<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                   FORM 10-QSB/A

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

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001

                           COMMISSION FILE NO. 0-31159

                              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 Identification No.)
incorporation or organization)

         401 FRONT AVENUE
       SUITE 1, SECOND FLOOR
       COEUR D'ALENE, IDAHO                                83814
(Address of principal executive offices)                 (Zip Code)

                                 (208) 664-8095
                           (Issuer's telephone number)

Check whether the issuer (1) has 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 / /

There were 18,571,770 shares of the Registrant's no par value common stock
outstanding as of May 14, 2001.

Transitional Small Business Disclosure:     Yes  / /           No /X/


<PAGE>

                                EXPLANATORY NOTE

     This Quarterly Report on Form 10-QSB/A for the quarter ended March 31,
2001 (the "Report") is being filed solely to amend Item 1.

     In Note 13 to the Financial Statements, "Subsequent Events," disclosure has
been added regarding $100,000 borrowed under the April 11, 2001 Electrum loan
agreement, which disclosure was inadvertently omitted from this Note in the
previous filing.

     Other minor typographical and grammatical changes were made to the Notes to
Financial Statements.

     This Form 10-QSB/A constitutes Amendment No. 1 to the Report.

                                       1
<PAGE>


PART 1
ITEM 1.  FINANCIAL STATEMENTS


The Board of Directors
Trend Mining Company
(Formerly Silver Trend Mining Company)
Coeur d'Alene, Idaho


                           ACCOUNTANT'S REVIEW REPORT


We have reviewed the accompanying balance sheet of Trend Mining Company
(formerly Silver Trend Mining Company) (an exploration stage company) as of
March 31, 2001 and the related statements of operations and comprehensive loss,
stockholders' equity (deficit), and cash flows for the six months ended March
31, 2001 and 2000, and for the period from October 1, 1996 (inception of
exploration stage) to March 31, 2001. All information included in these
financial statements is the representation of the management of Trend Mining
Company.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit in accordance with
auditing standards generally accepted in the United States of America, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with accounting principles generally accepted in the United States of
America.

The financial statements for the year ended September 30, 2000 were audited by
us and we expressed an unqualified opinion on them in our report originally
dated December 15, 2000. Except for procedures concerning corrections as
discussed in Notes 14 and 15, we have not performed any auditing procedures
since that date.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2 to the
financial statements, the Company's significant operating losses raise
substantial doubt about its ability to continue as a going concern. Management's
plans regarding the resolution of this issue are also discussed in Note 2. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.



Williams & Webster, P.S.
CERTIFIED PUBLIC ACCOUNTANTS
Spokane, Washington

May 17, 2001


                                       2
<PAGE>

                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                          MARCH 31,    SEPTEMBER 30,
                                                            2001          2000
                                                        (UNAUDITED)
                                                        -----------    -----------
<S>                                                     <C>            <C>
ASSETS

CURRENT ASSETS
      Cash ..........................................   $     6,155    $   102,155
      Prepaid expenses ..............................          --            1,725
      Equipment held for resale .....................         4,000          4,000
                                                        -----------    -----------
            Total Current Assets ....................        10,155        107,880
                                                        -----------    -----------

MINERAL PROPERTIES ..................................          --             --
                                                        -----------    -----------

PROPERTY AND EQUIPMENT, net of depreciation .........        31,203         40,177
                                                        -----------    -----------

OTHER ASSETS
      Investments ...................................          --          107,250
                                                        -----------    -----------

TOTAL ASSETS ........................................   $    41,358    $   255,307
                                                        ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY(DEFICIT)

CURRENT LIABILITIES
      Accounts payable ..............................   $   821,212    $   325,186
      Accounts payable to directors and officers ....        48,818         11,100
      Accrued expenses ..............................         9,962         17,489
      Accrued interest payable ......................         7,538           --
      Note payable to stockholder ...................       385,000           --
      Current portion of long-term debt .............         3,150          2,992
                                                        -----------    -----------
            Total Current Liabilities ...............     1,275,680        356,767
                                                        -----------    -----------

LONG-TERM DEBT, net of current portion ..............         8,851         10,389
                                                        -----------    -----------

COMMITMENTS AND CONTINGENCIES .......................          --             --
                                                        -----------    -----------

STOCKHOLDERS' EQUITY(DEFICIT)
      Preferred stock, $0.01 par value, 20,000,000
            shares authorized; 1 and no shares
            issued and outstanding, respectively ....          --             --
      Common stock, $0.01 par value, 100,000,000
            shares authorized; 18,565,803 and
            18,232,776 shares issued and outstanding,
            respectively ............................       185,658        182,327
      Additional Paid-in Capital ....................     3,600,161      3,296,898
      Stock options and warrants ....................     1,338,410        118,920
      Pre-exploration stage accumulated deficit .....      (558,504)      (558,504)
      Accumulated deficit during exploration stage ..    (5,808,898)    (3,151,077)
      Accumulated other comprehensive income ........          --             (413)
                                                        -----------    -----------
            TOTAL STOCKHOLDERS' EQUITY(DEFICIT) .....    (1,243,173)      (111,849)
                                                        -----------    -----------

TOTAL LIABILITIES AND
      STOCKHOLDERS' EQUITY(DEFICIT) .................   $    41,358    $   255,307
                                                        ===========    ===========
</TABLE>

            See accompanying notes and accountant's review report.

                                       3
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                 STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

<TABLE>
<CAPTION>
                                                                                                                    PERIOD FROM
                                                                                                                     OCTOBER 1,
                                                                                                                        1996
                                                                                                                   (INCEPTION OF
                                                         THREE MONTHS ENDED              SIX MONTHS ENDED           EXPLORATION
                                                     -------------------------     ---------------------------       STAGE) TO
                                                     MARCH 31,       MARCH 31,       MARCH 31,       MARCH 31,       MARCH 31,
                                                        2001           2000            2001            2000             2001
                                                    (UNAUDITED)     (UNAUDITED)     (UNAUDITED)     (UNAUDITED)     (UNAUDITED)
                                                    ------------    ------------    ------------    ------------    ------------
<S>                                                 <C>             <C>             <C>             <C>             <C>
REVENUES                                            $       --      $       --      $       --      $       --      $       --
                                                    ------------    ------------    ------------    ------------    ------------

EXPENSES
     Mineral property expense                            118,106         114,961         222,150         174,994       1,701,964
     General and administrative                          220,950         177,965         687,065         267,429       1,320,464
     Officers and directors compensation                 527,774          86,880         600,794         122,514         996,852
     Legal and professional                              197,591          70,922         355,266          77,238         739,946
     Depreciation                                          4,487             775           8,974             875          20,085
                                                    ------------    ------------    ------------    ------------    ------------
        Total Expenses                                 1,068,908         451,503       1,874,249         643,050       4,779,311
                                                    ------------    ------------    ------------    ------------    ------------

OPERATING LOSS                                        (1,068,908)       (451,503)     (1,874,249)       (643,050)     (4,779,311)
                                                    ------------    ------------    ------------    ------------    ------------

OTHER INCOME (EXPENSE)
     Dividend and interest income                            120             129             228             154           6,567
     Loss on disposition and impairment of assets           --              --              --              --          (188,226)
     Gain (loss) on investment sales                     (74,533)           --           (78,033)          5,420         (76,724)
     Financing expense                                  (698,039)           --          (698,039)           --          (768,403)
     Interest expense                                     (5,770)           --            (7,728)           --            (9,379)
     Miscellaneous income                                   --              --              --               100           6,578
                                                    ------------    ------------    ------------    ------------    ------------
        Total Other Income (Expense)                    (778,222)            129        (783,572)          5,674      (1,029,587)
                                                    ------------    ------------    ------------    ------------    ------------

LOSS BEFORE INCOME TAXES                              (1,847,130)       (451,374)     (2,657,821)       (637,376)     (5,808,898)

INCOME TAXES                                                --              --              --              --              --
                                                    ------------    ------------    ------------    ------------    ------------
NET LOSS                                              (1,847,130)       (451,374)     (2,657,821)       (637,376)     (5,808,898)
                                                    ------------    ------------    ------------    ------------    ------------

OTHER COMPREHENSIVE LOSS
     Change in market value of investments                10,688          21,750             413           5,686         (77,080)
                                                    ------------    ------------    ------------    ------------    ------------

NET COMPREHENSIVE LOSS                              $ (1,836,442)   $   (429,624)   $ (2,657,408)   $   (631,690)   $ (5,885,978)
                                                    ============    ============    ============    ============    ============


BASIC AND DILUTED NET LOSS PER SHARE                $      (0.10)   $      (0.07)   $      (0.14)   $      (0.11)   $      (0.49)
                                                    ============    ============    ============    ============    ============

WEIGHTED AVERAGE NUMBER OF
     COMMON SHARES OUTSTANDING                        18,501,226       6,585,467      18,394,823       6,040,879      11,919,605
                                                    ============    ============    ============    ============    ============
</TABLE>

             See accompanying notes and accountant's review report.

                                       4
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

<TABLE>
<CAPTION>
                                               COMMON STOCK                        STOCK
                                         -----------------------    ADDITIONAL    OPTIONS                         OTHER
                                         NUMBER OF                   PAID-IN        AND         ACCUMULATED    COMPREHENSIVE
                                          SHARES      AMOUNT         CAPITAL      WARRANTS         DEFICIT        INCOME
                                         ---------  ------------   -----------  ------------   --------------  -------------
<S>                                      <C>         <C>           <C>           <C>           <C>            <C>
Balance, October 1, 1996                 1,754,242   $    17,542   $   663,218   $      --     $  (558,504)   $      --


Common stock issuances as follows:
   - for cash at $0.50 per share           200,000         2,000        98,000          --            --             --
   - for payment of liabilities and
       expenses at $0.50 per share          45,511           455        22,301          --            --             --

Net loss for the year ended
September 30, 1997                            --            --            --            --        (128,614)          --
                                       -----------   -----------   -----------   -----------   -----------    -----------

Balance, September 30, 1997              1,999,753        19,997       783,519          --        (687,118)          --

Common stock issuances as follows:
   - for mineral property at $0.50
       per share                           150,000         1,500        73,500          --            --             --
   - for lease termination at $0.50
       per share                            12,000           120         5,880          --            --             --
   - for debt at $0.50 per share            80,000           800        39,200          --            --             --
   - for cash at $0.20 per share             7,500            75         1,425          --            --             --
   - for compensation at $0.50 per
       share                                 9,000            90         4,410          --            --             --

Issuance of stock options for
financing activities                          --            --            --           2,659          --             --

Net loss for the year ended
September 30, 1998                            --            --            --            --        (119,163)          --

Other comprehensive income                    --            --            --            --            --          117,080
                                       -----------   -----------   -----------   -----------   -----------    -----------

Balance, September 30, 1998              2,258,253        22,582       907,934         2,659      (806,281)       117,080

Common stock issuances as follows:
   - for cash at an average of
       $0.07 per share                     555,000         5,550        35,450          --            --             --
   - for prepaid expenses at $0.33
       per share                            50,000           500        16,000          --            --             --
   - for consulting services at an
       average of $0.20 per share          839,122         8,391       158,761          --            --             --
   - for mineral property option
       at $0.13 per share                  715,996         7,160        82,471          --            --             --
   - for officers' compensation at
       an average of $0.24 per share       300,430         3,004        70,522          --            --             --
   - for debt, investment and
       expenses at $0.30 per share           9,210            92         2,671          --            --             --
   - for directors' compensation at
       an average of $0.25 per share        16,500           165         3,960          --            --             --
   - for rent at $0.25 per share             1,000            10           240          --            --             --
   - for equipment at $0.30 per
       share                               600,000         6,000       174,000          --            --             --

Net loss for the year ended
  September 30, 1999                          --            --            --            --        (716,759)          --

Other comprehensive loss                      --            --            --            --            --          (79,179)
                                       -----------   -----------   -----------   -----------   -----------    -----------

Balance, September 30, 1999              5,345,511   $    53,454   $ 1,452,009   $     2,659   $(1,523,040)   $    37,901
                                       -----------   -----------   -----------   -----------   -----------    -----------

<CAPTION>
                                            TOTAL
                                       ---------------
<S>                                    <C>
Balance, October 1, 1996               $   122,256


Common stock issuances as follows:
   - for cash at $0.50 per share           100,000
   - for payment of liabilities and
       expenses at $0.50 per share          22,756

Net loss for the year ended
September 30, 1997                        (128,614)
                                       -----------

Balance, September 30, 1997                116,398

Common stock issuances as follows:
   - for mineral property at $0.50
       per share                            75,000
   - for lease termination at $0.50
       per share                             6,000
   - for debt at $0.50 per share            40,000
   - for cash at $0.20 per share             1,500
   - for compensation at $0.50 per
       share                                 4,500

Issuance of stock options for
financing activities                         2,659

Net loss for the year ended
September 30, 1998                        (119,163)

Other comprehensive income                 117,080
                                       -----------

Balance, September 30, 1998                243,974

Common stock issuances as follows:
   - for cash at an average of
       $0.07 per share                      41,000
   - for prepaid expenses at $0.33
       per share                            16,500
   - for consulting services at an
       average of $0.20 per share          167,152
   - for mineral property option
       at $0.13 per share                   89,631
   - for officers' compensation at
       an average of $0.24 per share        73,526
   - for debt, investment and
       expenses at $0.30 per share           2,763
   - for directors' compensation at
       an average of $0.25 per share         4,125
   - for rent at $0.25 per share               250
   - for equipment at $0.30 per
       share                               180,000

Net loss for the year ended
  September 30, 1999                      (716,759)

Other comprehensive loss                   (79,179)
                                       -----------

Balance, September 30, 1999            $    22,983
                                       -----------
</TABLE>

See Note 4 for information regarding individual stock, option and warrant
issuances during the exploration stage in accordance with SFAS No. 7.

             See accompanying notes and accountant's review report.

                                       5
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

<TABLE>
<CAPTION>
                                                          COMMON STOCK
                                                    ------------------------
                                                       NUMBER                   ADDITIONAL       STOCK
                                                         OF                      PAID-IN      OPTIONS AND    ACCUMULATED
                                                      SHARES       AMOUNT        CAPITAL        WARRANTS       DEFICIT
                                                    ------------- -----------  -------------  ------------  -------------
<S>                                                 <C>          <C>            <C>           <C>            <C>
Balance, October 1, 1999                            5,345,511    $    53,454    $ 1,452,009   $     2,659    $(1,523,040)

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           --
    - for officers' and directors'
       compensation at an average of
       $1.19 per share                                 11,500            115         13,615          --             --
    - for consulting services at an
        average of $0.47 per share                    530,177            530        246,333          --             --
    - for mineral property at $0.89 per
        share                                         100,000          1,000         88,000          --             --
    - for investments at $0.33 per share              200,000          2,000         64,000          --             --
    - for cash at $0.07 per share                     456,247          4,562         28,969          --             --
    - for cash, options and warrants at
        $0.01 per share                             1,000,000         10,000          2,414        87,586           --
    - for incentive fees at $0.33 per
        share                                          65,285            633         20,891          --             --
    - for deferred mineral property option
        costs at $0.13 per share                      129,938          1,299         14,943          --             --
    - for modification of stockholder agreement
        at $0.60 per share                            200,000          2,000        118,000        30,000           --
    - for modification of stockholder
        agreement                                        --              --           4,262        10,379           --
    - from exercise of options at
        $0.12 per share                             9,962,762         99,628      1,103,016       (37,524)          --

Cash received for the issuance of common stock
  warrants for 7,979,761 shares of
  stock                                                  --             --             --          10,000           --

Miscellaneous common stock adjustments                     (5)          --             --            --             --

Net loss for the year ended
  September 30, 2000                                     --             --             --            --       (2,186,541)

Other comprehensive loss                                 --             --             --            --             --
                                                  -----------    -----------    -----------   -----------    -----------

Balance, September 30, 2000                        18,232,776    $   182,327    $ 3,296,898   $   118,920    $(3,709,581)
                                                  -----------    -----------    -----------   -----------    -----------

Common stock and option issuances as follows:
    - for cash of $1.00 per share                     192,000          1,920        190,080          --             --
    - for cash and consulting services
       from options for $0.39 per share                33,333            333         12,737        (3,070)          --
    - for consulting services at $1.15 per share       10,000            100         11,400          --             --
    - for officer and employee
        compensation at $1.13 per share                 5,200             52          5,828          --             --
    - for payment of accrued officer's
        compensation at $1.35 per share                10,000            100         13,400          --             --
    - for consulting services at $1.01
        per share                                       4,494             45          4,509          --             --
    - for directors' compensation at
        $0.85 per share                                75,000            750         63,000          --             --
    - for modification of contract at
        $0.78 per share                                 3,000             30          2,310          --             --

Options issued to officers, directors and
  employees                                              --             --             --         354,000           --

Warrant issuances as follows:
    - Warrants issued for consulting
        services                                         --             --             --         170,521           --
    - Warrants issued for loan agreements
                                                                                       --          89,981           --
    - Extension of exercise period on
        outstanding warrants                             --             --             --         608,058           --

Net loss for the six month period ended
  March 31, 2001 (unaudited)                             --             --             --            --       (2,657,821)

Other comprehensive loss

                                                  -----------    -----------    -----------   -----------    -----------
Balance, March 31, 2001 (unaudited)                18,565,803    $   185,658    $ 3,600,161   $ 1,338,410    $(6,367,402)
                                                  ===========    ===========    ===========   ===========    ===========

<CAPTION>


                                                     OTHER
                                                 COMPREHENSIVE
                                                     INCOME           TOTAL
                                                 -------------    -----------
<S>                                               <C>            <C>
Balance, October 1, 1999                          $    37,901    $    22,983

Common stock and option issuances as follows:
    - for employee, officer and director
        compensation at an average of
        $0.61 per share                                  --          158,580
    - for officers' and directors'
       compensation at an average of
       $1.19 per share                                   --           13,730
    - for consulting services at an
        average of $0.47 per share                       --          251,635
    - for mineral property at $0.89 per
        share                                            --           89,000
    - for investments at $0.33 per share                 --           66,000
    - for cash at $0.07 per share                        --           33,531
    - for cash, options and warrants at
        $0.01 per share                                  --          100,000
    - for incentive fees at $0.33 per
        share                                            --           21,544
    - for deferred mineral property option
        costs at $0.13 per share                         --           16,242
    - for modification of stockholder agreement
        at $0.60 per share                               --          150,000
    - for modification of stockholder
        agreement                                        --           14,641
      from exercise of options at
        $0.12 per share                                  --        1,165,120

Cash received for the issuance of common stock
  warrants for 7,979,761 shares of
  stock                                                  --           10,000

Miscellaneous common stock adjustments                   --             --

Net loss for the year ended
  September 30, 2000                                     --       (2,186,541)

Other comprehensive loss                              (38,314)       (38,314)
                                                  -----------    -----------

Balance, September 30, 2000                       $      (413)   $  (111,849)
                                                  -----------    -----------

Common stock and option issuances as follows:
    - for cash of $1.00 per share                        --          192,000
    - for cash and consulting services
       from options for $0.39 per share                  --           10,000
    - for consulting services at $1.15 per share         --           11,500
    - for officer and employee
        compensation at $1.13 per share                  --            5,880
    - for payment of accrued officer's
        compensation at $1.35 per share                  --           13,500
    - for consulting services at $1.01
        per share                                        --            4,554
    - for directors' compensation at
        $0.85 per share                                  --           63,750
    - for modification of contract at
        $0.78 per share                                  --            2,340

Options issued to officers, directors and
  employees                                              --          354,000

Warrant issuances as follows:
    - Warrants issued for consulting
        services                                                     170,251
    - Warrants issued for loan agreements
                                                         --           89,981
    - Extension of exercise period on
        outstanding warrants                                         608,058

Net loss for the six month period ended
  March 31, 2001 (unaudited)                             --       (2,657,821)

Other comprehensive loss                                  413            413
                                                  -----------    -----------
Balance, March 31, 2001 (unaudited)               $      --      $(1,243,173)
                                                  ===========    ===========
</TABLE>

See Note 4 for information regarding individual stock, option and warrant
issuances during the exploration stage in accordance with SFAS No. 7.

              See accompanying notes and accountant's review report

                                       6
<PAGE>

                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                   PERIOD FROM
                                                                                    OCTOBER 1,
                                                                                      1996
                                                                                  (INCEPTION OF
                                                        SIX MONTHS ENDED           EXPLORATION
                                                    -------------------------       STAGE) TO
                                                     MARCH 31,     MARCH 31,        MARCH 31,
                                                       2001         2000              2001
                                                    (UNAUDITED)   (UNAUDITED)      (UNAUDITED)
                                                    ------------  -----------     -------------
<S>                                                <C>            <C>            <C>
Cash flows from operating activities:
   Net loss                                        $(2,657,821)   $  (637,376)   $(5,808,898)
   Adjustments to reconcile net income (loss) to
    net cash used by operating activities:
     Depreciation                                        8,974            875         20,085
     Loss (gain) on investment sales                    78,033         (5,420)        81,880
     Loss on disposition and impairment of
     assets                                               --             --          188,226
     Common stock issued for services
       and expenses                                     13,840        141,171        498,054
     Common stock and options issued as
     compensation                                      429,884          1,380        684,345
     Stock options and warrants issued for
     financing activities                              698,039           --          715,339
     Common stock and warrants issued to
     acquire mineral property options                       --           --          344,873
     Warrants issued for consulting fees               170,521           --          170,521
     Common stock issued for incentive fees               --           21,544         21,544
   Changes in assets and liabilities:
       Accounts receivable                                --            1,000           --
       Related party receivable                           --           (3,056)          --
       Inventory                                          --             --            3,805
       Prepaid expenses                                  1,725           --             --
       Accounts payable                                535,702        115,863        859,767
       Accrued expenses                                 (1,947)         7,941         17,500
                                                   -----------    -----------    -----------
   Net cash used in operating activities              (723,050)      (356,078)    (2,202,959)
                                                   -----------    -----------    -----------

Cash flows from investing activities:
       Payment of deposit                                 --           (1,000)        (1,000)
       Return of deposit                                  --             --            1,000
       Proceeds from sale of equipment                    --             --           33,926
       Proceeds from sale of mineral property             --             --           20,000
       Purchase of furniture and equipment                --          (34,037)       (37,195)
       Payments for mineral properties and
       acquisition costs                                  --             --             --
       Proceeds from investments sold                   41,430         36,687        112,717
                                                   -----------    -----------    -----------
   Net cash provided by investing activities            41,430          2,650        129,448
                                                   -----------    -----------    -----------

Cash flows from financing activities:
       Payments on notes payable and short term
       borrowings                                       (1,380)       (10,115)        (4,092)
       Sale of warrants for common stock                  --             --           10,000
       Proceeds from short-term borrowings             385,000         14,830        427,000
       Sale of common stock, subscriptions
       and exercise of options                         202,000        602,500      1,643,151
                                                   -----------    -----------    -----------
   Net cash provided by financing activities           585,620        607,215      2,076,059
                                                   -----------    -----------    -----------

NET INCREASE (DECREASE) IN CASH                        (96,000)       253,787          2,548

CASH, BEGINNING OF THE PERIOD                          102,155          8,998          3,607
                                                   -----------    -----------    -----------

CASH, END OF THE PERIOD                            $     6,155    $   262,785    $     6,155
                                                   ===========    ===========    ===========

SUPPLEMENTAL CASH FLOW INFORMATION:

   Interest paid                                   $       559    $      --      $     2,210

   Taxes paid                                      $      --      $      --      $      --

NON-CASH FINANCING ACTIVITIES:
   Common stock and warrants issued to acquire
    mineral property options                       $      --      $      --      $   344,873
   Common stock issued to acquire mineral
   property                                        $      --      $      --      $    75,000
   Common stock issued for acquisition of
    mining equipment                               $      --      $      --      $   180,000
   Common stock issued for services and expenses   $    13,840    $   141,171    $   495,714
   Common stock issued for investment              $      --      $      --      $    67,000
   Common stock issued for debt                    $      --      $      --      $    40,842
   Common stock issued to pay accrued fees         $    11,800    $      --      $    11,800
   Deferred acquisition costs on mining property   $      --      $      --      $    46,242
   Stock options  and warrants issued for
   financing activities                            $   698,039    $      --      $   715,339
   Warrants issued for consulting fees             $   170,521    $      --      $   170,521
   Common stock issued for incentive fees          $      --      $    21,544    $    21,544
   Common stock and options issued as
   compensation                                    $   429,884    $     1,380    $   684,345
   Purchase of equipment with financing
   agreement                                       $      --      $      --      $    14,093
   Investments received for mineral property       $      --      $      --      $     5,000
</TABLE>

             See accompanying notes and accountant's review report

                                       7
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Trend Mining Company (formerly Silver Trend Mining Company) ("the Company") was
originally 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. In February 1999, the Company changed its name from Silver Trend Mining
Company to Trend Mining Company to better reflect the Company's change of focus
to platinum group metals. The Company conducts operations primarily from its
offices in Coeur d'Alene, Idaho. The Company has elected a September 30 fiscal
year-end.

In March 28, 2001, the Company reincorporated in Delaware. Under its amended
certificate of incorporation, Trend has 100,000,000 shares of authorized 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 has been created and issued to Thomas S. Kaplan and requires the holder's
approval for all stock and equity issuances (See Note 4).

The Company is actively seeking additional capital and management believes that
additional stock can be sold to enable the Company to continue to fund its
property acquisition and platinum group metals exploration activities. However,
management is unable to provide assurances that it will be successful in
obtaining sufficient sources of capital.

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 is 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.

The Company had outstanding options and warrants representing 10,239,261 shares
and 11,171,333 shares, respectively, as of March 31, 2001 and 2000. As of
March 31, 2001, the Company also has convertible debt instruments which, if
converted, would increase outstanding common stock by 308,000 shares and
outstanding warrants by 308,000 shares. Interest accrued on these notes for
the six months ended March 31, 2001 was $7,538. All of these options,
warrants and convertible debt have been excluded from the calculation of
diluted loss per share as they would be antidilutive.

                                       8
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

CASH AND CASH EQUIVALENTS
For purposes of the 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.

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 period ended March 31, 2001 and the
year ended September 30, 2000 and, accordingly, no liability has been recorded
in the financial statements. The Company's policy is to recognize the cost of
compensated absences when compensation is actually paid to employees.

COMPREHENSIVE INCOME (LOSS)
The Company reports comprehensive income (loss) in accordance with Statement
of Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive
Income." Accordingly, accumulated other comprehensive income or loss is
included in the stockholders' equity section of the balance sheets. 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 SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities" in June 1998 and SFAS No. 138
"Accounting for Derivative Instruments and Certain Hedging Activities" in
June 2000. These standards establish accounting and reporting standards for
derivative instruments, including certain derivative instruments embedded in
other contracts, and for hedging activities. It requires that an entity
recognize all derivatives as either assets or liabilities on the balance
sheet and measure those instruments at fair value, at the appropriate date.

At March 31, 2001, the Company had 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 to employees and other than 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 that day, then the fair market value is the lower of the
closing prices on the first previous day and the first following day on which
the Company's stock was traded.


                                       9
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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 period ended March 31, 2001 and 2000 were $118,106 and
$114,961, respectively. In the six month periods ending March 31, 2001 and 2000,
exploration expenses amounted to $222,150 and $174,994, respectively. As of
March 31, 2001, the exploration costs expensed during the Company's exploration
stage were $1,701,964.

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 carrying amounts for cash, accounts payable, notes payable and accrued
liabilities approximate their fair value.

GOING CONCERN
As shown in the accompanying financial statements, the Company has no revenues,
has incurred a net loss of $2,657,821 for the six month period ended March 31,
2001 and has an accumulated deficit during the exploration stage of $5,808,898.
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's management believes that it will be able to generate sufficient
cash from public or private debt or equity financing for the Company to continue
to operate based on current expense projections.

IMPAIRED ASSET POLICY
In March 1995, the Financial Accounting Standards Board issued a statement SFAS
No. 121 titled "Accounting for Impairment of Long-lived Assets." In complying
with this standard, 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. Properties are acquired and recorded at fair values negotiated in
arm's length transactions. Although the Company expenses as costs 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 the recorded fair
value has declined, such costs will be reviewed and any impairment will be
recognized at that time.

                                       10
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

INTERIM FINANCIAL STATEMENTS
The interim financial statements for the period ended March 31, 2001,
included herein have not been audited. The financial statements reflect all
adjustments which are, in the opinion of management, necessary to present
fairly the results of operations for the period. All such adjustments are
normal recurring adjustments. The results of operations for the period
presented are not necessarily indicative of the results expected for the full
fiscal year.

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
bases 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. When a property reaches the production stage, the related capitalized
costs will be amortized, using the units of production method on the basis of
periodic estimates of ore reserves.

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 purposes. The parameters used in such valuations
include a risk free rate of 5.5%, the assumption that no dividends are paid,
exercise periods ranging from 1 week to 5.5 years, depending upon the terms
of the instrument issued, and a volatility factor calculated annually based
on estimates of expected volatility, as per SFAS No. 123. The Company used
its historic volatility data to develop the 1998 estimate of 30.00%,
consistent with its limited public trading in 1998. The volatility estimates
for 1999, 2000 and 2001 reflect an average of Company data and volatility
factors reported by two other mining companies at comparable stages in their
respective public trading histories, resulting in expected volatilities of
55.12% in 1999, 48.05% in 2000 and 46.40% in 2001.

RECLASSIFICATIONS
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 total accumulated deficit or net losses presented.

                                       11
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

REVERSE STOCK SPLIT
The Company's board of directors authorized a 1 for 10 reverse stock split of
its no par value common stock. (See Note 4.) All references in the accompanying
financial statements to the number of common shares outstanding and per share
amounts have been restated to reflect the reverse stock split.

SEGMENT REPORTING
The Company adopted SFAS No. 131, "Disclosures about Segments of an Enterprise
and Related Information," in the fiscal year ended September 30, 1999. SFAS No.
131 requires disclosures about products and services, geographic areas and major
customers. The adoption of SFAS No. 131 did not affect the Company's results of
operations or financial position. The Company's mining properties were not
engaged in any business activity. The Company had no segments engaged in
business activities at March 31, 2001 and, therefore, no segment reporting is
required.


NOTE 3 - MINERAL PROPERTIES

The following describes the Company's significant mineral properties:

WYOMING PROPERTIES
During the year ended September 30, 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, (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 Company has located an additional 509 unpatented mining claims in an agreed
area of interest near the Lake Owen Project.

The Company also staked and claimed six claims known as the Albany Project
during the year ended September 30, 1999. These claims are located in Albany
County, Wyoming.

The Company also staked and claimed 42 unpatented mining claims known as the
Spruce Mountain claims and 179 unpatented mining claims known as the Centennial
West claims. These claims are also located in Albany County, Wyoming.

                                       12
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 3 - MINERAL PROPERTIES (CONTINUED)

In the fiscal year to date, the Company located and staked 155 unpatented mining
claims in Albany County, Wyoming, including 34 and 121 claims, which were staked
at the Douglas Creek and Keystone properties, respectively.

MONTANA PROPERTIES
In March 2000, the Company entered into a three year lease and option agreement
under which it has the right to acquire a 100% interest in the Intrepid claims.
Upon entering into the agreement, the Company paid the claim owners $5,800 in
cash and 100,000 shares of common stock. In the Company's acquisition of this
option, it has expensed $97,140 for cash paid and common stock issued.

Under the agreement, the Company is obligated to incur exploration
expenditures of not less than $10,000 by September 30, 2001, $15,000 by March
4, 2002 and $15,000 by March 4, 2003. In addition, the Company must make
advance royalty payments of $10,000 by March 4, 2001, $25,000 by March 4,
2002 and $35,000 each year thereafter. In March 2001, the Company and the
claim holders agreed to replace the March $10,000 advance royalty payment
with a $9,000 payment due May 11, 2001. In connection with this agreement,
the Company issued to the holders 3,000 shares of common stock with an
aggregate value of $2,340. The May 11 payment has not been made and the
Company has requested an extension.

During the option period, the Intrepid claims are subject to a net smelter
royalty of 3% of all ores produced and sold from the Intrepid claims. The
Company has the right to exercise the purchase option at any time for a total
purchase price of $320,000, with any advance royalty payments credited against
the purchase price, and the claim holders retaining a 0.5% net smelter royalty.
The Company has agreed to issue an additional 100,000 shares to the claim
holders if the Company has not terminated the agreement by November 2001.

Also in Montana during 2000, the Company staked 121 claims for the Vanguard
Project. The Company explored and staked 36 claims known as the McCormick Creek
Project in Missoula County.

During the year ended September 30, 2000, the Company located and staked 211
claims in Stillwater County Montana. In the fiscal year to date, an
additional 222 claims were staked and added, and 38 claims were abandoned,
resulting in a net total of 395 claims.

OREGON PROPERTY
During the year ended September 30, 1999, the Company entered into an agreement
in which it would explore and stake five claims located in Jackson County,
Oregon known as the Shamrock property. All transactions have been completed and
the Company has acquired title to these claims.

                                       13
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 3 - MINERAL PROPERTIES (CONTINUED)

NEVADA PROPERTIES
During the year ended September 30, 1999, the Company entered into an agreement
whereby Mountain Gold Exploration would explore and stake claims, transferring
title to the Company upon completion thereof. Transactions were finalized for 13
claims known as the Hardrock Johnson Property located in Clark County, Nevada.
During the fiscal year to date, the Company located and staked 31 unpatented
claims known as the Willow Springs Claims. These claims are located in Nye
County, Nevada.

CALIFORNIA PROPERTIES
In mid-2000, the Company located 79 unpatented mining claims, known as the Pole
Corral property, in Tehema County, California. In September 2000, the Company
located 33 unpatented mining claims known as the Cisco Butte property in Placer
County, California.

CANADIAN PROPERTY
In August 2000, the Company entered into an agreement whereby Spectra Management
Corporation would explore and stake five claims representing about 67,000 acres
for the Company in northern Saskatchewan. This property is now known as the
Peter Lake Claims.

The following property is scheduled for disposal pursuant to the Company's new
focus on platinum and palladium related metals exploration:

NEVADA PROPERTY
In 1979, the Company acquired the Pyramid Mine, which consists of five
unpatented lode mining claims near Fallon, Nevada. The claims are within the
Walker Indian Reservation and located on the site of a U.S. Department of
Defense bombing range. As of the date of these financial statements, no clean
up has commenced on these claims. The Company is not aware of any pending
requirements for clean up of hazardous materials. Pursuant to an impairment
analysis performed by the Company, the Company wrote off the $70,333 book
value of cash paid and common stock issued to acquire the Pyramid Mine,
effective prior to the inception of the Exploration Stage. This write-off
resulted in a corresponding increase in accumulated deficit prior to the
Exploration Stage.

The following property was disposed of during the last year:

IDAHO PROPERTY
In July 2000, the Company entered into an agreement with New Jersey Mining
Company (New Jersey) whereby the Company received 50,000 shares of New Jersey's
restricted common stock in exchange for New Jersey's opportunity to earn a 100%
interest less a net smelter royalty in the Company's unpatented claims in
Kootenai County, Idaho. This agreement, concerning the claims known as the
Silver Strand Mine, which was part of the Company's prior silver mining
activities, will require a three-year work commitment by New Jersey totaling
$200,000. If the work commitment is not met, the Company will receive additional
common stock of New Jersey. The Company will retain a 1.5% net smelter return
until an aggregate of $50,000 in net smelter royalties have been received.
Thereafter, the Company's net smelter return will decrease to 0.5%. Pursuant to
an impairment analysis performed by the Company, the

                                       14
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 3 - MINERAL PROPERTIES (CONTINUED)

Company wrote off the $104,753 book value of the property, effective prior to
the inception of the Exploration Stage. This write-off resulted in a
corresponding increase in accumulated deficit prior to the Exploration Stage.
The Company also expensed $19,000 in previously capitalized costs as mineral
property expenses in 1997. The value of the securities received upon disposition
of the property was $5,000, which the Company recognized as a gain on
disposition in the year ended September 30, 2000.


NOTE 4 - CAPITAL STOCK

COMMON STOCK
On March 28, 2001, the Company completed its reincorporation in Delaware. Under
its amended certificate of incorporation, Trend has 100,000,000 shares of
authorized common stock with a par value of $0.01 per share.

On February 16, 1999, the Company's board of directors authorized a 1 for 10
reverse stock split of the Company's no par value common stock. As a result of
the split, 26,356,430 shares were retired. All references in the accompanying
financial statements to the number of common shares and per-share amounts for
the period ended March 31, 2001 and the year ended September 30, 2000 have been
restated to reflect the reverse stock split.

The Company from time to time issues common stock in exchange for services, as
compensation or for the acquisition of assets. Such stock is recorded at the
fair market value on, or as near as possible to, the date of the transaction.

During the year ended September 30, 2000, the Company issued 226,194 shares of
common stock, valued at $145,490 to officers and directors, as compensation;
530,177 shares of common stock valued at $251,635 for services provided to the
Company; 100,000 shares of common stock valued at $89,000 in exchange for the
option to acquire a mineral property; 200,000 shares of common stock valued at
$66,000 for New Jersey Mining Company common stock; 65,285 shares of common
stock valued at $21,544 as incentive fees and 11,419,009 shares of common stock,
options and warrants for cash of $1,298,651. The Company issued 16,667 shares of
common stock valued at $11,000 to an employee as part of his employment
agreement. The Company also issued to General Minerals Corporation (GMC) an
additional 129,938 shares valued at $16,242 as part of the deferred cost of
acquiring the Lake Owen option. In addition, the Company issued 200,000 shares
of common stock valued at $120,000 as partial consideration for the termination
of certain preemptive rights held by GMC.

During the six-month period ended March 31, 2001, the Company issued 24,494
shares of common stock valued at $29,554 for services, 5,200 shares of common
stock valued at $5,880 as compensation, 33,333 shares of common stock from
options exercised by an employee for cash of $10,000, 75,000 shares valued at
$63,750 to directors as compensation, 3,000 shares valued at $2,340 to modify an
agreement, and 192,000 shares of common stock sold for $192,000 cash as a
private placement.

See Note 6 regarding future loan repayments in units of Trend securities.

                                       15
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 4 - CAPITAL STOCK (CONTINUED)

PREFERRED STOCK
Under its amended Delaware certificate of incorporation, Trend also has
20,000,000 shares of authorized 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.

One share of Series A preferred stock has been created and issued to Thomas S.
Kaplan and requires the holder's approval of all stock and equity issuances
until such time as none of Mr. Kaplan, Electrum LLC or Asher B. Edelman
beneficially owns more than twenty percent of the Company's outstanding stock.
Holders of the Company's common stock will vote on the continued existence of
the Series A preferred stock at each subsequent annual meeting. If the Series A
preferred stock is not continued, the outstanding share of Series A preferred
stock will convert to one share of common stock.

The following table discloses the Company's stock and equity transactions
during the Exploration Stage. This information meets the disclosure
requirements of SFAS 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.

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
                                                                   COMMON    ADDITIONAL                                   VALUE OF
                                            NUMBER OF  PRICE PER   STOCK      PAID-IN     TOTAL    NUMBER OF  NUMBER OF   OPTIONS/
                               ISSUE 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
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
COMMON STOCK,
OPTIONS AND WARRANTS
ACTIVITY AS FOLLOWS:
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     03/25/1997    200,000      $ 0.50    2,000      98,000     100,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Payment of liabilities
and expenses                    09/30/1997     45,511        0.50      455      22,301      22,756
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
BALANCE SEPTEMBER 30, 1997                  1,999,753             $ 19,998   $ 783,518   $ 803,516                              --
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
COMMON STOCK,
OPTIONS AND WARRANTS
ACTIVITY AS FOLLOWS:
------------------------------------------------------------------------------------------------------------------------------------
CS for Mineral property         07/23/1998    150,000      $ 0.50    1,500      73,500      75,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     07/23/1998      7,500        0.20       75       1,425       1,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Lease termination        07/23/1998     12,000        0.50      120       5,880       6,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Debt                     07/23/1998     80,000        0.50      800      39,200      40,000
------------------------------------------------------------------------------------------------------------------------------------
OPT for Financing               09/24/1998                                                            180,000                2,659
------------------------------------------------------------------------------------------------------------------------------------
CS for Compensation             09/30/1998      9,000        0.50       90       4,410   $4,500.00
------------------------------------------------------------------------------------------------------------------------------------

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

BALANCE SEPTEMBER 30, 1998                  2,258,253             $ 22,583   $ 907,933   $ 930,516    180,000          --   $2,659
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      16
<PAGE>

                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 4 - CAPITAL STOCK (CONTINUED)

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
                                                                   COMMON    ADDITIONAL                                   VALUE OF
                                            NUMBER OF  PRICE PER   STOCK      PAID-IN     TOTAL    NUMBER OF  NUMBER OF   OPTIONS/
                               ISSUE DATE   SHARES     SHARE       AMOUNT     CAPITAL     AMOUNT   OPTIONS    WARRANTS    WARRANTS
------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>         <C>          <C>       <C>        <C>         <C>        <C>        <C>         <C>
BALANCE SEPTEMBER 30, 1998                  2,258,253             $ 22,583   $ 907,933   $ 930,516    180,000          --   $2,659
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
COMMON STOCK,
OPTIONS AND WARRANTS
ACTIVITY AS FOLLOWS:
------------------------------------------------------------------------------------------------------------------------------------
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        0.30    6,000     174,000     180,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     11/28/1998      5,000        0.20       50         950       1,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   12/31/1998     30,858        0.44      309      13,191      13,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Directors' compensation  01/25/1999     16,500        0.25      165       3,960       4,125
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   01/31/1999      8,572        0.35       86       2,914       3,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   03/31/1999     24,000        0.25      240       5,760       6,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      03/31/1999      6,000        0.25       60       1,440       1,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      04/30/1999     32,000        0.28      320       8,640       8,960
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   04/30/1999     12,000        0.28      120       3,240       3,360
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      05/31/1999     73,333        0.25      733      17,600      18,333
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      06/30/1999     34,353        0.25      344       8,244       8,588
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   06/30/1999     50,000        0.16      500       7,500       8,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      06/30/1999     95,833        0.16      958      14,375      15,333
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      07/06/1999      5,000        0.25       50       1,200       1,250
------------------------------------------------------------------------------------------------------------------------------------
OPT for Financing activities    07/22/1999                                                             50,000                   --
------------------------------------------------------------------------------------------------------------------------------------
CS for Mineral property option  07/27/1999    715,996        0.13    7,160      82,471      89,631
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     07/29/1999     33,333        0.15      333       4,667       5,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      07/30/1999    146,603        0.12    1,466      16,126      17,592
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      07/31/1999    133,697        0.12    1,337      14,707      16,044
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   07/31/1999     41,667        0.12      417       4,583       5,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     08/04/1999     16,667        0.15      167       2,333       2,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Rent                     08/09/1999      1,000        0.25       10         240         250
------------------------------------------------------------------------------------------------------------------------------------
OPT for Financing activities    08/13/1999                                                            100,000                   --
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     08/15/1999     50,000        0.05      500       2,000       2,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      08/17/1999      5,000        0.25       50       1,200       1,250
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     08/17/1999    100,000        0.05    1,000       4,000       5,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     08/26/1999    100,000        0.10    1,000       9,000      10,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      08/31/1999    159,750        0.25    1,598      38,341      39,938
------------------------------------------------------------------------------------------------------------------------------------
CS for Prepaid expenses         09/10/1999     50,000        0.33      500      16,000      16,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     09/10/1999     50,000        0.10      500       4,500       5,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     09/13/1999    200,000        0.05    2,000       8,000      10,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      09/30/1999     80,053        0.26      801      20,013      20,814
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   09/30/1999    133,333        0.26    1,333      33,334      34,667
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      09/30/1999     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
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      17
<PAGE>

                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 4 - CAPITAL STOCK (CONTINUED)

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
                                                                   COMMON    ADDITIONAL                                   VALUE OF
                                            NUMBER OF  PRICE PER   STOCK      PAID-IN     TOTAL    NUMBER OF  NUMBER OF   OPTIONS/
                               ISSUE DATE   SHARES     SHARE       AMOUNT     CAPITAL     AMOUNT   OPTIONS    WARRANTS    WARRANTS
------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>         <C>          <C>       <C>        <C>         <C>        <C>        <C>         <C>
BALANCE SEPTEMBER 30, 1999                  5,345,511              $53,455  $1,452,009  $1,505,464    330,000          --   $2,659
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
COMMON STOCK,
OPTIONS AND WARRANTS
ACTIVITY AS FOLLOWS:
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      10/04/1999     50,000      $ 0.26      500      12,500      13,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     10/22/1999     25,000        0.20      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      01/04/2000     15,000        0.28      150       4,050       4,200
------------------------------------------------------------------------------------------------------------------------------------
CS for Investments              01/15/2000    200,000        0.33    2,000      64,000      66,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Incentive fees           01/17/2000     65,285        0.33      653      20,891      21,544
------------------------------------------------------------------------------------------------------------------------------------
OPT Expiration                  01/22/2000                                                            (50,000)                  --
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     01/25/2000     14,286        0.35      143       4,857       5,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        02/22/2000  1,000,000       0.142   10,000     131,900     141,900 (1,000,000)              (1,900)
------------------------------------------------------------------------------------------------------------------------------------
CS & OPT for Employees'
compensation                    02/25/2000     16,667        0.66      167      10,833      11,000     33,333                3,070
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      02/29/2000     10,000        0.72      100       7,100       7,200
------------------------------------------------------------------------------------------------------------------------------------
CS for Mineral property         03/24/2000     50,000        1.03      500      51,000      51,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        03/27/2000  2,500,000       0.142   25,000     329,750     354,750 (2,500,000)              (4,750)
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      03/31/2000     75,000        0.81      750      60,000      60,750
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   03/31/2000      3,000        0.81       30       2,400       2,430
------------------------------------------------------------------------------------------------------------------------------------
CS for Mineral property         04/04/2000     50,000        0.75      500      37,000      37,500
------------------------------------------------------------------------------------------------------------------------------------
CS & OPT for Directors'
compensation                    04/11/2000    150,000        0.70    1,500     103,500     105,000     67,000               12,750
------------------------------------------------------------------------------------------------------------------------------------
CS for Deferred mineral
property acquisition costs      05/08/2000    129,938       0.125    1,299      14,943      16,242
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      05/15/2000      9,975        0.63      100       6,184       6,284
------------------------------------------------------------------------------------------------------------------------------------
Cash for Warrants               06/08/2000                                                                                  10,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     06/26/2000    416,961       0.056    4,170      19,361      23,531
------------------------------------------------------------------------------------------------------------------------------------
CS & WAR for Modification of
stockholder agreement           06/26/2000    200,000        0.60    2,000     118,000     120,000              200,000     30,000
------------------------------------------------------------------------------------------------------------------------------------
OPT & WAR for Modification of
stockholder agreement           06/27/2000                                                          1,729,762  1,729,761    14,641
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        06/29/2000  1,597,588       0.064   15,976      86,740     102,716 (1,597,588)              (2,716)
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   06/30/2000      9,000        0.81       90       7,185       7,275
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      06/30/2000      1,000        0.70       10         690         700
------------------------------------------------------------------------------------------------------------------------------------
OPT Agreement Modification      07/07/2000                                                           (127,500)                  --
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        07/14/2000     10,000        0.30      100       2,900       3,000    (10,000)
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        07/21/2000  1,800,000       0.122   18,000     201,060     219,060 (1,800,000)             (12,060)
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        07/26/2000    650,000       0.122    6,500      72,605      79,105   (650,000)              (4,355)
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   07/31/2000      3,000        1.24       30       3,690       3,720
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        08/01/2000     50,000        0.15      500       7,000       7,500    (50,000)
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        08/01/2000     50,000        0.30      500      14,500      15,000    (50,000)
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        08/14/2000     90,000       0.122      900      10,053      10,953    (90,000)                (603)
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        08/24/2000  1,000,000       0.122   10,000     111,700     121,700 (1,000,000)              (6,700)
------------------------------------------------------------------------------------------------------------------------------------
CS for Directors' compensation  08/25/2000      1,500        1.00       15       1,485       1,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash from options        08/31/2000     15,000        0.30      150       4,350       4,500    (15,000)
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   08/31/2000      1,000        1.13       10       1,120       1,130
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      18
<PAGE>

                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 4 - CAPITAL STOCK (CONTINUED)

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------------------
                                                                   COMMON    ADDITIONAL                                   VALUE OF
                                            NUMBER OF  PRICE PER   STOCK      PAID-IN     TOTAL    NUMBER OF  NUMBER OF   OPTIONS/
                               ISSUE DATE   SHARES     SHARE       AMOUNT     CAPITAL     AMOUNT   OPTIONS    WARRANTS    WARRANTS
------------------------------------------------------------------------------------------------------------------------------------
<S>                            <C>         <C>          <C>       <C>        <C>         <C>        <C>        <C>         <C>

CS for Cash from options        09/22/2000  1,200,174       0.122   12,002     134,720     146,722 (1,200,174)              (8,702)
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      09/22/2000     90,000        1.45      900      72,000      72,900
------------------------------------------------------------------------------------------------------------------------------------
CS for Officers' compensation   09/30/2000      6,000        1.35       60       8,040       8,100
------------------------------------------------------------------------------------------------------------------------------------
CS Adjustment                   09/30/2000       (5)
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
BALANCE SEPTEMBER 30,
2000                                       18,232,776             $182,328  $3,296,897  $3,479,225    127,833  8,179,761  $118,920
------------------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------------------
COMMON STOCK,
OPTIONS AND WARRANTS
ACTIVITY AS FOLLOWS:
------------------------------------------------------------------------------------------------------------------------------------
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        1.30       30       3,870       3,900
------------------------------------------------------------------------------------------------------------------------------------
WAR for Consulting services     11/01/2000                                                                      250,000    123,775
------------------------------------------------------------------------------------------------------------------------------------
CS for Employees' compensation  12/06/2000      2,200        0.90       22       1,958       1,980
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     12/20/2000    100,000        1.00    1,000      99,000     100,000
------------------------------------------------------------------------------------------------------------------------------------
WAR for Consulting services     12/31/2000                                                                      180,000     46,746
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      01/02/2001     10,000      $ 1.35      100      13,400      13,500
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     01/11/2001     47,000        1.00      470      46,530      47,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      01/11/2001      3,407        1.00       34       3,373       3,407
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      01/23/2001        604        1.10        6         658         664
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     01/24/2001     25,000        1.00      250      24,750      25,000
------------------------------------------------------------------------------------------------------------------------------------
WAR for Loan agreements         02/01/2001                                                                      285,000     76,551
------------------------------------------------------------------------------------------------------------------------------------
CS for Cash                     02/06/2001     20,000        1.00      200      19,800      20,000
------------------------------------------------------------------------------------------------------------------------------------
CS for Consulting services      02/06/2001        483        1.00        5         478         483
------------------------------------------------------------------------------------------------------------------------------------
CS for Directors' compensation  02/23/2001     75,000        0.85      750      63,000      63,750
------------------------------------------------------------------------------------------------------------------------------------
OPT for Director, officer and   02/23/2001                                                          1,200,000              354,000
employee compensation
------------------------------------------------------------------------------------------------------------------------------------
WAR for Loan agreements         03/12/2001                                                                       50,000     13,430
------------------------------------------------------------------------------------------------------------------------------------
WAR Extension of exercise
period                          03/12/2001                                                                                 608,058
------------------------------------------------------------------------------------------------------------------------------------
CS for Modification of contract 03/22/2001      3,000        0.78       30       2,310       2,340
------------------------------------------------------------------------------------------------------------------------------------

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

BALANCE MARCH 31, 2001                     18,565,803              $185,658  $3,600,161  $3,785,819  1,294,500 8,944,761 $1,338,410
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                      19
<PAGE>

                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001


NOTE 5 - COMMON STOCK OPTIONS AND WARRANTS

The Company had a Stock Option Plan, which was initiated to encourage and enable
qualified officers, directors and other key employees to acquire and retain a
proprietary interest in the Company by ownership of its common stock. A total of
ten percent of the currently issued and outstanding shares of the Company's
common stock may be subject to, or issued pursuant to the terms of the plan. No
options were issued under the Plan, and the Plan has been terminated.

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 (including officers), directors
and consultants. The plan will terminate on January 4, 2011. The exercise price
of options granted under this plan will 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 term, vesting schedule, transfer restrictions and termination are to
be determined by the Company's Board of Directors.

In the Black-Scholes Option Price Calculations below, the Company used the
following assumptions to estimate fair value: the risk-free interest rate was
5.5%, volatility was 30.00% in 1998, 55.12% in 1999, 48.05% in 2000 and
46.40% in 2001, and the expected life of the options and warrants varied from
one week to 5.5 years. The Company also assumed that no dividends would be
paid on common stock.

On February 23, 2001, the Company issued under the plan to its five non-employee
directors an aggregate of 75,000 shares of common stock and options to acquire
75,000 shares with an exercise price of $0.80 per share exercisable until
February 23, 2004. The Company also issued under the plan to its employees
(including officers) options to acquire 1,125,000 shares with an exercise price
of $0.80 per share exercisable until February 23, 2004. The total fair value of
the options issued to directors and employees, estimated on the grant date using
the Black-Scholes Option Price Calculation, was $354,000. The fair value was
charged as a compensation expense.

During 1999, the Company granted various stockholders options to acquire
150,000 shares of common stock at prices varying from $0.15 to $0.35 per
share as additional incentives for various stock purchases. At the respective
grant dates, these options were each determined to have no appreciable fair
value using the Black-Scholes Option Price Calculation.

In February 2000, the Company granted an employee options until February 25,
2002 to acquire 33,333 shares of common stock at an exercise price of $0.30 per
share as compensation. The fair value of these options estimated on the grant
date using the Black-Scholes Option Price Calculation was $3,070. The
employee exercised these options in October 2000.

During the fiscal year ended September 30, 2000, the Company's board of
directors issued options to purchase 67,000 shares of its common stock at $0.50
per share to six retired directors. The options issued to each director were
based on years of service and are exercisable from April 15, 2000 to April 15,
2003. The fair value of these options estimated on the grant date using the
Black-Scholes Option Price Calculation was $12,750.


                                     20
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 5 - COMMON STOCK OPTIONS AND WARRANTS (CONTINUED)


As partial consideration for an amendment to the GMC option agreement, the
Company granted to GMC in June 2000 a warrant to purchase 200,000 shares for
$0.70 per share exercisable until June 12, 2002. The fair value of this warrant
estimated on the date of issuance using the Black-Scholes Options Price
Calculation was $30,000.

On November 17, 2000, the Company entered into a consulting agreement with R. H.
Barsom Company, Inc., under which the consultant would perform certain services
for the Company until June 30, 2001, for an advance fee of $100,000 and 180,000
shares of common stock. In early January 2001, the Company and the consultant
agreed to terminate the agreement. In connection with the termination, the
consultant surrendered the 180,000 shares of common stock and received warrants
to purchase 180,000 shares of the Company's common stock at $1.50 per share,
exercisable over approximately two years. The fair value of these warrants
estimated on the grant date using the Black-Scholes Option Price Calculation was
$46,746, which was included in consulting expenses for the quarter ended
December 31, 2000.

On November 8, 2000, effective November 1, 2000, the Company entered into a
24-month agreement with Eurofinance Inc. under which the entity would assist the
Company with certain investment community matters in return for a monthly fee of
$5,000, plus expenses, and warrants to purchase 820,000 shares of common
stock at $1.50 per share. The warrants were exercisable until November 1,
2005. In early January 2001, this agreement was terminated, with the Company
no longer obligated for the remaining monthly fees, and only the warrant for
250,000 shares that vested on November 1, 2000 remains outstanding. The fair
value of this warrant estimated on the grant date using the Black-Scholes
Option Price Calculation was $123,775 which was included in consulting
expenses for the quarter ended December 31, 2000.

TIGRIS FINANCIAL GROUP LTD./ELECTRUM LLC
On December 29, 1999, the Company entered into a stock purchase agreement with
Tigris Financial Group Ltd. 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 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, an affiliate.

Electrum exercised its option and acquired 3,500,000 shares of the Company's
common stock in February and March 2000. Pursuant to the terms of the stock
purchase agreement, upon exercise in full of this first option, Electrum's
option until September 25, 2000 to purchase up to an additional 4,608,000 shares
of common stock at an exercise price of $0.14 per share, or $645,120 in the
aggregate, became exercisable.

On June 27, 2000, the Company and Electrum entered into an amendment to the
stock purchase agreement under which the option to purchase 4,608,000 shares
was modified. As modified, Electrum had an option until July 5, 2000 to
acquire up to an additional 1,597,588 shares at $0.062 per share or $100,000
in the aggregate and, upon exercise in full of this option, an option became
exercisable

                                     21
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 5 - COMMON STOCK OPTIONS AND WARRANTS (CONTINUED)


until September 25, 2000 to acquire up to 4,740,174 shares at an exercise
price of $0.115 per share, or $545,120 in the aggregate. In addition, the
option to purchase warrants was modified and, as modified, Electrum had an
option 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 warrant. In connection with its acquisition of
those shares, Electrum assigned 3,530,174 shares and 500,000 warrants to third
parties. Subsequently, Electrum has assigned an additional 2,000,000 shares and
500,000 warrants.

Pursuant to loan agreements between the Company and Electrum LLC, the Company
issued warrants to acquire 285,000 shares at $1.50 per share in February
2001, exercisable through September 30, 2003, and warrants to acquire 50,000
shares at $1.50 per share in March 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 newly issued 285,000 warrants and
50,000 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 and $13,430,
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.

As of March 31, 2001, Tigris and Electrum own approximately 29% 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 nearly 49% of the
Company's then outstanding common stock.

Electrum had certain preemptive rights, which were not exercised and have been
subsequently terminated. 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 this agreement held by them.

As of March 31, 2001 and 2000, the Company had warrants outstanding as described
representing 8,944,761 and 6,250,000 shares of common stock, respectively.


                                     22
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 5 - COMMON STOCK OPTIONS AND WARRANTS (CONTINUED)


Following is a summary of the status of the options during the year ended
September 30, 2000 and the period ended March 31, 2001:

<TABLE>
<CAPTION>
                                                                         WEIGHTED AVERAGE
                                                       NUMBER OF SHARES   EXERCISE PRICE
                                                       ----------------  ----------------
<S>                                                    <C>               <C>
Outstanding at October 1, 1999                              330,000        $   0.32
Granted                                                   9,938,095            0.12
Exercised                                                (9,962,762)           0.12
Forfeited                                                      --               --
Revised                                                    (127,500)           0.36
Expired                                                     (50,000)           0.35
                                                         ----------        --------
Outstanding at September 30, 2000                           127,833        $   0.51
                                                         ==========        ========
Options exercisable at September 30, 2000                   127,833        $   0.51
                                                         ==========        ========



Outstanding at October 1, 2000                              127,833        $   0.51
Granted                                                   1,200,000            0.80
Exercised                                                   (33,333)           0.30
Forfeited                                                      --               --
Revised                                                        --               --
Expired                                                        --               --
                                                         ----------        --------
Outstanding at March 31, 2001                             1,294,500        $   0.79
                                                         ==========        ========
Options exercisable at March 31, 2001                     1,294,500        $   0.79
                                                         ==========        ========

On or before July 19, 2001                                   15,000        $   0.50
On or before July 19, 2002                                   12,500        $   1.00
On or before April 14, 2003                                  67,000        $   0.50
On or before February 23, 2004                            1,200,000        $   0.80
</TABLE>

                                       23
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 6 - RELATED PARTY TRANSACTIONS

The Company has accrued director and officer fees in the amounts of $48,818 at
March 31, 2001. As of March 31, 2000, the Company owed fees to officers and
directors of $62,500.

In June 2000, the Company and GMC amended the Lake Owen option agreement.
Pursuant to the amendment, the Company issued 416,961 shares at an average price
of $0.06 per share to GMC in connection with the exercise by GMC of preemptive
rights. In addition, the Company agreed to perform an additional $15,000 of
geophysical survey work on the Lake Owen project prior to December 31, 2000,
issued 200,000 additional shares of common stock to GMC and granted to GMC a
warrant to purchase 200,000 shares for $0.70 per share exercisable until June
12, 2002 in exchange for GMC's agreement to terminate its antidilution and
preemptive rights as provided in the original Lake Owen option agreement. The
geophysical survey work period has been extended beyond December 31, 2000.

RELATED PARTY LOANS
In November 2000, the Company borrowed $135,000 from Electrum. The loan bears
interest at an annual rate of 5% and is due either on December 1, 2005 or upon
the Company's completion of a public or private debt or equity financing.

In December 2000, the Company entered into an agreement with Electrum to provide
the right to borrow an additional $250,000. The funds obtained under this
agreement bear interest at 8%, and repayment is due on June 30, 2001 or upon the
Company's completion of a public or private debt or equity financing. The
Company borrowed $200,000 under this agreement, and no additional funds are
available under this agreement.

The loan agreement provides that if these loans are not repaid by February 1,
2001, the Company is required to grant Electrum warrants to purchase 285,000
shares of the Company's common stock at $1.50 per share exercisable through
September 30, 2003. The loans were not repaid by February 1, 2001, and the
warrants have been issued. Electrum may also elect to be repaid part or all the
total principal and interest outstanding under both loans in "units" of Trend
securities, at the rate of one unit per each $1.25 owed. Each unit would consist
of one share of common stock and a warrant to purchase one share of common stock
at $1.50 per share, originally exercisable through September 30, 2003. Electrum
has agreed that at least $100,000 of the November 2000 loan will be repaid in
units. This conversion of debt to equity was not reflected in the financial
statements as of March 31, 2001.
(See Note 13.)

On March 12, 2001, the Company entered into an agreement with Electrum under
which the Company borrowed an additional $50,000 to fund its operating costs, on
the same interest and repayment terms as the loans under the December 2000 loan
agreement. Under this agreement, in March 2001, the Company granted to Electrum
warrants to purchase an additional 50,000 shares of its common stock at $1.50
per share, exercisable through September 30, 2006. The Company also agreed to
extend through September 30, 2006, the expiration dates of the warrants to
acquire 7,979,761 shares issued under the stock purchase agreement and the
warrants to acquire 285,000 shares issued under the December 2000 agreement.

                                       24
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 6 - RELATED PARTY TRANSACTIONS (CONTINUED)

In the quarter ended March 31, 2001, the Company recorded a financing charge of
$608,058 related to the extension of the 7,979,761 warrants granted under the
stock purchase agreement and recorded a financing charge totaling $89,981 for
the grant and extension of the 285,000 warrants issued under the December 2000
loan agreement and the grant of the 50,000 warrants issued under the March 2001
loan agreement. These financing costs represent the fair value of the equity
issuances under the Company's Black-Scholes Option Price Calculation.

EMPLOYMENT AGREEMENT
In July 2000, the Company entered into an employment agreement with John Ryan,
then the Chief Financial Officer, Secretary and Treasurer of the Company, under
which Mr. Ryan received 3,000 shares per month of Trend common stock as
compensation for his services. Mr. Ryan resigned in December 2000, and this
agreement was terminated. No amounts were owed to Mr. Ryan as of March 31, 2001.


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
straight-line method over the expected useful lives of five years of the assets.
Depreciation expense for the six month period ended March 31, 2001 and the year
ended September 30, 2000 was $8,974 and $10,823, respectively.

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

<TABLE>
<CAPTION>
                                   MARCH 31,    SEPTEMBER 30,
                                     2001           2000
                                   ---------    -------------
<S>                                <C>           <C>
Furniture and Equipment            $ 51,288      $ 51,288
Less: Accumulated Depreciation      (20,085)      (11,111)
                                   --------      --------
                                   $ 31,203      $ 40,177
                                   ========      ========
</TABLE>

NOTE 8 - INVESTMENTS

The Company's securities investments are classified as available-for-sale
securities which are recorded at fair value in investments and other assets on
the balance sheet, with the change in fair value during the period excluded from
earnings and recorded net of tax as a component of other comprehensive income.
The Company has no securities, which are classified, as trading securities.

The Company recognized a charge for other comprehensive loss of $38,314 for the
year ended September 30, 2000. In the six month periods ended March 31, 2001 and
March 31, 2000, the Company recognized income of $413 and $5,686, respectively,
for the change in the market value of investments. The investment in New Jersey
Mining Company was liquidated during the period ended March 31, 2001 and the
Company realized a loss of $74,533.

                                       25
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 8 - INVESTMENTS (CONTINUED)

Available-for-sale securities consist of common stock stated at fair value and
are summarized as follows:

<TABLE>
<CAPTION>
                                             MARCH 31,        SEPTEMBER 30,
                 INVESTMENT                   2001                2000
         --------------------------          ---------        -------------
<S>                                          <C>              <C>
         New Jersey Mining Company           $    --          $  107,250
                                             =========        =============
</TABLE>

NOTE 9 - NOTES PAYABLE

Following is a summary of long-term debt as of March 31, 2001 and September 30,
2000:

<TABLE>
<CAPTION>
                                                                                  MARCH 31,     SEPTEMBER 30,
                                                                                   2001            2000
                                                                                  ---------     ------------
<S>                                                                               <C>            <C>
         Note payable to First Security Bank, N.A.
             Interest at 14.99%, secured by vehicle, payable in monthly
             installments of $179 through February 28, 2003                       $  3,674         $ 4,339

         Note payable to First Security Bank, N.A.
             Interest at 14.99%, secured by vehicle, payable in monthly
             installments of $231 through April 7, 2005                              8,327           9,042
                                                                                  --------        --------
             Total notes payable                                                    12,001          13,381

             Less:  Current maturities included in current liabilities              (3,150)         (2,992)
                                                                                  --------        --------
                                                                                  $  8,851         $10,389
                                                                                  ========         =======
</TABLE>

Following are the maturities of long-term debt for the current year and each of
the next four years ending on September 30:

<TABLE>
<S>                                                                    <C>
                           2001                                        $   1,812
                           2002                                            3,408
                           2003                                            2,884
                           2004                                            2,345
                           2005                                            1,552
                                                                      ----------
                                                                        $ 12,001
                                                                      ==========
</TABLE>

                                       26
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 10 - INCOME TAXES

At March 31, 2001, the Company has accumulated operating losses approximating
$5.0 million. These operating losses may be offset against future taxable
income, however there is no assurance that the Company will have income in the
future. Accordingly, the potential tax benefit of the net operating loss
carryforward is offset by a valuation allowance of the same amount. The
Company's ability to utilize these net operating loss carryforwards may be
limited by ownership changes. No provision for the recoverability of tax
benefits has been reported in the financial statements of the Company, due to
their uncertainty.


NOTE 11 - COMMITMENTS AND CONTINGENCIES

LAKE OWEN OPTION AGREEMENT
In July 1999, the Company executed an option agreement with General Minerals
Corporation (hereinafter "GMC") wherein the Company may earn a 100% interest in
a mineral property in Albany County, Wyoming in exchange for its payment of
exploration expenditures during the three-year option period, which commenced on
July 27, 1999. Under the agreement, the Company is obligated to spend $750,000
on exploration expenditures for this project, commonly known as the Lake Owen
property, during the option period, with no less than $150,000 of such
expenditures to be made within the first year. The agreement was amended in June
2000 to include $15,000 of geophysical survey work.

In consideration for the aforementioned option, the Company paid GMC $40,000 in
cash and issued to GMC 715,996 shares in 1999 and 129,938 shares in 2000. 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,
(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.

INTREPID OPTION AGREEMENT
In May 2000, the Company entered into a three year lease and option agreement
under which it has the right to acquire a 100% interest in the eight Intrepid
claims. Upon entering the agreement, the Company paid the claim owners $5,800
and 100,000 shares of common stock. The Company is obligated to make exploration
expenditures of at least $10,000 by September 30, 2001, $15,000 by March 4, 2002
and $15,000 by March 4, 2003. In addition, the Company must make advance royalty
payments of $10,000 by March 4, 2001, $25,000 by March 4, 2002 and $35,000 for
each year thereafter.

During the option period, the Intrepid claims are subject to a net smelter
royalty of 3% on all ores produced and sold from the Intrepid claims. The
Company has the right to exercise the purchase option at any time for a total
purchase price of $320,000, with any advance royalty payments to be credited
against the purchase price, and the claim holders retaining a 0.5% net smelter
royalty. The Company has agreed to issue an additional 100,000 shares to the
claim holders if it has not terminated the agreement by November 2001.

                                       27
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 11 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

In March 2001, the Company and the claim holders agreed to replace the March
$10,000 advance royalty payment with a $9,000 payment due May 11, 2001. In
connection with this agreement, the Company issued to the claim holders 3,000
shares of common stock with an aggregate value of $2,340. The May 11 payment
has not been made and the Company has requested an extension.

LEASE AGREEMENTS
Through the year ended September 30, 2000, the Company rented office facilities
in Coeur d'Alene, Idaho on a month-to-month basis. Total rents paid during the
year ended September 30, 2000 were $5,530.

During the period ended December 31, 2000, the Company entered into a lease for
its executive offices in Coeur d'Alene. The lease has a three-year term with
monthly rent of $2,656 in addition to a $2,656 security deposit. The Company has
the option to extend the lease for an additional two years at a monthly rent of
$2,921. The Company's rent expense reflects a reduction in payments for
improvements that were considered to be in lieu of lease expense. Total rents
expensed during the six month period ended March 31, 2001 were $15,969.

In July 2000, the Company entered into a new lease agreement for additional
office facilities in Reno, Nevada. The agreement is a two year lease and calls
for monthly payments of $1,725 during the first year and $1,775 during the
second year in addition to a $350 security deposit. Prior to the signing of this
lease, the Company had occupied the facilities on a month-to-month basis for
$1,714 per month. Total rents during the six month period ended March 31, 2001
and the year ended September 30, 2000 were $10,420 and $3,438, respectively.

The minimum lease payments as of March 31, 2001, for the six months ending
September 30, 2001 and for fiscal years 2002 and 2003, are as follows:

<TABLE>
<S>                                                  <C>
                               2001                  $     26,436
                               2002                        47,847
                               2003                        31,872
                                                      -----------
                               Total                 $    106,155
                                                      ===========
</TABLE>

CONSULTING AGREEMENTS
On November 17, 2000, the Company entered into a consulting agreement with R. H.
Barsom Company, Inc., under which the consultant would perform certain services
for the Company until June 30, 2001, for an advance fee of $100,000 and 180,000
shares of common stock. In early January 2001, the Company and the consultant
agreed to terminate the agreement. In connection with the termination, the
consultant surrendered the 180,000 shares of common stock and received warrants
to purchase 180,000 shares of the Company's common stock at $1.50 per share,
exercisable until January 2003.

                                       28
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 11 - COMMITMENTS AND CONTINGENCIES (CONTINUED)

On November 8, 2000, effective November 1, 2000, the Company entered into a
24-month agreement with Eurofinance Inc. under which the entity would assist the
Company with certain investment community matters in return for a monthly fee of
$5,000, plus expenses, and warrants to purchase 820,000 shares of common
stock at $1.50 per share. The warrants were exercisable until November 1,
2005. In early January 2001, this agreement was terminated, with the Company
no longer obligated for the remaining monthly fees, and only the warrant for
250,000 shares that vested on November 1, 2000 remains outstanding.

On October 31, 2000, the Company entered into a consulting agreement with Brian
Miller under which Mr. Miller performs certain services for the Company. Under
this agreement, Mr. Miller has received cash for his services and was granted
10,000 shares of common stock effective January 2, 2001.

NOTE 12 - DISPOSAL AND IMPAIRMENT OF ASSETS

In late 1998, the Company acquired mining equipment valued at $180,000 in
exchange for 600,000 shares of common stock with a value of $0.30 per share.
Most of this equipment was sold during the year ending September 30, 1999 for
$32,300, resulting in a realized loss of $129,700. In addition, an impairment of
$14,000, representing the excess of the $18,000 carrying value of the remaining
equipment over its fair value of $4,000, was included in the loss on disposition
and impairment of assets charged to operations in the year ended September 30,
1999. The Company also recognized a loss of $55,000 on the sale of the Rae
Wallace Mine, which had been acquired during 1998 for $75,000 in common stock
and was sold in 1999 for $20,000. In addition, the Company sold miscellaneous
equipment in 1999, recognizing $7,026 in additional gains. (See Note 3.)

During the year ended September 30, 2000, the Company recognized a gain of
$5,000 on the sale of the Silver Strand Mine, for which it received New Jersey
Mining Company stock valued at $5,000 and retained a royalty. The mine had been
acquired for common stock in 1984. (See Note 3.)

NOTE 13 - SUBSEQUENT EVENT

RELATED PARTY LOANS On April 11, 2001, the Company entered into an agreement
with Electrum under which the Company may borrow additional funds from
Electrum under the terms of December 2000 loan agreement to fund its
operating costs if Electrum elects, in its sole discretion, to lend such
funds. As of May 15, 2001, $100,000 has been borrowed under this agreement.
The funds borrowed under this agreement bear interest at 8%, and repayment is
due on the earlier of June 30, 2001 or completion of any private placement of
the Company's shares. At Electrum's option, the Company may repay part or all
of the principal and interest outstanding under the loan in units as
described in Note 6.

                                       29
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 14 - CORRECTIONS OF ERRORS IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS

The Company has made corrections to its financial statements for changes in
accounting estimates and policies which are being treated as corrections of
errors and estimates, as set forth in the following table.

<TABLE>
<CAPTION>
                                                        FORM
                                                        10-SB,
                                                      AMENDMENT      AMENDMENT      AMENDMENT       AMENDMENT
                                                    NOS. 1 AND 2       NO. 3          NO. 4           NO. 5
                                                    ------------    ------------    ----------     ----------
<S>                                                   <C>            <C>            <C>            <C>
                  1998
Net Loss                                              $ (80,484)     $(116,504)     $(116,504)     $(119,163)
                                                      ---------      ---------      ---------      =========
Adjustments to Net Loss:
Organizational Costs Reclassification                   (31,520)          --             --
Stock Recording Omission                                 (4,500)          --             --
Option Costs (Recorded in Correct Year)                    --             --           (2,659)
                                                      ---------      ---------      ---------
Total Corrections of Errors                             (36,020)          --           (2,659)
                                                      ---------      ---------      ---------
REVISED NET LOSS                                      $(116,504)     $(116,504)     $(119,163)
                                                      =========      =========      =========


                1999

Net Loss                                              $(415,044)     $(434,199)     $(573,545)     $(716,759)
                                                      ---------      ---------      ---------      =========
Adjustments to Net Loss:
Mineral Property Expense                                (14,529)          --             --
Accrued Expenses Increase                               (14,470)          --             --
Common Stock Issuance Duplication                        11,503           --             --
Option Issuance Fair Value Calculation                   (2,659)          --            2,659
Miscellaneous Income                                      1,000           --             --
Lake Owen Option Expenses                                  --             --         (145,873)
                                                      ---------      ---------      ---------
Total Corrections of Errors                             (19,155)          --         (143,214)
                                                      ---------      ---------      ---------
Total Corrections of Estimates  - FMV Adjustments          --         (139,346)          --
                                                      ---------      ---------      ---------
REVISED NET LOSS                                      $(434,199)     $(573,545)     $(716,759)
                                                      =========      =========      =========
LOSS PER SHARE AS PREVIOUSLY REPORTED                                                              $   (0.13)
CORRECTIONS TO LOSS PER SHARE                                                                          (0.10)
                                                                                                   ---------
REVISED LOSS PER SHARE                                                                             $   (0.23)
                                                                                                   =========
</TABLE>

                                       30
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 14 - CORRECTIONS OF ERRORS IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS
          (CONTINUED)

<TABLE>
<CAPTION>
                                                                                  AMENDMENT         AMENDMENT
                                                                                    NO. 4,            NO. 5,
                                                                                 FORM 10-KSB/A1    FORM 10-KSB/
                                                                                      AND             A2 AND
                                                                 FORM 10-KSB     FORM 10-QSB/A1    FORM 10-QSB/
                                                                                                        A2
                                                                 ------------    ---------------   ---------------
                             2000
<S>                                                              <C>              <C>              <C>
Net Loss                                                         $(1,847,259)     $(2,184,439)     $(2,186,541)
                                                                 -----------      -----------      ===========
Adjustments to Net Loss:
Intrepid Claims Expense (Original Value)                                --            (35,800)

Financing Expense - Modification of Stock Purchase Agreement            --            (14,641)

Silver Strand - Prior Period Expense  & Writeoff                        --            123,753
                                                                 -----------      -----------
Total Corrections of Errors                                             --             73,312
                                                                 -----------      -----------
FMV adjustments - Stock Issuances                                   (337,180)         (59,000)

Compensation Expense - Options                                          --             (4,414)

Mineral Property Expense - Warrants                                     --            (12,000)
                                                                 -----------      -----------
Total Corrections of Estimates                                      (337,180)         (75,414)
                                                                 -----------      -----------
REVISED NET LOSS                                                 $(2,184,439)     $(2,186,541)
                                                                 ===========      ===========


LOSS PER SHARE AS PREVIOUSLY REPORTED                                                              $     (0.18)

CORRECTIONS TO LOSS PER SHARE                                                                            (0.03)
                                                                                                   -----------
REVISED LOSS PER SHARE                                                                             $     (0.21)
                                                                                                   ===========
</TABLE>


PRIOR TO EXPLORATION STAGE (1996)
The Company performed impairment evaluations on the recorded asset values of
its Pyramid and Silver Strand gold and silver properties, consistent with
SFAS 121 requirements. The Company determined that recognition of impairments
of the value of each property was appropriate. At September 30, 1996, the
amounts of the impairments were $70,333 for the Pyramid property and $104,753
for the Silver Strand property. Consequently, the accumulated deficit prior
to the Exploration Stage was increased by $175,086 and mineral properties
were reduced by a corresponding amount.

FISCAL YEAR ENDED SEPTEMBER 30, 1997
The Company had previously capitalized certain exploration expenses incurred at
the Silver Strand Mine in 1997. As a result of the determination of an
impairment related to the property, the Company now believes that the costs
should have been treated as period expenses. Consequently, the correction served
to increase the net loss (and accumulated deficit during the Exploration Stage)
by $19,000 and reduced mineral properties by a similar amount.

FISCAL YEAR ENDED SEPTEMBER 30, 1998

1.     Under the Company's previous accounting policy organizational costs were
       capitalized and charged directly to stockholders' equity without being
       expensed in the Statement of Operations. The correction entails a
       reversal of the direct charge and recognition of an expense item in 1998,
       increasing the net loss by $31,520, but having no net effect on total
       stockholders' equity.

                                       31
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 14 - CORRECTIONS OF ERRORS IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS
         (CONTINUED)

2.     The Company corrected its stock records by increasing the value of common
       stock by $4,500 and recognizing a charge of $4,500 to reflect the
       issuance of 9,000 shares of common stock as directors' and officers'
       compensation.

3.     The Company omitted calculating the fair market value of certain options
       issued to a third party at the time of issuance. Under the Company's
       accounting policy, the options were valued according to the Black-Scholes
       Option Price Calculation and were deemed to have a value of $2,659, which
       was recognized as a financing expense in the Statement of Operations and
       reflected as an increase in the value of options and warrants. In a prior
       filing, the expense was incorrectly included in the 1999 financial
       statements.

Total increase in fiscal year 1998 net loss (and accumulated deficit):  $38,679

FISCAL YEAR ENDED SEPTEMBER 30, 1999
1.     The Company incorrectly capitalized certain exploration costs, which
       should have been expensed under generally accepted accounting polices.
       Accordingly, the Company recognized $14,529 in additional mineral
       property costs to correct for the error.

2.     The costs of acquiring certain mineral property claims were not recorded
       in the proper period, and, as a result, the Company was required to
       record an expense of $14,470 in 1999.

3.     The Company determined that it had recorded a duplicate charge of $11,503
       for stock issuance costs related to certain consulting service expenses,
       and has reduced operating expenses and common stock accordingly.

4.     The Company corrected its records to reflect that $1,000 in proceeds was
       income rather than a stock purchase by a third party. The Company
       recorded miscellaneous income of $1,000 and reduced common stock by
       $1,000.

5.     As mentioned above, the fair market value of certain options was not
       originally calculated. Initially, the financing expense was recorded as
       applicable to 1999 operations, but later determined to be a 1998 expense
       item.

6.     Under the Company's previous accounting policy, the costs to acquire
       options on unpatented mining claims were capitalized. The Company now
       expenses such costs, and the $145,873 in cash outlays and stock issuances
       to acquire the Lake Owen option have been charged to operations as
       mineral property expenses.

Net increase in fiscal year 1999 net loss (and accumulated deficit): $162,369

The Company also corrected a balance sheet error of $30,000 to properly reflect
payment commitments related to the Lake Owen agreement as deferred property
expenses rather than as a note payable.

                                       32
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 14 - CORRECTIONS OF ERRORS IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS
          (CONTINUED)

In previous filings, the Company considered certain silver and gold operations
as discontinued, but after further review, determined that since these
operations did not represent a distinct segment, they should not be viewed as
discontinued operations. The financial statements at one point reflected a loss
from discontinued operations of $63,662, reflecting a realized loss on
disposition of $55,000 and certain mineral property expenses of $8,662. The
realized loss is now shown as an other income/expense item and the mineral
property expenses are reflected in operating expenses.

FISCAL YEAR ENDED SEPTEMBER 30, 2000
1.     Under the Company's previous accounting policy, the original $35,800 in
       cash paid and stock issued to acquire the option on the Intrepid claims
       was capitalized. The new policy requires that such costs be charged to
       operations as mineral property expenses, with an offsetting reduction in
       the value of mineral properties.

2.     The Company has reviewed the carrying value of the Silver Strand property
       and determined that an impairment charge of $104,753 should have been
       recorded prior to the inception of the Exploration Stage and that
       capitalized expenses of $19,000 recorded in 1997 should have been charged
       as period costs. Consequently, the book value of the property was reduced
       to zero. The accumulated deficit prior to the Exploration Stage increased
       by $104,753, and mineral property expenses during the Exploration Stage
       increased by $19,000. Since there should have been zero book value at
       disposition, the $118,753 loss originally recorded in 2000 has been
       replaced by a gain of $5,000, reflecting the proceeds from the sale.

3.     The Company reviewed the modifications made to its stock purchase
       agreement with its largest shareholder and determined, according to the
       Black-Scholes Option Pricing Calculation, that the fair market value of
       the revisions made to previously issued options and warrants totaled
       $14,641. The amount is now reflected as an increase in options and
       warrants and charged as a financing expense in the statement of
       operations.

Net decrease in fiscal year 2000 net loss (and accumulated deficit): $73,312

The Company also reclassified the $138,000 in stock and warrant issuance costs
related to the modification of the Lake Owen agreement from financing costs to
mineral property expenses.

The Company has made all of the appropriate changes and corrections for the
above items. The financial statements and notes have been amended to reflect the
net increase in accumulated deficit.

The Company has elected to comply with the disclosure standards of
SFAS No. 7, which requires specific information about all equity transactions
during the exploration stage, by including this information in Note 4.


                                       33
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 15 - CORRECTIONS OF ESTIMATES IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS

The Company changed its method of determining the fair market value of certain
stock issuances. The change in the fair market value of option and warrant
issuances largely results from a change in certain Black-Scholes parameters
utilized in calculating option values. The effect of these changes on the years
ended September 30, 2000 and 1999 were as follows:

<TABLE>
<CAPTION>
                                                FOR YEAR ENDED SEPT. 30
                                                -----------------------
                                                  2000          1999
                                                  ----          ----
<S>                                              <C>          <C>
Value of stock issued:
Services and associated expenses                 $255,660     $104,820
Compensation                                       63,520       34,526
Mineral property expense                           59,000         --
Investments correction in value                    40,000         --
                                                 --------     --------
Change in valuation of common stock
  issued                                         $418,180     $139,346
                                                 --------     --------
Value of options and warrants issued:
Value of options issued as compensation          $  4,414     $   --
Value of warrants issued for modification
 of terms of agreement
 (Mineral property expense)                        30,000         --
                                                 --------     --------
Change in fair value of options and warrants     $ 34,414     $   --
                                                 --------     --------
Total corrections in value                       $452,594     $139,346

Less: Correction in investment                     40,000         --
                                                 --------     --------
Increase in net loss and accumulated deficit
  from the Exploration Stage                     $412,594     $139,346
                                                 ========     ========
</TABLE>

The information below summarizes the effect on net loss and loss per share as a
result of the corrections of errors (Note 14) and corrections of estimates (Note
15).

<TABLE>
<S>                                       <C>              <C>
Net loss as previously reported           $(1,847,259)     $  (415,044)
Correction of errors                           73,312         (162,369)
Correction of estimates                      (412,594)        (139,346)
                                          -----------      -----------
Net loss as corrected                     $(2,186,541)     $  (716,759)
                                          ===========      ===========

Loss per share as previously reported     $     (0.18)     $     (0.13)
Corrections                                     (0.03)           (0.10)
                                          -----------      -----------
Loss per share as corrected               $     (0.21)     $     (0.23)
                                          ===========      ===========
</TABLE>

For the quarters and six-month periods ended March 31, 2001 and March 31, 2000,
the subsequent changes in estimates of the fair market value for common stock
and warrant issuances resulted in the following changes.

                                       34
<PAGE>


                              TREND MINING COMPANY
                     (FORMERLY SILVER TREND MINING COMPANY)
                         (AN EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2001

NOTE 15 - CORRECTIONS OF ESTIMATES IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS
          (CONTINUED)

<TABLE>
<CAPTION>
                                                 FISCAL YEAR 2001                  FISCAL YEAR 2000
                                         -------------------------------   --------------------------------
                                         QUARTER ENDED    6 MONTHS ENDED   QUARTER ENDED     6 MONTHS ENDED
                                            MARCH 31          MARCH 31         MARCH 31         MARCH 31
                                         -------------    --------------   -------------     --------------
<S>                                        <C>              <C>              <C>              <C>
Services                                       --           $ 64,321         $ 61,650         $135,238

Compensation                                   --                874            8,277           10,911

Mineral property expense                       --               --             36,500           36,500

Incentive fees/financing                       --               --              5,223            5,223
                                           --------         --------         --------         --------
Change in accumulated                          --             65,195          111,650          187,872
   deficit/common stock (subtotal)

Investment                                     --               --             40,000           40,000
                                           --------         --------         --------         --------
Total change in common stock                   --           $ 65,195         $151,650         $227,872
                                           ========         ========         ========         ========
</TABLE>

The financial statement disclosures and the notes thereto have been corrected to
show an increase in accumulated deficit and net loss of $111,650 for the quarter
ended March 31, 2000. The change resulted in an increase of $0.02 in the loss
per share for the quarter ended March 31, 2000. For the six-month periods, the
changes to accumulated deficit and net loss amounted to $65,195 for the period
ended March 31, 2001 and $187,872 for the prior year period. The changes had no
appreciable impact on loss per share in the six months ended March 31, 2001 and
an impact of $0.03 per share in the 2000 period.

                                       35
<PAGE>


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

       (a) Exhibits

       The following Exhibit is filed herewith.

EXHIBIT NO.   DESCRIPTION OF EXHIBITS
-----------   -----------------------
  23.1        Consent of Williams & Webster, P.S., dated May 21, 2001.


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

       (b) Reports on Form 8-K.

       On April 16, 2001, the Company filed a Form 8-K, dated March 28, 2001,
regarding its reincorporation in Delaware.

                                       36
<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



Dated:  May 23, 2001                   By: /s/ KURT J. HOFFMAN
                                          --------------------------------------
                                          Kurt J. Hoffman
                                          President and Chief Executive Officer
                                          (PRINCIPAL EXECUTIVE OFFICER)


                                       37
<PAGE>


                                  EXHIBIT INDEX


EXHIBIT NO.     DESCRIPTION
-----------     -----------

23.1            Consent of Williams & Webster, P.S., dated May 21, 2001.