athabasca  Basin  of
Saskatchewan.

The Company  announced  in October 2004 that it had signed an option to purchase
an additional  mining claim at Cree Lake which covers  approximately  6.5 square
miles. The new land position is located  immediately  adjacent to, and southwest
of, Trend's  existing Cree Lake project at Diabase  Peninsula and is referred to
herein as the Diabase Peninsula Lease.

Terms of the option  require  Trend to maintain the claim group in good standing
by  performing a minimum of  approximately  CDN $20,172  worth of field work per
year. In addition,  there are property payments  totaling CDN $15,000,  $20,000,
and  $30,000,  respectively,  in each of the  first  three  years.  Two of these
payments  have  been  made and the  third is due in  September  2006.  Trend may
exercise its right to purchase the claims for CDN $1 million any time during the
first eight years of the option, at which time the property remains subject to a
3% gross royalty on any and all minerals produced.

Subsequent to the acquisition of the Diabase  Peninsula Lease,  Trend staked one
more claim on the southwestern edge of the lease for an additional 1603 hectares
(6.2  square  miles),  such that the  aggregate  area of  uranium  claims in the
Athabasca Basin totals 4224 hectares (16.2 square miles).


In  December  2004,  Trend  announced  that  it and  Nuinsco  Resources  Limited
("Nuinsco")  signed a Letter  of Intent to form a 50-50  joint  venture  to own,
operate and explore the three Cree Lake/Diabase  Peninsula claims. The agreement
provides that Nuinsco, at its expense, will immediately undertake an exploration
program  consisting  of  geophysical  surveys  and  geochemical  sampling  to be
followed by  drilling.  A definitive  joint  venture  agreement  was executed on
September 29, 2005,  under terms of which Nuinsco must maintain all three claims
in good  standing  and must spend CDN $2 million by December of 2007 in order to
earn its 50% share of the joint venture. Additionally, Nuinsco will grant to the
Company 250,000 freely trading shares of Nuinsco common stock. At March 31, 2006
the  value of the  Nuinsco  shares  was  $49,299  and is  included  in  accounts
receivable in the financial statements.

                                       19

<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Montana Properties
------------------

In January  2005,  Trend  announced  that it signed a letter of intent to form a
50-50 joint  venture  with  Aurora  Metals  Limited  ("Aurora").  The  agreement
provides,  that Trend will explore for  platinum  group metals on portions of an
Aurora claim known as the "Stillwater Intrusive Complex" in Montana." Trend will
be the operator during the exploration stage and will earn 50% in the project by
spending $2 million over next 5 years. Additionally,  Trend issued 50,000 shares
of its common stock on  commencement  of the agreement.  Also,  Trend must issue
20,000  shares and fund $20,000 in the first year,  and $20,000 in cash or stock
each year  thereafter  until it has spent the agreed upon sum of $2 million,  at
which time the 50-50  joint  venture  will be  formed.  At March 31,  2006,  the
Company has spent approximately $270,000 on the project.

Wyoming Properties
------------------

In September  1999,  the Company  entered into an option  agreement with General
Minerals  Corporation ("GMC") to acquire the Lake Owen Project located in Albany
County,  Wyoming.  The  agreement  with GMC  entitled the Company to receive 104
unpatented mining claims in exchange for 715,996 shares of common stock, $40,000
in cash to be  paid in four  quarterly  payments  of  $10,000  and  $750,000  in
exploration  expenditure  commitments  to be incurred  over a three-year  option
period.  In May 2000, the Company issued an additional  129,938 shares of common
stock under this agreement for the acquisition of the Lake Owen Project.


The Company and GMC  subsequently  entered into an  amendment  to the  agreement
under which (i) the Company  issued  416,961  shares of common stock to GMC upon
GMC's  exercise of  preemptive  rights,  (ii) the  Company  agreed to perform an
additional  $15,000  of  geophysical  work on the  Lake  Owen  Project  prior to
December 31, 2000  (subsequently  modified),  (iii) the Company  issued  200,000
additional  shares and warrants  exercisable until June 2002 to purchase 200,000
shares at $0.70 per share, and (iv) GMC agreed to terminate its antidilution and
preemptive  rights as  provided  in the  original  agreement.  The  Company  has
expensed $295,873 for cash paid and common stock issued to acquire this project.
The 200,000 warrants have expired. See Note 5.

In 1999-2000, the Company staked additional claims at Lake Owen and an adjoining
area,  Albany West, and now holds 601 unpatented  mining claims at the Lake Owen
Project.


In March 2002, the Company issued 1,100,000  shares,  valued at $770,000 in full
satisfaction  of  cash  commitments  relating  to  exploration  activities.  The
issuance of these shares resulted in the full ownership of the Lake Owen Project
property by Trend Mining Company.

At March 31, 2006, the Company has begun exploration of this property.

Peter Lake, Saskatchewan, Canada
--------------------------------

As of September  30, 2005,  the Company holds 8 mining  claims  covering  36,648
hectares (141 square miles) in the Peter Lake Domain of Saskatchewan.  The Peter
Lake  Domain is  recognized  to host  known  occurrences  of  copper-nickel  and
platinum-palladium  mineralization.  During  the  summer  of 2005,  the  Company
executed a broad reconnaissance program to search for extractable concentrations
of such mineralization. The Company's position at Peter Lake evolved as follows:


In August 2000, the Company staked five claims  comprising about 26,253 hectares
(101 square miles) in northern Saskatchewan.  In 2002, the Company allowed these
claims  to lapse  and  subsequently  restaked  them  plus one  additional  claim
comprising 5,543 hectares (21 square miles).

 In October of 2004 the Company  expanded  its Peter Lake Project by acquiring 3
claims:  An approximate two square miles near Ant Lake, 3.5 square miles at Swan
Lake,  and 13 square  miles at Seahorse  Lake.  The Company  will be required to
spend approximately CDN$ 58,224 in 2006 to retain these claims.

                                       20
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

At March 31,  2006,  the Company has begun  exploration  of this  property.  The
Company  commenced  exploration  at Peter  Lake in 2005 and at  March  31,  2006
continues to hold the property in hopes of finding a joint venture partner.

Nevada Properties
-----------------

At March 31,  2006,  the  Company  retains a 1.5% net  smelter  returns  royalty
interest in the Pyramid  Mine,  which  consists of five  unpatented  lode mining
claims  within  the Walker  Indian  Reservation  near  Fallon,  Nevada,  but has
abandoned all other projects in the state of Nevada.

NOTE 4 -  CAPITAL STOCK

Preferred Stock
---------------

Under its amended Delaware  certificate of  incorporation,  Trend authorized the
issuance of 20,000,000  shares of preferred  stock with a par value of $0.01 per
share,  with rights and  preferences to be determined by the Company's  board of
directors.


In 2001,  one share of Series A  preferred  stock was  created and issued to Mr.
Thomas S. Kaplan under an agreement which required the holder's  approval of all
common and preferred  stock and equity  issuances until such time as Mr. Kaplan,
Electrum  LLC or Mr.  Asher B.  Edelman no longer  beneficially  owned more than
twenty  percent of the  Company's  outstanding  stock.  Holders of the Company's
common stock were to vote on the  continued  existence of the Series A preferred
stock at each annual meeting  subsequent to this share's issuance.  In the event
that the Company's  preferred stock is not continued,  the outstanding  share of
Series A preferred stock could be tendered for one share of the Company's common
stock.


In October 2002, the Company and Mr. Kaplan reached an agreement  canceling this
one share.

Common Stock
------------

On March 28, 2001, the Company completed its reincorporation in Delaware.  Under
its amended  certificate  of  incorporation,  Trend  authorized  the issuance of
100,000,000  shares of common  stock with a par value of $0.01 per  share.  Each
holder of common  stock is entitled  to one vote for each share of common  stock
held on all matters as to which  holders of common  stock are  entitled to vote.
Except for and subject to those preferences,  rights,  and privileges  expressly
granted to the holders of classes of stock at the time outstanding  having prior
rights,  and series of preferred  stock,  the holders of common stock shall have
exclusively all other rights of stockholders of the Company,  including, but not
limited to, the right to receive dividends, and in the event of any distribution
of assets upon the  dissolution  and  liquidation  of the Company,  the right to
receive ratably and equally al of the assets of the Company  remaining after the
payment to the holders of preferred stock of the specific amounts, if any, which
they are entitled to receive.

During the year ended  September 30, 2005,  the Company issued 199,585 shares of
common stock valued at $46,587 for accounts payable and services, 634,518 shares
of  common  stock  valued  at  $146,000  for  director,   officer  and  employee
compensation,  276,000  shares of common stock  valued at $88,610 for  financing
expenses and 295,482  shares of common  stock valued at $55,669 for  convertible
debt. Of these shares  600,000 were issued under the 2000 Equity  Incentive Plan
(see Note 5).

During the year ended  September 30, 2004,  the Company issued 626,130 shares of
common stock valued at $150,845 for accounts  payable,  125,000 shares of common
stock valued at $25,000 for  investments,  312,500 shares of common stock valued
at $74,425 for  services,  180,000  shares of common stock valued at $36,000 for
director,  officer and employee  compensation,  and  1,675,000  shares of common
stock for $335,000 cash. In addition,  the Company  received the proceeds from a
gain on the sale of internal securities in the amount of $210,914. This gain was
recorded as additional paid-in capital.

                                       21
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

On December 6, 2005, the Company sold in private placement,  1,500,000 shares of
the Company's common stock for $0.10 per share, or $150,000.

During the quarter ended March 31, 2006,  the Company  issued  437,940 shares of
common stock valued at $50,859 for payment on convertible  debt,  150,000 shares
of common stock valued at $15,000 for  financing  fees,  20,000 shares of common
stock valued at $3,600 for exploration  expense, and cancelled 435,603 shares of
common stock valued at $82,779 that had paid convertible debt.


 See Note 5 regarding future loan repayments in units of Trend securities.

The following table discloses the Company's stock and equity transactions during
its exploration  stage.  This information  meets the disclosure  requirements of
Statement  of  Financial   Accounting   Standards  No.  7  for  development  and
exploration  stage  disclosures.  The  following  abbreviations  are used in the
table: CS for common stock; OPT for options; and WAR for warrants.


                                       22
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------


<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
Balance, October
  1, 1996                       1,754,242        $ -      $17,542   $663,218    $680,760                             $ -
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

CS for Cash         3/25/1997     200,000        0.50       2,000     98,000     100,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Payment of
liabilities and
expenses            9/30/1997      45,511         0.5         455     22,301      22,756
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance September
  30, 1997                      1,999,753                  19,998    783,518     803,516
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Mineral
property            7/23/1998     150,000        0.50       1,500     73,500      75,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         7/23/1998       7,500         0.2          75      1,425       1,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Lease
termination         7/23/1998      12,000         0.5         120      5,880       6,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Debt         7/23/1998      80,000         0.5         800     39,200      40,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT for Financing   9/24/1998                                                               180,000                  2,659
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for
Compensation        9/30/1998       9,000         0.5          90      4,410       4,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance September
  30, 1998                      2,258,253                  22,583    907,933     930,516    180,000                  2,659
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Debt,
investment and
expenses            10/12/1998      9,210        0.30          92      2,671       2,763
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Equipment    10/30/1998    600,000         0.3       6,000    174,000     180,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         11/28/1998      5,000         0.2          50        950       1,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        12/31/1998     30,858        0.44         309     13,191      13,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Directors'
compensation        1/25/1999      16,500        0.25         165      3,960       4,125
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        1/31/1999       8,572        0.35          86      2,914       3,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        3/31/1999      24,000        0.25         240      5,760       6,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            3/31/1999       6,000        0.25          60      1,440       1,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            4/30/1999      32,000        0.28         320      8,640       8,960
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        4/30/1999      12,000        0.28         120      3,240       3,360
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            5/31/1999      73,333        0.25         733     17,600      18,333
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            6/30/1999      34,353        0.25         344      8,244       8,588
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        6/30/1999      50,000        0.16         500      7,500       8,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            6/30/1999      95,833        0.16         958     14,375      15,333
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

                                       23
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------


<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
CS for Consulting
services            7/6/1999        5,000        0.25          50      1,200       1,250
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT for Financing
activities          7/22/1999                                                                50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Mineral
property option     7/27/1999     715,996        0.13       7,160     82,471      89,631
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         7/29/1999      33,333        0.15         333      4,667       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            7/30/1999     146,603        0.12       1,466     16,126      17,592
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            7/31/1999     133,697        0.12       1,337     14,707      16,044
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        7/31/1999      41,667        0.12         417      4,583       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         8/4/1999       16,667        0.15         167      2,333       2,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Rent         8/9/1999        1,000        0.25          10        240         250
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT for Financing   8/13/1999
activities                                                                                  100,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         8/15/1999      50,000        0.05         500      2,000       2,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            8/17/1999       5,000        0.25          50      1,200       1,250
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         8/17/1999     100,000        0.05       1,000      4,000       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         8/26/1999     100,000         0.1       1,000      9,000      10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            8/31/1999     159,750        0.25       1,598     38,341      39,938
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Prepaid
expenses            9/10/1999      50,000        0.33         500     16,000      16,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         9/10/1999      50,000         0.1         500      4,500       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         9/13/1999     200,000        0.05       2,000      8,000      10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            9/30/1999      80,053        0.26         801     20,013      20,814
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        9/30/1999     133,333        0.26       1,333     33,334      34,667
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            9/30/1999      67,500        0.26         675     16,875      17,550
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance
  September 30,
  1999                          5,345,511                  53,455  1,452,009   1,505,464    330,000                  2,659
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            10/4/1999      50,000        0.26         500     12,500      13,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         10/22/1999     25,000         0.2         250      4,750       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            10/31/1999    273,675        0.31       2,737     82,103      84,840
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        11/30/1999     52,694        0.31         527     15,807      16,334
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            11/30/1999      4,327        0.31          43      1,298       1,341
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS, OPT & WAR for
Cash                12/31/1999  1,000,000       0.012      10,000      2,414      12,414  8,108,000   6,250,000     87,586
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            12/31/1999      1,200        0.35          12        408         420
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            1/4/2000       15,000        0.28         150      4,050       4,200
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Investments  1/15/2000     200,000        0.33       2,000     64,000      66,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Incentive
fees                1/17/2000      65,285        0.33         653     20,891      21,544
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT Expiration      1/22/2000                                                                -50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

                                       24

<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
CS for Cash         1/25/2000      14,286        0.35         143      4,857       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             2/22/2000   1,000,000       0.142      10,000    131,900     141,900  -1,000,000                 -1,900
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS & OPT for
Employees'
compensation        2/25/2000      16,667        0.66         167     10,833      11,000     33,333                  3,070
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            2/29/2000      10,000        0.72         100      7,100       7,200
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Mineral
property            3/24/2000      50,000        1.03         500     51,000      51,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             3/27/2000   2,500,000       0.142      25,000    329,750     354,750  -2,500,000                 -4,750
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            3/31/2000      75,000        0.81         750     60,000      60,750
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        3/31/2000       3,000        0.81          30      2,400       2,430
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Mineral
property            4/4/2000       50,000        0.75         500     37,000      37,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS & OPT for        4/11/2000     150,000         0.7       1,500    103,500     105,000     67,000                 12,750
Directors'
compensation
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Deferred
mineral property
acquisition costs   5/8/2000      129,938       0.125       1,299     14,943      16,242
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            5/15/2000       9,975        0.63         100      6,184       6,284
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         6/26/2000     416,961       0.056       4,170     19,361      23,531
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS & WAR for
Modification of
stockholder
agreement           6/26/2000     200,000         0.6       2,000    118,000     120,000                200,000     30,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT & WAR for
Modification of
stockholder
agreement           6/27/2000                                                             1,729,762   1,729,761     14,641
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             6/29/2000   1,597,588       0.064      15,976     86,740     102,716  -1,597,588                 -2,716
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        6/30/2000       9,000        0.81          90      7,185       7,275
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            6/30/2000       1,000         0.7          10        690         700
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT Agreement
Modification        7/7/2000                                                                -127,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             7/14/2000      10,000         0.3         100      2,900       3,000     -10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             7/21/2000   1,800,000       0.122      18,000    201,060     219,060  -1,800,000                -12,060
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             7/26/2000     650,000       0.122       6,500     72,605      79,105    -650,000                 -4,355
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        7/31/2000       3,000        1.24          30      3,690       3,720
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             8/1/2000       50,000        0.15         500      7,000       7,500     -50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             8/1/2000       50,000         0.3         500     14,500      15,000     -50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             8/14/2000      90,000       0.122         900     10,053      10,953     -90,000                   -603
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             8/24/2000   1,000,000       0.122      10,000    111,700     121,700  -1,000,000                 -6,700
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

                                       25
<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                     Issue                              Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
CS for Directors'
compensation        8/25/2000       1,500           1          15      1,485       1,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             8/31/2000      15,000         0.3         150      4,350       4,500     -15,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        8/31/2000       1,000        1.13          10      1,120       1,130
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             9/22/2000   1,200,174       0.122      12,002    134,720     146,722  -1,200,174                 -8,702
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            9/22/2000      90,000        1.45         900     72,000      72,900
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        9/30/2000       6,000        1.35          60      8,040       8,100
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Cash for Warrants   9/30/2000                                                                                       10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS/ WAR Adjustment  9/30/2000          -5
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

Balance September
  30, 2000                     18,232,776                 182,328   3,296,897   3,479,225     127,833  8,179,761     118,920
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash from
options             10/10/2000     33,333        0.39         333     12,737      13,070     -33,333                 -3,070
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            10/15/2000     10,000        1.15         100     11,400      11,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Officers'
compensation        10/31/2000      3,000         1.3          30      3,870       3,900
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for
Consulting
services            11/1/2000                                                                           250,000    123,775
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Employees'
compensation        12/6/2000       2,200         0.9          22      1,958       1,980
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         12/20/2000    100,000           1       1,000     99,000     100,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for
Consulting
services            12/31/2000                                                                          180,000     46,746
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            1/2/2001       10,000        1.35         100     13,400      13,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         1/11/2001      47,000           1         470     46,530      47,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            1/11/2001       3,407           1          34      3,373       3,407
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            1/23/2001         604         1.1           6        658         664
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         1/24/2001      25,000           1         250     24,750      25,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for Loan
agreements          2/1/2001                                                                            285,000     76,551
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         2/6/2001       20,000           1         200     19,800      20,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
services            2/6/2001          483           1           5        478         483
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Directors'
compensation        2/23/2001      75,000        0.85         750     63,000      63,750
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT for Director,
officer and
employee
compensation        2/23/2001                                                             1,200,000                354,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for Loan
agreements          3/12/2001                                                                            50,000     13,430
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR Extension of
exercise period     3/12/2001                                                                                      608,058
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for
Modification of
contract            3/22/2001       3,000        0.78          30      2,310       2,340
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

                                       26
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
CS for Interest
payments            4/3/2001        5,000        0.83          50      4,100       4,150
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Consulting
Services            4/13/2001         967        0.98          10        938         948
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Mineral
Property Expense    5/11/2001       1,000        0.85          10        840         850
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for Loan
agreement           7/1/2001                                                                            185,000      45,079
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     7/31/2001      40,000        0.73         400     28,800      29,200
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Interest     8/8/2001        5,000        0.77          50      3,800       3,850
payments
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR Attached to
note                8/16/2001                                                                            90,000       6,487
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     8/28/2001       3,700         0.3          37      1,063       1,100
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Loans        8/31/2001      92,000           1         920     91,080      92,000
Payable
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Loans
Payable             9/28/2001      42,500           1         425     42,075      42,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options Expired                                                                             -319,700
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

Balance September              18,755,970                 187,559  3,772,857   3,960,416     974,800  9,219,761
  30, 2001                                                                                                       1,389,976
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Note
Payable             10/8/2001      25,000           1         250     24,750      25,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Payable      10/24/2001     12,536        0.55         126      6,769       6,895
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for Loan
agreements          11/1/2001                                                                           129,445       9,876
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR Cancelled       11/15/2001                                         2,750       2,750               -275,000      -2,750
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Financing
expense             1/25/2002      64,429        0.45         644     28,349      28,993
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Interest Expense
forgiven by
shareholders        1/30/2002                                         42,950      42,950
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR Issued          1/30/2002                                                                           180,000      21,660
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Financing
expense             2/8/2002       18,000         0.4         180      7,020       7,200
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     2/8/2002       60,000         0.4         600     23,400      24,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     2/22/2002      20,000         0.4         200      7,800       8,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
OPT for Director,
officer and
employee
compensation        3/12/2002                                                                307,800                 29,528
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options Expired     3/12/2002                                         59,063      59,063    -196,863                -59,063
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Mineral
properties          3/20/2002   1,100,000         0.7      11,000    759,000     770,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     5/12/2002      32,500         0.7         325     22,425      22,750
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR for Loan
agreements          6/30/2002                                                                           113,413      23,816
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
WAR Expired         6/30/2002                                         30,001      30,001               -200,000     -30,001
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options Expired     7/19/2002                                                                -12,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         9/30/2002   2,500,000         0.1      25,000    225,000     250,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

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

Balance September
  30, 2002                     22,588,435                 225,884  5,012,134   5,238,018   1,073,237  9,167,619   1,383,042
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>


                                       27
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Misc. Common
Stock               ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Adjustment          10/1/2002      29,555        0.01         296                    296
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         10/31/2002  4,550,000         0.1      45,500    409,500     455,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     10/31/2002    683,000        0.12       6,830     78,490      85,320
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         11/12/2002    600,000         0.1       6,000     54,000      60,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         12/4/2002     100,000         0.1       1,000      9,000      10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         1/14/2003     250,000         0.1       2,500     22,500      25,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Investments  1/14/2003     450,000        0.21       4,500     88,668      93,168
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Note
payable             1/14/2003     369,160         0.1       3,692     33,224      36,916
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     1/14/2003     280,687        0.14       2,807     35,792      38,599
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     4/1/2003      142,592        0.21       1,426     28,574      30,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     4/11/2003     150,000        0.17       1,500     24,000      25,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     9/15/2003     400,000        0.14       4,000     53,841      57,841
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Director,
officer and
employee
compensation        9/15/2003   1,350,656         0.1      13,507    122,149     135,656
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     9/30/2003     425,000        0.15       4,250     60,091      64,341
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Financing
costs               9/30/2003     860,000        0.26       8,600    215,000     223,600
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

Balance September
  30, 2003                     33,229,085                 332,291  6,246,963   6,579,253   1,073,237  9,167,619   1,383,042
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash          5/6/2004     250,000         0.2       2,500     47,500      50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash          5/6/2004     250,000         0.2       2,500     47,500      50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash          5/7/2004     550,000         0.2       5,500    104,500     110,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash          5/7/2004     250,000         0.2       2,500     47,500      50,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         5/10/2004      50,000         0.2         500      9,500      10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         5/11/2004     157,500         0.2       1,575     29,925      31,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         5/11/2004      17,500         0.2         175      3,325       3,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Investment   5/13/2004     125,000         0.2       1,250     23,750      25,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         5/18/2004      50,000         0.2         500      9,500      10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         5/18/2004      45,000         0.2         450      8,550       9,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash         5/18/2004       5,000         0.2          50        950       1,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for services     5/26/2004     140,000        0.35       1,400     47,600      49,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Director,
officer and
employee
compensation         6/3/2004     180,000         0.2       1,800     34,200      36,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services      6/9/2004      22,500        0.33         225      7,200       7,425
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/20/2004      13,630         0.2         136      2,626       2,762
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/20/2004     160,000         0.2       1,600     30,400      32,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Services     8/20/2004     150,000         0.2       1,500     28,500      30,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/20/2004      26,500        0.25         265       6361        6626
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/20/2004      60,000        0.25         600     14,307      14,907
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/20/2004      20,000        0.25         200      4,800       5,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/20/2004     166,000        0.25        1660     39,890      41,550
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Cash          9/9/2004      50,000         0.2         500      9,500      10,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options issued to
officer and
director                                                                                   1,000,000                 95,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

                                       28
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Expired options
and warrants                                                         503,774     503,774    -873,237   -299,445    -503,774
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Gain on sale of
internal
securities                                                           210,194     210,194
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance September
  30, 2004                     35,967,715                $359,677  $7,518,815 $7,878,492   1,200,000  8,868,174    $974,268
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             11/11/2004     10,000        0.38         100      3,700       3,800
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Warrants for
convertible debt    12/8/2004                                                                           750,000      93,825
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options for
officer and
director
compensation         12/31/04                                                                100,000                 19,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for services      1/3/2005      50,000        0.23         500     11,000      11,500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Expired warrants       1/9/05                                          6,300       6,300                -90,000      -6,300
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Warrants for
convertible debt    1/27/2005                                                                         5,200,000     515,274
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Cancelled
warrants for
convertible debt    1/27/2005                                                                          -750,000     -93,825
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for services     2/23/2005      37,500        0.22         375      7,935       8,310
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for services     2/25/2005       2,500        0.20          25        450         500
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Warrants for
convertible debt    3/22/2005                                                                           450,000      54,137
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for financing
costs                4/1/2005     210,000        0.32       2,100     70,350      72,450
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Expired warrants       6/9/05                                          3,837       3,837                -40,000      -3,837
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options for
officer and
director
compensation          6/30/05                                                                200,000                 38,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Director,
officer and
employee
compensation         7/1/2005     600,000        0.23       6,000    132,000     138,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Options granted
 for officer and
director
compensation          7/11/05                                                                650,000                 86,840
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Warrants for
convertible debt    7/28/2005                                                                         1,400,002      85,265
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Director,
officer and
employee
compensation        7/30/2005      17,817        0.22         178      3,822       4,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Accounts
Payable             8/15/2005      23,108        0.24         231      5,419       5,650
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Financing
Expenses            8/15/2005      66,000        0.24         660     15,500      16,160
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Director,
officer and
employee
compensation        8/30/2005      16,701        0.24         167      3,833       4,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for
convertible debt     9/1/2005     295,482        0.20       2,955     55,669      58,624
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for services      9/2/2005      76,477        0.22         765     16,062      16,827
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance September
  30, 2005                     37,373,300                $373,733  $8,025,700 $8,399,433   2,150,000  14,738,176 $1,762,647
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS for Director,
  and Officer
  compensation      12/31/05      600,000  .15              6,000     84,000      90,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for cash  12/06/05    1,500,000  .10             15,000    135,000     150,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  12/31/05      562,505  .15              5,625     80,305      85,930
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

                                       29
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
                                                        Common      Additional    Total                Number    Value of
                     Issue      Number of   Price per   Stock       Paid-in       Total    Number of     of      Options/
                      Date         Shares    Share      Amount      Capital       Amount   Options    Warrants   Warrants
<S>                 <C>         <C>        <C>         <C>         <C>        <C>         <C>         <C>        <C>
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  services          11/21/05        7,912  .23                 79       1721        1800
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance at
  12/31/05                     40,043,717                $400,437  $8,326,726 $8,727,163   2,150,000  14,738,176 $1,762,647
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  01/01/06       65,556  .10                656      6,771       7,427
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
   expense          01/03/06       20,000  .18                200      3,400       3,600
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------

CS issued for
  convertible debt  01/04/06       48,012  .11                480      5,262        5742
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  01/31/06       35,118  .1624              351      5,352       5,703
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  02/01/06       61,678  .1520              617      5,551       6,168
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  02/03/06       39,009  .1452              390       5274       5,664
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Expired warrants    02/21/06                                                                          -3,241,669
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  03/01/06       93,099  .10                930      8,379       9,309
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  03/03/06       49,871  .1133              498      4,722       5,220
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS cancelled for
  convertible debt  03/29/06     -435,603                   -4356     -78423     -82,779
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  convertible debt  03/31/06       45,657  .1232              456      5,169       5,625
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
CS issued for
  financing fees    03/31/06      150,000  .10              1,500     13,500      15,000
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
Balance at 3/31/06             40,216,054                $402,161  $8,311,684 $8,713,842   2,150,000  11,496,507  1,762,647
------------------- ---------- ----------- ----------- ----------- ---------- ----------- ----------- ---------- -----------
</TABLE>

See Note 5 for summary disclosure of options and warrants outstanding.

NOTE 5 -  COMMON STOCK OPTIONS AND WARRANTS

In accordance  with SFAS 123, the Company  utilizes the Black Scholes fair value
model to value all  options  and warrant  grants.  Upon  exercise of options and
warrants,  all common stock shares issued  thereunder  will have the same rights
and privileges as other common stock outstanding.


On February 23, 2001,  the Company's  shareholders  approved the adoption of the
2000 Equity  Incentive Plan and the  reservation  of 5,000,000  shares of common
stock for distribution under the plan. These shares and options to acquire those
shares may be granted to the Company's employees, directors and consultants. The
plan will terminate on January 4, 2011.  The exercise  price of options  granted
under this plan may not be less than the fair market  price on the date of grant
and in some  cases not less  than  110% of the fair  market  price.  The  terms,
vesting  schedule,   transfer  restrictions  and  expiration  dates  are  to  be
determined  by the Company's  board of  directors.  See Note 6 for shares issued
under the plan.


In the  Black-Scholes  Option  Price  Calculations  below,  the Company used the
following  assumptions  to estimate fair value:  the risk-free  interest rate of
5.0%; volatility of 78% - 91%; and a life of 3-5 years. The Company also assumed
that no dividends would be paid on common stock.


Electrum LLC/Tigris Financial Group Ltd.
----------------------------------------

On December 29, 1999, the Company  entered into a stock purchase  agreement with
Tigris Financial Group Ltd.  ("Tigris")  under which Tigris purchased  1,000,000
shares of the Company's  common stock for $100,000,  was granted an option until
March 28, 2000 to acquire up to an additional  3,500,000  shares of common stock
for an exercise price of $0.14 per share,  (or $490,000 in the  aggregate),  and
was  granted  an option to  purchase,  for  $10,000,  warrants  to  purchase  an
additional  6,250,000  shares of the Company's common stock at an exercise price
of $0.40 per share. The Company used the Black-Scholes  Option Price Calculation
effective as of the transaction

                                       30
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------


date and  estimated the fair values to be $37,524 for the option and $50,062 for
the  warrants.  On March 8, 2000,  Tigris  assigned  its rights  under the stock
purchase agreement to Electrum LLC ("Electrum"), an affiliate.


Electrum  exercised  its option and acquired  3,500,000  shares of the Company's
common stock in February  and March of 2000.  Pursuant to the terms of the stock
purchase agreement,  Electrum received an option to purchase up to an additional
4,608,000 shares of common stock.  This agreement was  subsequently  modified to
enable  Electrum to acquire up to an additional  1,597,588  shares at $0.062 per
share and to acquire up to 4,740,174  shares at an exercise  price of $0.115 per
share.  In  addition,  the option to purchase  warrants  was  modified to enable
Electrum to purchase, for $10,000,  warrants to buy up to 7,979,761 shares at an
exercise price of $0.40 per share until September 20, 2003. The Company utilized
the  Black-Scholes  Option Price  Calculation  to estimate the fair value of the
modifications  as of the grant  date and  recorded  $4,262 for the  options  and
$10,379 for the  warrants.  The $14,641  total amount was charged as a financing
expense.


Electrum has exercised all of its options to purchase the Company's common stock
and its option to purchase the warrants.  In connection  with its acquisition of
those shares,  Electrum has assigned  5,530,174 shares and 1,000,000 warrants to
third parties.


Pursuant to certain loan agreements,  the Company issued warrants to Electrum to
acquire 285,000 shares at $1.50 per share in February 2001,  exercisable through
September  30,  2003,  warrants to acquire  50,000  shares at $1.50 per share in
March 2001,  exercisable  through  September  30, 2006,  and warrants to acquire
185,000 shares at $1.50 per share in July 2001,  exercisable  through  September
30, 2006.  The Company also extended  through  September 30, 2006 the expiration
dates of the 285,000  warrants,  together with the warrants to acquire 7,979,761
shares.  The fair  values of the  285,000  warrants,  50,000  warrants,  and the
185,000 warrants  estimated on their respective grant dates, as modified for the
expiration  date  extension  in the  case of the  285,000  warrants,  using  the
Black-Scholes  Option  Price  Calculation,  were  $76,551,  $13,430 and $45,079,
respectively.  The fair value of the modification to extend the expiration date,
estimated as of the date of the modification for the 7,979,761  warrants,  using
the Black-Scholes Option Price Calculation,  was $608,058,  which was charged to
financing expense.


Pursuant to a 2002  agreement to readjust  certain  terms of loans and warrants,
the Company borrowed an additional  $150,000 from Electrum,  and Electrum waived
accrued interest owed by the Company as of January 29, 2002 totaling $37,384. In
consideration of the additional loan and waiver,  the Company issued to Electrum
additional  warrants to purchase  150,000  shares of common  stock for $1.00 per
share through January 30, 2007.  Electrum may, at its sole discretion,  elect to
be repaid the $150,000 loan by converting the amount  outstanding  into units of
the Company's securities,  at the rate of one unit per $0.50 of loans converted.
Each unit  consists of one share of common  stock and a warrant to purchase  one
share of common stock at a price of $0.50 per share,  exercisable though January
30, 2007. In addition,  the Company and Electrum  agreed to amend the prior loan
agreements to reduce the conversion rate of the existing units,  previously at a
rate of one unit per $1.25 of loans converted to a rate of one unit per $0.50 of
loans  converted,  and to reduce the exercise price of the warrants  included in
the units from $1.50 to $.50 per  share.  In  addition,  the  exercise  price of
warrants  included in the units to purchase a total of 520,000  shares of common
stock,  owned by Electrum,  was reduced from a price of $1.50 per share to $1.00
per share and the  exercise  term of each such warrant was extended for a period
of one year.


As of March 31, 2006 and 2005,  Tigris and Electrum own approximately 15% of the
Company's  outstanding  common stock and,  assuming that Electrum  exercises its
warrants  and  that  the  Company  has  issued  no  other   shares,   would  own
approximately 31% of the Company's resultant (fully diluted)  outstanding common
stock.


Tigris  and  Electrum  have the  right  to  proportional  representation  on the
Company's  board of directors and  registration  rights for all of the Company's
common stock acquired through the agreement held by them.

On February  12, 2004,  the Company and  Electrum  and LCM  Holdings  reached an
agreement to adjust both the conversion terms on approximately $900,000 worth of
debt outstanding to the Lenders and the exercise prices of related warrants. Per
the terms of the  agreement,  the Lenders can convert each $1.25 of loans into a
unit  consisting  of one share of common stock and one  warrant.  The warrant is
exercisable  for a period  of five  years  from the  date of

                                       31
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

conversion  and is  exercisable  at a price  of  $1.50.  Additionally,  terms of
existing  outstanding  warrants  were  modified  which  generally  increased the
exercise price and shortened the related expiration dates.  These  modifications
had no financial statement impact for the period herein reported.


Furthermore,  also on February 12, 2004,  the Company  reached an agreement with
the Lenders  concerning  certain prior  separate  stock  transactions  which had
benefited certain  controlling  shareholders.  In compliance with the Securities
and  Exchange  Rule 16b, the  shareholders  remitted the gain of $210,194 to the
Company.

Other Issuances

During the year ended September 30, 2004 the Company granted  1,000,000  options
with a strike  price of $0.37 to an  officer  and  director.  The  Company  also
granted  200,000 options to a consultant with a strike price of $0.80 per share.
These options vest as follows: 700,000 shares vested immediately, 100,000 shares
vested on December 31, 2004,  200,000  vested on June 30, 2005, and 200,000 will
vest on June 30, 2006.

During the year ended September 30, 2005, the Company granted  1,000,000 options
to two officers  with a strike price of $0.37 per share.  These  options vest as
follows:  650,000  vested  immediately,  200,000 will vest on July 11, 2006, and
150,000 will vest on July 11, 2007.

For the six month  period  ended  March 31,  2006,  there  were no common  stock
issuances  due to the exercise of  warrants.  In  accordance  with SFAS 123, the
Company  utilizes  the Black  Scholes  fair value  model to value all option and
warrant grants.

No options or warrants were granted during the six months ended March 31, 2006.

Following is a summary of stock options for the six months ended March 31, 2006:

<TABLE>
<CAPTION>

                                                                                                        Weighted
                                                                                        Number          Average
                                                                                        of Shares       Exercise Price


<S>                                                                                       <C>           <C>
Outstanding at October 1, 2005                                                            2,200,000    $  0.37
Granted                                                                                           -          -
Exercised                                                                                         -          -
Expired                                                                                           -          -
                                                                                          ---------    -------
Outstanding at March 31, 2006                                                             2,200,000    $  0.37
                                                                                          =========    =======
Options exercisable at March 31, 2006                                                     1,650,000    $  0.39
                                                                                          =========    =======
     Weighted average fair value of options granted at March 31, 2006                                        -
                                                                                          =========    =======
     Total compensation costs related to non-vested stock options as of March 31, 2006                 $84,760
                                                                                          =========    =======
     Weighted average period of nonvested stock options as of March 31, 2006                           6 months
</TABLE>



                                       32
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Following is a summary of warrants outstanding at March 31, 2006:

<TABLE>
<CAPTION>
          Number of Warrants                        Strike Price           Expiration Date

<S>                                                      <C>                   <C>  <C>
                7,954,761                                $  0.40               9/30/2006

                  150,000                                $  1.00               1/30/2007

                  520,000                                $  1.00               9/30/2007

                  113,413                                $  1.00               5/31/2007

                1,733,333                                $  0.50               1/27/2010

                  825,002                                $  0.50               1/27/2010

                  200,000                                $  0.50               3/22/2010
----------------------------------------
              11,496,509
========================================
</TABLE>


NOTE 6 -  RELATED PARTY TRANSACTIONS

Calumet Mining Company
----------------------

The Company sold its Pyramid Mine claims on November 12, 2001 to Calumet  Mining
Company (aka Western  Goldfields,  Inc.),  a related  party,  for 50,000 (25,000
post-split) shares of common stock of Calumet Mining Company,  which were valued
at $500.  The Company  retained a 1.5% net  smelter  return  production  royalty
interest in the Pyramid Mine. See Notes 3 and 8. At the time of the transaction,
the two companies shared common board members and officers.

Notes Payable - Shareholders
----------------------------

The following is a listing of loan amounts (all of which are  unsecured)  due to
related  parties (all of whom are  shareholders of Trend Mining Company) and the
dates that these loans were made to the Company:


                                       33
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                        March 31,
                                                                       ---------------------------------------------
                                                                               2006                     2005
Name                                         Date                             Amount                   Amount
                                                                       ---------------------     -------------------

<S>                                            <C>                     <C>                        <C>
Electrum LLC                                   11/6/2000               $             35,000       $          35,000
                                               12/4/2000                            100,000                 100,000
                                              12/18/2000                             50,000                  50,000
                                               1/26/2001                             50,000                  50,000
                                               3/15/2001                             50,000                  50,000
                                               4/10/2001                             50,000                  50,000
                                                5/4/2001                             50,000                  50,000
                                                6/4/2001                             50,000                  50,000
                                                7/3/2001                             85,000                  85,000
                                               1/31/2002                            150,000                 150,000
                                                                       ---------------------     -------------------
                                                                                    670,000                 670,000
                                                                       ---------------------     -------------------

LCM Holdings, LLC                             10/26/2001                             50,000                  50,000
                                               11/1/2001                             10,000                  10,000
                                              11/15/2001                             30,000                  30,000
                                              11/28/2001                             29,445                  29,445
                                                5/7/2002                             60,000                  60,000
                                               5/22/2002                             35,000                  35,000
                                               6/14/2002                             18,412                  18,412
                                                                       ---------------------     -------------------
                                                                                    232,857                 232,857
                                                                       ---------------------     -------------------

Berger                                         8/28/2001                             90,000                  90,000
                                               10/2/2001                             10,000                  10,000
                                                                       ---------------------     -------------------
                                                                                    100,000                 100,000
                                                                       ---------------------     -------------------

Buchanan                                        1/8/2002                             30,000                  30,000
                                                                       ---------------------     -------------------

Loucks                                          7/1/2005                            100,000                       -
                                               7/14/2005                             50,000                       -
                                               7/15/2005                            300,000                       -
                                               8/15/2005                            150,000
                                                01/02/06                           -300,000                       -
                                                                       ---------------------     -------------------
                                                                                    300,000                       -
                                                                       ---------------------     -------------------

Wu                                              08/15/05                             31,000
                                                10/26/05                            -31,000                       -
                                                                       ---------------------     -------------------
                                                                                          0                       0
                                                                       ---------------------     -------------------

NW Exploration                                  08/15/05                             29,000
                                                10/26/05                            -29,000                       -
                                                                       ---------------------     -------------------
                                                                                          0                       0
                                                                       ---------------------     -------------------
Total notes payable -
shareholders                                                            $          1,332,857               1,032,857
                                                                       =====================     ==================
</TABLE>


                                       34
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

The loans from Electrum, LCM Holdings,  Berger and Buchanan bear interest at 10%
per  annum  and are due  upon  the  Company's  completion  of a  private  equity
placement  and  concurrently  and  proportionally  with any  amounts  repaid  to
Electrum  or any others  having  provided  loan  facilities  of this type to the
Company.

The loans from Mr.  Loucks,  Mr. Wu, and NW  Exploration (a Company owned by Mr.
Wu) bear  interest  at 8% per annum and are due on  demand.  During  the  fourth
quarter of 2005,  the Company  issued to Mr.  Loucks and Mr. Wu 60,000 and 6,000
shares  of  common  stock,  respectively,  as a  financing  fee for  the  loans.
Subsequent to September 30, 2005, the amounts owing to Mr. Wu and NW Exploration
were repaid in full. During the quarter ended March 31, 2006,  $300,000 was paid
to Mr. Loucks as partial payment on the outstanding loan.

Investments
-----------

In January 2003,  the Company  issued  450,000 shares of its common stock to Mr.
John Ryan, the Company's chief financial officer,  in exchange for 18,334 shares
of common stock in Cadence  Resources  Corporation  and 35,000  shares of common
stock in  Western  Goldfields,  Inc.  Mr.  Ryan is also an  officer  of  Cadence
Resources Corporation and Western Goldfields, Inc.


In  July  and  September   2003,  the  Company  sold  5,000  and  13,000  shares
respectively  of its Western  Goldfields  common stock to Cadence  Resources for
$19,000 cash.

In  September  2003,  the  Company  transferred  12,000  shares  of its  Western
Goldfields common stock to Mr. David Mooney,  its chief geologist,  for services
valued at $23,400.

Employment Agreements
---------------------

In July 2000,  the Company  entered into an employment  agreement  with Mr. John
Ryan, the then chief financial officer,  secretary and treasurer of the Company,
under which Mr. Ryan was to receive 3,000 shares per month of Trend common stock
as compensation for his services.  When Mr. Ryan resigned in December 2000, this
agreement was  terminated.  In July 2001,  Mr. Ryan was again  designated as the
Company's chief financial officer, secretary and treasurer. A revised employment
agreement  was  reached in  September  2002 where Mr. Ryan  receives  $3,000 per
month,  which amount was augmented to $4,000 per month in July of 2005. Mr. Ryan
took  stock  in lieu of cash  for July and  August  2005,  and then the  Company
reverted  to paying Mr.  Ryan in cash on  September  1, 2005.  If the Company is
unable to pay the salary in cash, then Mr. Ryan has the option to receive $4,000
worth of the Company's  common stock at the prevailing  rate of which shares are
or were  most  recently  sold by the  Company.  As of March  31,  2006 and 2005,
respectively, $16,000 and $0 were owed to Mr. Ryan under this agreement.


In January 2003, the Company issued 35,000 shares of common stock to Mr. Michael
Sharratt,  a director of the Company,  for services  rendered under an agreement
with the Company.

The president and chief  executive  officer,  Thomas Loucks has been employed by
the  Company  for the past year.  Although  there was no formal  agreement,  the
Company has paid Mr. Loucks $6,500 per month,  through  September  2005 when his
salary increased to $10,000 per month.

On November 1, 2005, the Company  entered into an employment  agreement with Mr.
Thomas  Loucks,  the president and chief  executive  officer,  for a term of one
year,  which can be extended each year for a period of one year.  Mr. Loucks was
paid at an annual  rate of  $120,000  per year,  or $10,000  per month,  through
December  31,  2005,  when the Board  increased his salary to $130,000  per year
effective January 1, 2006.

Other Related Party Transactions
--------------------------------

In March 2005, Mr. Ryan personally paid on behalf of the Company consulting fees
owed to an outside consultant. The Company has recorded that amount in "accounts
payable, related parties" in the financial statements.

                                       35
<PAGE>

NOTE 7 -  PROPERTY AND EQUIPMENT

Property and equipment are recorded at cost.  Major  additions and  improvements
are  capitalized.  Minor  replacements,  maintenance  and  repairs  that  do not
increase the useful  lives of the assets are expensed as incurred.  Depreciation
of property and equipment,  including  vehicles,  is being  calculated using the
double-declining balance method over the expected useful lives of three to seven
years.


The following is a summary of property, equipment, and accumulated depreciation.

<TABLE>
<CAPTION>
                                                                    March 31,                     March 31,
                                                                      2006                           2005
                                                                ------------------            -------------------
<S>                                                                 <C>                          <C>
         Furniture, Equipment, and Vehicles                         $ 39,549                     $  39,902
         Less: Accumulated Depreciation                              (27,124)                      (32,751)
                                                                ------------------            -------------------
                                                                   $  12,425                     $   7,151
                                                                ==================            ===================
</TABLE>

 NOTE 8 - CONVERTIBLE DEBT

2004 Convertible Bridge Loans
-----------------------------

On December 8, 2004, the Company sold, in  anticipation  of a larger  subsequent
offering,  three year notes in the amount of $250,000 which are convertible into
common  shares  of the  Company  at the  rate of one  share  for  each  $0.30 of
principal and interest.  In addition,  the note holders received  warrants which
allow them to purchase an  additional  750,000  common  shares of the company at
varying prices between $0.25 and $0.50 per share. The fair value of the warrants
was estimated  using the Black Scholes Option Price  Calculation.  The following
assumptions  were made to value the warrants:  strike prices of $0.25 and $0.50;
risk free interest rate of 5%; expected lives of one to five years; and expected
volatility  of 78% with no  dividends  expected  to be issued.  The value of the
warrants  totaled  $93,825 at the issuance date and were recorded on the balance
sheet as a debt  discount.  Additionally,  the  conversion  feature of the notes
resulted in a beneficial conversion amount of $77,158.

Following  guidance provided by EITF 00-27, the Company allocated proceeds first
to the  warrants  granted the note  holders.  The value of the  warrants and the
beneficial  conversion  feature  are  recorded  on the  balance  sheet as a debt
discount and as an increase to  shareholders  equity.  The  discounts  are being
amortized  over three years,  the life of the loan.  The Company paid  financing
fees of  approximately  $53,000 in connection with the offering;  these fees are
being amortized over three years, the life of the loan.

As of  March  31,  2005,  these  loans  were  retired  upon  finalizing  of  the
anticipated subsequent debt offering (See 2005 - Convertible Debt below) and the
related  debt  discount  amounts  have been  incorporated  into  that  offering.
Additionally,  the warrant and beneficial  conversion  features  recorded in the
equity section of the financial  statements  were cancelled and the values added
to additional paid-in capital on the balance sheet.

2005 - Convertible Debt
-----------------------

In  January  2005,  the  Company  completed  a  private  placement  of  secured,
convertible promissory notes in the amount of $1,300,000. This offering retired,
replaces and supersedes the terms of the $250,000  offering of December 8, 2004.
As part of this offering, the Company issued promissory notes due on January 28,
2008,  bearing  interest at a rate per annum equal to the "prime  rate," plus 3%
percent but not less than 10%,  with  principal  and  interest  payable  monthly
starting June 1, 2005. The promissory  notes are convertible  into shares of the
Company's  common stock at a rate of one share for each $0.30 of  principal  and
interest  outstanding.  Additionally  the Company  issued two series of warrants
(Class A and Class B) with the promissory  notes. The Class A warrants allow for
the purchase of up to  1,733,333  shares of the  Company's  common  stock at an
exercise price of $0.50 per share and Class B warrants allow for the purchase of
up to 2,166,667  shares of common stock at an exercise price of $0.25 per share.
The Class A  warrants  have a  maturity  of five  years and the Class B warrants
expire 120 days after the Company files a registration statement registering the
shares issuable upon conversion of the notes and exercise of the warrants.

In addition to the warrants issued to the investors,  the Company also issued to
Ghillie  Finanz,  Class A and  Class B  warrants  and  paid  them  approximately
$169,000 in cash as a finders fee in relation to the convertible debentures. The
Class A warrants allow for the purchase of up to 650,000 shares of the Company's
common stock at an exercise  price of $0.50 per share and Class B warrants allow
for the purchase of up to 650,000 shares of common stock at an exercise price of
$0.25 per  share.  The Class A warrants  have a  maturity  of five years and the
Class B  warrants  expire  120  days  after  the  Company  files a  registration
statement  registering  the shares  issuable  upon  conversion  of the notes and
exercise of the warrants.  The value of the warrants and financing fees paid are
being amortized over the life of the convertible debt and the amortized  amounts
are included in financing expenses in the financial statements.


                                       36
<PAGE>
                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------


In March 2005, the Company completed a private placement of secured, convertible
promissory  notes in the  amount  of  $150,000.  As part of this  offering,  the
Company issued  promissory notes due on January 28, 2008,  bearing interest at a
rate per annum equal to the "prime rate," plus 3% percent but not less than 10%,
with  principal  and  interest  payable  monthly  starting  June  1,  2005.  The
promissory  notes are convertible into shares of the Company's common stock at a
rate of one  share  for  each  $0.30  of  principal  and  interest  outstanding.
Additionally,  the Company  issued two series of warrants  (Class A and Class B)
with the promissory  notes. The Class A warrants allow for the purchase of up to
200,000  shares of the Company's  common stock at an exercise price of $0.50 per
share and Class B warrants  allow for the  purchase  of up to 250,000  shares of
common stock at an exercise price of $0.25 per share.  The Class A warrants have
a  maturity  of five  years and the Class B  warrants  expire 120 days after the
Company files a  registration  statement  registering  the shares  issuable upon
conversion of the notes and exercise of the warrants.

In July 2005, the Company completed a private placement of secured,  convertible
promissory  notes in the  amount  of  $350,000.  As part of this  offering,  the
Company issued  promissory notes due on January 28, 2008,  bearing interest at a
rate per annum equal to the "prime rate," plus 3% percent but not less than 10%,
with  principal  and  interest  payable  monthly  starting  July  1,  2005.  The
promissory  notes are convertible into shares of the Company's common stock at a
rate of one  share  for  each  $0.30  of  principal  and  interest  outstanding.
Additionally,  the Company  issued two series of warrants  (Class A and Class B)
with the promissory  notes. The Class A warrants allow for the purchase of up to
466,667  shares of the Company's  common stock at an exercise price of $0.50 per
share and Class B warrants  allow for the  purchase  of up to 583,333  shares of
common stock at an exercise price of $0.25 per share.  The Class A warrants have
a  maturity  of five  years and the Class B  warrants  expire 120 days after the
Company files a  registration  statement  registering  the shares  issuable upon
conversion of the notes and exercise of the warrants.

In addition to the warrants issued to the investors,  the Company also issued to
Ghillie Finanz, Class A and Class B warrants and paid them approximately $45,000
in cash as a finders fee in relation to the convertible debentures.  The Class A
warrants allow for the purchase of up to 175,001 shares of the Company's  common
stock at an exercise price of $0.50 per share and Class B warrants allow for the
purchase of up to 175,001  shares of common stock at an exercise  price of $0.25
per share.  The Class A warrants  have a maturity  of five years and the Class B
warrants  expire  120 days  after the  Company  files a  registration  statement
registering the shares issuable upon conversion of the notes and exercise of the
warrants.  The value of the warrants and financing fees paid are being amortized
over the life of the convertible debt and the amortized  amounts are included in
financing expenses in the financial statements.

NOTE 9 -  COMMITMENTS AND CONTINGENCIES

As of March 31, 2006,  the Company has paid $234,375 in principal,  and $155,498
in  interest  on these  notes in cash and common  stock.  At March 31,  2006 the
Company is showing the principal value of the debt,  less the  unamortized  debt
discounts  of  approximately  $765,498 as the  carrying  value of the debt.  The
Company has accrued  approximately  $27,708 of accrued interest related to these
notes as of March 31, 2006.

Lease Agreement
---------------

In July 2005 the company  entered into a lease agreement for one year for office
facilities in Littleton, Colorado. The office lease requires monthly payments of
$2,100 and expires June 30, 2006.  During the year ended September 30, 2005, the
Company paid  $6,300,  with an  additional  $18,900  payable  under terms of the
lease.

 In August 2004,  the Company  relocated  to Colorado,  and entered into a lease
agreement for office facilities in Littleton.  The office lease required monthly
payments of $1,153 and expires July 31, 2005. During the quarter ended March 31,
2006 and 2005, the Company paid approximately $2,300 and $11,530,  respectively,
under the terms of the lease.



                                       37

<PAGE>

                              TREND MINING COMPANY
                         (AN EXPLORATION STAGE COMPANY)
                        NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2006
--------------------------------------------------------------------------------

Consulting Agreements
---------------------

See Note 6 for related party consulting agreements.

Mineral Properties
------------------

In order to retain its Peter Lake Claims in  Saskatchewan,  Canada,  the Company
had to  fulfill  exploration  commitments  totaling  by  December  of  2004.  At
September 30, 2005 the Company had fulfilled  the  commitments  and retained its
claim. Additionally,  the claims are revalidated for the prior year and extended
for the coming year.


Legal Proceedings
-----------------

In May, 2002, one of the Company's  vendors,  Nevada Southwest  Investments LLC,
obtained a judgment in the Second Judicial  District,  Washoe County,  Nevada to
collect  $18,574 due under a rental lease agreement for office space the Company
chose to vacate. The judgment bears interest at 18% until paid in full. Included
in the  accounts  payable  balance as of  September  30,  2005 is  approximately
$32,000  related to this judgment.  The Company  negotiated with the creditor to
make suitable payment  arrangements to pay this judgment over time. The creditor
had  scheduled a debtor's  hearing in the early part of 2004 but the hearing was
cancelled  and not  rescheduled.  On November 15, 2005,  the Company was able to
settle in final terms and paid $25,250.

On August 24,  2005,  a  complaint  was filed  against the Company in the United
States District Court for the Eastern  District of New York,  seeking $52,500 in
legal fees,  under Section 16(b) of the Securities  Exchange Act of 1934,  which
were  allegedly  incurred in connection  with the Company's  recovery of alleged
short-swing  trading  profits  from an  insider  of the  Company.  The  case was
dismissed with prejudice on or about November 29, 2005, pursuant to a compromise
and settlement  under which the Company paid  plaintiff the sum of $26,250.  The
Company has included the  settlement in "accounts  payable" on the balance sheet
and recorded the expense as "settlement expense" on the statements of operations
at September 30, 2005. The outstanding balance was paid on November 15, 2005

NOTE 10 -  CONCENTRATION

The Company has significantly relied on Mr. Thomas Kaplan and various associated
entities of Mr.  Kaplan,  as well as Mr. Howard  Schraub and various  associated
entities, for operating capital.

NOTE 11 -  FORGIVENESS OF DEBT
Included in the September 30, 2005 and 2004  financial  statements is $73,000 of
accrued  wages owing to Mr. David  Mooney,  the former chief  geologist  for the
Company.  In October 2005,  the Company and Mr. Mooney agreed to a settlement of
$25,000, with the remaining amount of $48,000 to be forgiven.


                                       38

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

FORWARD-LOOKING STATEMENTS

         We make  forward-looking  statements in this report, in other materials
we file with the SEC or otherwise release to the public, and on our website.  In
addition, our senior management might make forward-looking  statements orally to
analysts,  investors,  the media and others.  Statements  concerning  our future
operations,   prospects,   strategies,   financial  condition,  future  economic
performance  (including  growth and  earnings)  and demand for our  products and
services, and other statements of our plans, beliefs, or expectations, including
the statements  contained in this Item 2, "Management's  Discussion and Analysis
or Plan of Operation,"  regarding our future plans,  strategies and expectations
are forward-looking  statements. In some cases these statements are identifiable
through the use of words such as "anticipate,"  "believe," "estimate," "expect,"
"intend," "plan," "project,"  "target," "can," "could," "may," "should," "will,"
"would" and similar expressions. We intend such forward-looking statements to be
covered by the safe harbor provisions contained in Section 27A of the Securities
Act of 1933,  as amended and in Section 21E of the  Securities  Exchange  Act of
1934,  as amended (the  "Exchange  Act").  You are  cautioned not to place undue
reliance  on these  forward-looking  statements  because  these  forward-looking
statements we make are not guarantees of future  performance  and are subject to
various assumptions, risks, and other factors that could cause actual results to
differ  materially  from those  suggested by these  forward-looking  statements.
Thus,  our ability to predict  results or the actual  effect of future  plans or
strategies is inherently uncertain.  Factors which could have a material adverse
effect on our operations and precious metals market specifically, legislative or
regulatory  changes that affect us, including changes in healthcare  regulation,
the availability of working capital, competition within the mining industry, and
other risk factors. These risks and uncertainties, together with the other risks
described  from time to time in reports and documents  that we file with the SEC
should  be  considered  in  evaluating  forward-looking  statements,  and  undue
reliance  should not be placed on such  statements.  (There  also are other such
factors that we do not describe, generally, because currently we do not perceive
them to be material that could cause actual  results to differ  materially  from
our expectations.)  Indeed, it is likely that some of our assumptions will prove
to be incorrect.  Our actual results and financial position will vary from those
projected or implied in the forward-looking statements; and the variances may be
material.  We  expressly  disclaim  any  obligation  to  update  or  revise  any
forward-looking  statements,  whether  as a result  of new  information,  future
events or otherwise, except as required by law.

General

Trend is an exploration  stage company.  Trend's  primary  expenditures  at this
stage consist of payment of various  governmental  fees to maintain the priority
of Trend's unpatented mining claims, payment of Trend's debt service, payment of
accounting and legal fees, and general office expenses.


RESULTS OF OPERATIONS

Exploration Expense

Our exploration  expense for the three months ended March 31, 2006 and 2005 were
$30,640 and $80,880,  respectively.  Our exploration  expense for the six months
ended March 31, 2006 and 2005, were 37,692 and 99,893, respectively.

General and Administrative Expense

Our general and administrative expense for the three months ended March 31, 2006
and 2005 were $70,842 and $137,191, respectively. Our general and administrative
expense  for the six months  ended  March 31,  2006 and 2005,  were  130,301 and
178,101, respectively.

                                       39
<PAGE>

Officers and Directors Compensation Expense

Our officers and directors compensation expense for the three months ended March
31, 2006 and 2005 were  $44,500 and  $28,500,  respectively.  Our  officers  and
directors compensation expense for the six months ended March 31, 2006 and 2005,
were 185,438 and 58,492, respectively.

Legal and Professional Fees

Our legal and  professional  fees for the three  months ended March 31, 2006 and
2005 were $153,235 and $70,211,  respectively.  Our legal and professional  fees
for the six months  ended  March 31,  2006 and 2005,  were  320,725  and 81,722,
respectively.

Net Loss

Our net loss for the three-month period ended March 31, 2006 totaled $499,284 as
compared to a loss of $589,776  for the quarter  ended March 31,  2005.  Our net
loss for the six months ended March 31, 2006 and 2005, were 998,188 and 720,738,
respectively. The accumulated deficit since inception of the current exploration
stage is  $12,895,287,  and Trend's total loss since inception of the company is
$13,453,791.

Operating cash at the end of the quarter totaled $107,066.


LIQUIDITY AND CAPITAL RESOURCES

Trend's primary,  near term business objective is to raise sufficient capital to
retain the Company's  current  mineral  properties,  to explore them and acquire
additional projects, and to pay Trend's general and administrative  expenses. As
reflected  in our  accompanying  financial  statements,  we have  limited  cash,
negative working capital, no revenues and an accumulated deficit of $12,895,287.
These  factors  indicate  that we may be unable to continue in  existence in the
absence  of  receiving   additional  funding.  Our  operating  expenses  average
approximately $70,000 per month, consisting of Trend's accounting and legal fees
and general and administrative expenses. The Company may also enter into payment
arrangement plans with creditors which could add between $50,000 and $60,000 per
month to our monthly  expenses.  In that case, the Company's monthly budget will
be between $120,000 and $130,000 per month. Moreover, management's plans for the
next twelve  months  include  approximately  $600,000 of cash  expenditures  for
exploration activity on the Stillwater, Lake Owen and Cree Lake properties.

                                       40

<PAGE>

Trend  estimates  that  approximately  $1,400,000  may be  required  to fund its
operations for the next 12 months assuming  minimal  exploration  activities and
excluding  the  cost of  acquisitions,  if any.  Trend  currently  does not hold
sufficient capital to continue current operations through fiscal 2006,  however,
we are currently in  negotiations  for a financing  that will provide
funds to continue operations through fiscal 2006. Trend believes that it now has
quality  projects  to become  more  active  in its  exploration  and is  seeking
additional capital to extend its operations through 2007.

To fund its  operations,  over the next  twelve  months the  Company  must raise
additional  funds from the public or private debt or equity  markets to continue
its business activities.  We currently anticipate funds from a private placement
expected to close in May 2006.  Moreover,  several  companies  have expressed an
interest in leasing the Lake Owen project from Trend, which would reduce Trend's
working  capital  obligations  while  simultaneously  advancing  one of  Trend's
projects.

Under the Company's Delaware certificate of incorporation, Trend has 100,000,000
authorized  shares of common stock and is authorized to issue 20,000,000  shares
of  preferred  stock.  Trend  currently  has  no  preferred  shares  issued  and
outstanding. We believe that we will generate sufficient cash from the Andacollo
royalty  and a public or  private  debt or equity  financing  in order for us to
continue to operate based on current expense  projections and exploration plans.
Nevertheless,  we are unable to provide assurances that we will be successful in
obtaining  sufficient  sources  of  capital.  There  can  be no  assurance  that
Electrum,  LCM  Holdings,  or others will  continue to advance funds to Trend or
that Trend's efforts to obtain additional financing will be successful. Further,
there can be no assurance that  additional  financing will be available on terms
acceptable to the Company.  If we fail to raise the necessary  funds to continue
operations, we might be required to significantly reduce or completely cease our
operations.


The  Company's  business  plan,  contingent  upon raising at least $1 million to
cover calendar 2006,  includes (1) the hiring of Denver-based  accounting  staff
with greater proficiency in the mining industry;  and (2) hiring a controller to
oversee the Company's  financial system and closely supervise the preparation of
monthly, quarterly and annual financial information.



                                       41
<PAGE>


Off-Balance Sheet Arrangements

None.

ITEM 3.  CONTROLS AND PROCEDURES.

(a) Evaluation of disclosure controls and procedures.

Within the 90 days prior to the filing of this  Quarterly  Report on Form 10-QSB
(the  "Evaluation  Date"),  the  Company  carried out an  evaluation,  under the
supervision and with the  participation  of its management,  including its Chief
Executive Officer and its Chief Financial  Officer,  of the effectiveness of the
design and operation of the Company's  disclosure  controls and  procedures  (as
defined in Rules  13a-14(c) and 15d-14(c)  under the Exchange  Act).  Based upon
that evaluation,  the Company's Chief Executive  Officer and its Chief Financial
Officer concluded that the Company's  disclosure controls and procedures are not
effective to ensure that material  information required to be disclosed by it in
the  reports  that it files or  submits  under  the  Exchange  Act is  recorded,
processed,  summarized  and reported  within the time  periods  specified in the
Securities and Exchange Commission rules and forms.

It should be noted,  that the design of any system of  controls is based in part
upon certain assumptions about the likelihood of future events, and there can be
no assurance  that any design will  succeed in achieving  its stated goals under
all potential future conditions, regardless of how remote.

(b) Changes in internal controls.

The Company evaluates its internal controls for financial  reporting purposes on
a regular  basis.  Based upon the  results  of these  evaluations,  the  Company
considers what revisions,  improvements  and/or corrective actions are necessary
in order to ensure that its internal controls are effective.

During the fiscal  quarter  ended March 31, 2006,  there have been no changes to
the Company's  internal  controls over  financial  reporting that has materially
affected or is  reasonably  likely to materially  affect the Company's  internal

                                       42

<PAGE>


controls  over  financial  reporting.  However,  since  the  Company's  internal
controls over  financial  reporting did not comply with the procedures set forth
in Rules  13a-15(e) or  15d-15(e)  under the Exchange Act it is currently in the
process of improving its internal controls and procedures.

In January 2006, the Company  discovered that an asset had been classified as an
expense,  rather than an asset, in the financials statements for the fiscal year
ending  September  30,  2005.   During  fiscal  2005,  the  Company  made  three
installment  payments for the purchase of interests in DMC Cayman, Inc. Prior to
the fiscal year end, the Company entered into an agreement to sell its interests
in DMC Cayman,  Inc.  for cash that was received  subsequent  to the fiscal year
end, thus, resulting in an account receivable and a capital gain as of September
30, 2005. Upon each payment,  an exploration expense rather than a capital asset
was recognized.  Thus, as a result, the capital gain and the outstanding account
receivable  were not recognized on the financial  statements as of September 30,
2005. This involved only a misclassification of accounts.  Upon discovery of the
misclassification,  the Company  restated its  financial  statements  previously
filed on Form 10-KSB for the fiscal year ended September 30, 2005.

In light of the  restatement,  the Company began taking actions to improve,  and
plans to  continuously  evaluate  its internal  controls and certain  disclosure
controls and  procedures.  As part of this  commitment,  Trend's Chief Financial
Officer and Chief  Executive  Officer are initiating  steps which  include:  (i)
hiring new accounting staff with greater proficiency in the mining industry; and
(ii) hiring a controller to oversee the Company's  financial  system and closely
supervise  the   preparation   of  monthly,   quarterly  and  annual   financial
information.

The Company's Chief Executive  Officer and Chief Financial  Officer believe that
these  steps,  set  forth in the  preceding  paragraph,  will be  sufficient  to
strengthen its disclosure  procedures and that no other changes to the Company's
disclosure  controls and  procedures  are needed in response to the discovery of
the misclassification described above.

                           PART II - OTHER INFORMATION

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Common Stock
------------

         We had 40,216,054  shares of common stock issued and  outstanding as of
March 31, 2006.  The  issuances  discussed  under this section are exempted from
registration  under Rule 506 of the  Securities  Act of 1933,  as  amended  (the
"Securities  Act"),  or Section 4(2) of the  Securities  Act, as indicated.  All
purchasers  of the issued  securities  represented  to us that they acquired the
shares  for  investment  purposes  only  and  all  stock  certificates   contain
appropriate  restrictive  legends.  No  underwriters  or brokers or dealers were
involved in connection with the sales of securities referred to in this section.

         In general,  under Rule 144, a person who has beneficially owned shares
privately  acquired  directly  or  indirectly  from Trend or from one of Trend's
affiliates,  for at least one year is entitled to sell,  within any  three-month
period,  a number of shares  that do not  exceed  the  greater of 1% of the then
outstanding shares or the average weekly trading volume in Trend's shares during
the four calendar weeks  immediately  preceding such sale.  Sales under Rule 144
are also subject to certain manner of sale provisions,  notice  requirements and
the  availability  of current public  information  about us. A person who is not
deemed to have been an  affiliate  at any time  during the 90 days  preceding  a
sale, and who has beneficially  owned restricted  shares for at least two years,
is entitled to sell all such shares under Rule 144 without  regard to the volume
limitations, current public information requirements,  manner of sale provisions
or notice requirements.

         In January  2006,  we issued  20,000  shares of common  stock to Aurora
Metals (BVI)  Limited as payment  pursuant to the joint venture  agreement  with
Aurora.  The Company relied on the exemption from registration  found in Section
4(2) in connection with this issuance.

         On January 4, 2006,  we issued  48,012  shares of common  stock,  to an
accredited  investors as payment of interest and principal on  promissory  notes
outstanding.  The Company  relied on the exemption  from  registration  found in
Section 4(2) in connection with this issuance.


                                       43

<PAGE>

         In February 2006,  Trend issued  292,795 shares of common stock,  to an
accredited  investor,  as payment of interest and principal on promissory  notes
outstanding.  The Company  relied on the exemption  from  registration  found in
Section 4(2) in connection with this issuance.

         On February 2, 2006, we issued  35,118  shares of common  stock,  to an
accredited  investors as payment of interest and principal on  promissory  notes
outstanding.  The Company  relied on the exemption  from  registration  found in
Section 4(2) in connection with this issuance.

         In March  2006,  we  issued  141,207  shares  of  common  stock,  to an
accredited  investors as payment of interest and principal on  promissory  notes
outstanding.  The Company  relied on the exemption  from  registration  found in
Section 4(2) in connection with this issuance.

         On March 3,  2006,  we issued  39,009  shares of  common  stock,  to an
accredited  investors as payment of interest and principal on  promissory  notes
outstanding.  The Company  relied on the exemption  from  registration  found in
Section 4(2) in connection with this issuance.

         Each investor involved in the above transactions represented to us that
they were an accredited investor.

         As  discussed  above,  during the three  months  ended March 31,  2006,
20,000 shares were issued as payment under a joint venture agreement and 556,141
shares were issued as payment on promissory  notes  outstanding.  576,141 shares
were issued in the fiscal quarter ending March 31, 2006.

         All shares issued in connection  with the above  described  events were
issued to existing  stockholders or individuals or entities  previously known to
us.  At the time of each  issuance,  Trend  was not  aware of any such  investor
having any current intent to resell Trend's stock.


                                       44

<PAGE>

Options

None issued during the reporting period.

Warrants

None issued during the reporting period

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

Exhibit   Description

31.1      Certification Required Under Section 302 of Sarbanes-Oxley Act of 2002

31.2      Certification Required Under Section 302 of Sarbanes-Oxley Act of 2002

32.1      Certification Required Under Section 906 of Sarbanes-Oxley Act of 2002

32.2      Certification Required Under Section 906 of Sarbanes-Oxley Act of 2002



                                       45
<PAGE>

                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                              TREND MINING COMPANY

Date:  May 15, 2006

                                   By:    /s/ Thomas A. Loucks
                                          --------------------------------------
                                          Thomas A. Loucks
                                          President and Chief Executive Officer
                                          (Principal Executive Officer)


                                   By:    /s/ John P. Ryan
                                          --------------------------------------
                                          John P. Ryan
                                          Treasurer and Chief Financial Officer
                                          (Principal Financial Officer)