UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                              ---------------------

                                   FORM 10QSB

                     Under Section 12(b) or Section 12(g) of
                       The Securities Exchange Act of 1934
                     for the quarter ended December 31, 2004

                              TREND MINING COMPANY
                 (Name of Small Business Issuer in its Charter)

                Delaware                                81-0304651
    (State or Other Jurisdiction of                 (I.R.S. Employer
     Incorporation or Organization)                Identification No.)


                     5575 South Sycamore Street, Suite 103,
                            Littleton Colorado 80120

                     (Address of principal executive office)

                     Issuer's telephone number: 303-798-7363


           Securities to be registered under Section 12(b) of the Act:

                                      None
                                (Title of Class)

           Securities to be registered under Section 12(g) of the Act:

                             Common par value $0.01
                                (Title of Class)

--------------------------------------------------------------------------------
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

Yes [x]  No [_]

The number of shares outstanding at December 31, 2004: 35,977,715 shares

<PAGE>


                              TREND MINING COMPANY
                         (An Exploration Stage Company)
                              Financial Statements
                                December 31, 2004


<PAGE>


                              TREND MINING COMPANY





FINANCIAL STATEMENTS

      Balance Sheets                                                 1

      Statements of Operations                                       2

      Statement of Stockholders' Equity (Deficit)                    3

      Statements of Cash Flows                                       9


NOTES TO THE FINANCIAL STATEMENTS                                    10

MANAGEMENT DISCUSSION AND ANALYSIS                                   13


<PAGE>


ITEM 1.      FINANCIAL STATEMENTS AND NOTES


<PAGE>


                              TREND MINING COMPANY
                         (An Exploration Stage Company)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                             December 31,
                                                                                  2004         September 30,
                                                                              (unaudited)          2004
                                                                            --------------    --------------
<S>                                                                         <C>               <C>
ASSETS

CURRENT ASSETS
      Cash                                                                  $      113,444    $        8,313
      Prepaid expenses                                                               1,153             2,948
                                                                            --------------    --------------
           TOTAL CURRENT ASSETS                                                    114,597            11,261
                                                                            --------------    --------------

MINERAL PROPERTIES                                                                    --                --
                                                                            --------------    --------------

PROPERTY AND EQUIPMENT, net of depreciation                                          5,738             6,631
                                                                            --------------    --------------


TOTAL ASSETS                                                                $      120,335    $       17,892
                                                                            ==============    ==============

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
      Accounts payable                                                      $      203,697    $      205,686
      Accrued expenses                                                              81,692            75,780
      Convertible bridge loan, current portion                                      32,275              --
      Interest payable                                                             147,985           125,561
      Loans payable to related parties                                           1,032,857         1,032,857
                                                                            --------------    --------------
           TOTAL CURRENT LIABILITIES                                             1,498,506         1,439,884
                                                                            --------------    --------------

LONG-TERM LIABILITES
      Convertible bridge loan, net of debt discount                                   --                --
                                                                            --------------    --------------
           TOTAL LONG-TERM LIABILITIES                                                --                --
                                                                            --------------    --------------


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

STOCKHOLDERS' DEFICIT
      Preferred stock,  $0.01 par value, 20,000,000 shares
           authorized; 0 and 1 share issued and outstanding, respectively             --                --
      Common stock,  $0.01 par value, 100,000,000
           shares authorized; 35,977,715 and
           35,967,715 shares issued and outstanding, respectively                  359,777           359,677
      Additional paid-in capital                                                 7,312,321         7,308,621
      Stock options and warrants                                                 1,068,093           974,268
      Benefical conversion rights                                                   77,158              --
      Pre-exploration stage accumulated deficit                                   (558,504)         (558,504)
      Accumulated deficit during exploration stage                              (9,637,016)       (9,506,054)
                                                                            --------------    --------------
           TOTAL STOCKHOLDERS' DEFICIT                                          (1,378,171)       (1,421,992)
                                                                            --------------    --------------

TOTAL LIABILITIES AND
      STOCKHOLDERS' DEFICIT                                                 $      120,335    $       17,892
                                                                            ==============    ==============
</TABLE>


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

                                       1
<PAGE>


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

<TABLE>
<CAPTION>
                                                                                              Period from
                                                                                             October 1, 1996
                                                                                              (Inception of
                                                            Three Months     Three Months   Exploration Stage)
                                                                Ended           Ended              to
                                                             December 31,    December 31,      December 31,
                                                                 2004             2003            2004
                                                             (unaudited)      (unaudited)      (unaudited)
                                                            -------------    ------------    -----------------
<S>                                                         <C>              <C>             <C>
REVENUES                                                    $        --      $       --                   --
                                                            -------------    ------------    -----------------

EXPENSES
      Exploration expense                                          19,013            --                  --
      General and administrative                                   40,910          67,180           2,619,058
      Officers and directors compensation                          29,992            --             1,689,182
      Legal and professional                                       11,511          22,797           1,417,390
      Depreciation                                                    892             689              52,768
                                                            -------------    ------------    -----------------
           Total Expenses                                         102,318          90,666           5,778,398
                                                            -------------    ------------    -----------------

OPERATING LOSS                                                   (102,318)        (90,666)         (5,778,398)
                                                            -------------    ------------    -----------------

OTHER INCOME (EXPENSE)
      Dividend and interest income                                   --              --                 6,398
      Gain (loss) on disposition and impairment of assets            --              --              (177,519)
      (Gain) loss on investment sales                                --              --               (63,813)
      Gain on sale of internal securities                            --              --                  --
      Financing expense                                              --              --            (1,135,113)
      Interest expense                                            (28,644)        (18,902)           (344,780)
      Miscellaneous income                                           --               256              26,757
      Forgiveness of debt                                            --              --               567,146
                                                            -------------    ------------    -----------------
           Total Other Income (Expense)                           (28,644)        (18,646)         (1,120,924)
                                                            -------------    ------------    -----------------

LOSS BEFORE INCOME TAXES                                         (130,962)       (109,312)         (9,637,016)

INCOME TAXES                                                         --              --                  --

                                                            -------------    ------------    -----------------
NET LOSS                                                         (130,962)       (109,312)         (9,637,016)
                                                            -------------    ------------    -----------------

OTHER COMPREHENSIVE INCOME (LOSS)
      Change in market value of investments                          --           (15,900)              1,800
                                                            -------------    ------------    -----------------

NET COMPREHENSIVE LOSS                                      $    (130,962)   $   (125,212)   $     (9,635,216)
                                                            -------------    ------------    -----------------



BASIC AND DILUTED NET LOSS PER SHARE                        $         nil    $        nil
                                                            =============    ============

WEIGHTED AVERAGE NUMBER OF
      COMMON SHARES OUTSTANDING                                35,974,382      33,229,085
                                                            =============    ============
</TABLE>


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



                                       2
<PAGE>


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


<TABLE>
<CAPTION>
                                                                 Common Stock
                                                            ------------------------   Additional       Stock
                                                              Number                     Paid-in     Options and  Accumulated
                                                            of Shares      Amount        Capital       Warrants     Deficit
                                                            ---------   ------------   -----------------------------------------
<S>                                                         <C>         <C>            <C>           <C>          <C>
Balance, October 1, 1996                                    1,7$4,242   $     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)

Issuance of common stock 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          5,88          --
    - 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)

Change in market value of investments                            --             --            --            --           --
                                                            ---------   ------------   -----------   ------------ -----------

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

<CAPTION>

                                                                Other
                                                            Comprehensive
                                                            Income (Loss)   Receivable      Total
                                                            -----------------------------------------
<S>                                                         <C>             <C>               <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

Issuance of common stock 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)

Change in market value of investments                             117,080         --          117,080
                                                            -------------   ----------   ------------

Balance, September 30, 1998                                 $     117,080   $            $    243,974
                                                            -------------   ----------   ------------
</TABLE>


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

                                       3
<PAGE>


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

<TABLE>
<CAPTION>
                                                                 Common Stock
                                                            ------------------------   Additional       Stock
                                                              Number                     Paid-in     Options and  Accumulated
                                                            of Shares      Amount        Capital       Warrants     Deficit
                                                            ---------   ------------   --------------------------------------
<S>                                                         <C>         <C>            <C>           <C>          <C>
Balance, September 30, 1998                                 2,258,253   $     22,582   $  907,934    $     2,659  $  (806,281)

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        16,00           --           --
    - for consulting services at an average of
       $0.20 per share                                        839,122          8,391      158,761           --           --
    - for mineral property at $0.13 per share                 715,996          7,160       82,470           --           --
    - 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 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                                         --             --           --             --           --
                                                            ---------   ------------   ----------    ------------ -----------

Balance, September 30, 1999                                 5,345,511   $     53,454  $ 1,452,007    $     2,659  $(1,523,040)
                                                            ---------   ------------   -----------   ------------ -----------

<CAPTION>

                                                                Other
                                                            Comprehensive
                                                            Income (Loss)   Receivable     Total
                                                            --------------------------------------
<S>                                                         <C>             <C>          <C>
Balance, September 30, 1998                                 $     117,080   $     --     $ 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 at $0.13 per share                        --           --        89,630
    - for officers' compensation at an average of
       $0.24 per share                                               --           --        73,526
    - for debt,  investment and expenses at $0.30 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)        --       (79,179)
                                                            -------------   ----------   ---------

Balance, September 30, 1999                                 $      37,901   $     --     $  22,982
                                                            =============   ==========   =========
</TABLE>


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


                                       4
<PAGE>


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


<TABLE>
<CAPTION>
                                                            Common Stock
                                                      --------------------------   Additional        Stock
                                                        Number                       Paid-in      Options and   Accumulated
                                                       of Shares        Amount       Capital        Warrants      Deficit
                                                      -----------    -----------   -----------------------------------------
<S>                                                   <C>            <C>           <C>            <C>           <C>
Balance, September 30, 1999                             5,345,511    $    53,454   $  1,452,007   $     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 services at an average of $0.47 per share       530,177          5,302        246,333          --            --
    - for mineral property at $0.89 per share           1,000,000          1,000         88,000          --            --
    - for investments at $0.33 per share                  200,000          2,000         64,000          --            --
    - for cash at $0.08 per share                         456,247          4,562         28,969          --            --
    - for cash, options and warrants                      100,000         10,000        87,5864          --            --
    - for incentive fees at $0.33 per share                65,285            653         20,891          --            --
    - for deferred mineral property acquisition
      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 income (loss)                            --             --             --            --            --
                                                      -----------    -----------   ------------   -----------   -----------
Balance, September 30, 2000                            18,232,776    $   182,327   $  3,296,897   $   118,920   $(3,709,581)
                                                      -----------    -----------   ------------   -----------   -----------

<CAPTION>
                                                          Other
                                                      Comprehensive
                                                      Income (Loss)    Receivable      Total
                                                      ------------------------------------------
<S>                                                   <C>              <C>           <C>
Balance, September 30, 1999                           $      37,901    $     --      $    22,982

Common stock and option issuances as follows:
    - for employee, officer and director
      compensation at an average of
      $0.61 per share                                          --            --          158,580
    - for officers' and directors' compensation
      at an average of $1.19 per share                         --            --           13,730
    - for 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 $0.08 per share                              --            --           33,531
    - for cash, options and warrants                           --            --          100,000
    - for incentive fees at $0.33 per share                    --            --           21,544
    - for deferred mineral property acquisition
      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 income (loss)                           (38,314)         --          (38,314)
                                                      -------------    ----------    -----------
Balance, September 30, 2000                           $        (413)   $     --      $  (111,850)
                                                      -------------    ----------    -----------
</TABLE>


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


                                       5
<PAGE>


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


<TABLE>
<CAPTION>
                                                                            Common Stock
                                                                     -------------------------    Additional        Stock
                                                                        Number                     Paid-in       Options and
                                                                      of Shares       Amount       Capital         Warrants
                                                                     ------------  -----------   ------------    ------------
<S>                                                                  <C>           <C>           <C>             <C>
Balance, September 30, 2000                                          18,232,776    $   182,327   $  3,296,897    $   118,920

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 services at an average of $0.92 per share                     13,700            137         12,463           --
     - 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 an ave of $0.77 per share              45,461            455         34,247           --
     - 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           --
     - for interest payment on contract
        at an average of $0.80 per share                                 10,000            100          7,900           --
     - for mineral property expenses at $0.85 per share                   1,000             10            840           --
     - for debt at $1.00 per share                                      134,500          1,345        133,155           --

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

Warrants issued as follows:
     - for consulting services                                             --             --             --          170,521
     - for loan agreements                                                 --             --             --          141,547
     - for extension of exercise period
        on outstanding warrants                                            --             --             --          608,058

Net loss for the year ended September 30, 2001                             --             --             --             --

Other comprehensive income                                                 --             --             --             --
                                                                     ----------    -----------   ------------    -----------
Balance, September 30, 2001                                          18,755,970    $   187,559   $  3,772,856    $ 1,389,976
                                                                     ----------    -----------   ------------    -----------

<CAPTION>

                                                                     Beneficial                        Other
                                                                     Conversion    Accumulated     Comprehensive
                                                                       Rights         Deficit       Income (Loss)       Total
                                                                     ----------    ------------    --------------    ------------
<S>                                                                  <C>           <C>             <C>               <C>
Balance, September 30, 2000                                          $     --      $ (3,709,581)   $         (413)   $   (111,850)

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 services at an average of $0.92 per share                       --              --                --            12,600
     - 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 an ave of $0.77 per share                --              --                --            34,702
     - for directors' compensation at $0.85 per share                      --              --                --            63,750
     - for modification of contract at $0.78 per share                     --              --                --             2,340
     - for interest payment on contract
        at an average of $0.80 per share                                   --              --                --             8,000
     - for mineral property expenses at $0.85 per share                    --              --                --               850
     - for debt at $1.00 per share                                         --              --                --           134,500

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

Warrants issued as follows:
     - for consulting services                                             --              --                --           170,521
     - for loan agreements                                                 --              --                --           141,547
     - for extension of exercise period
        on outstanding warrants                                            --              --                --           608,058

Net loss for the year ended September 30, 2001                             --        (3,437,354)             --        (3,437,354)

Other comprehensive income                                                 --              --                 413             413
                                                                     ----------    ------------    --------------    ------------
Balance, September 30, 2001                                          $     --      $ (7,146,935)   $         --      $ (1,796,543)
                                                                     ----------    ------------    --------------    ------------
</TABLE>


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

                                       6
<PAGE>


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


<TABLE>
<CAPTION>
                                                                            Common Stock
                                                                     -------------------------    Additional        Stock
                                                                        Number                     Paid-in       Options and
                                                                      of Shares       Amount       Capital         Warrants
                                                                     ------------  -----------   ------------    ------------
<S>                                                                  <C>           <C>           <C>            <C>
Balance, September 30, 2001                                          18,755,970    $   187,559   $  3,772,856   $  1,389,976     )

Common stock issuances as follows:
     - for cash at $0.10 per share                                    2,500,000         25,000        225,000           --
     - for a note payable at $1.00 per share                             25,000            250         24,750           --
     - for consulting fees payable at $0.55 per share                    12,536            126          6,769           --
     - for mineral properties at $0.70 per share                      1,100,000         11,000        759,000           --
     - for services at an average of $0.49 per share                    112,500          1,125         53,625           --
     - for financing expense at an average of $0.44 per share            82,429            824         35,369           --

Options issued to officers, directors and employees for services           --             --             --           29,528

Warrants issued as follows:                                                --
     - for loan agreements                                                 --             --             --           55,352

Expiration of stock options and warrants                                   --             --           91,814        (91,814)

Interest expense forgiven by shareholders                                  --             --           42,950           --

Net loss for the year ended September 30, 2002                             --             --             --             --
                                                                     ----------    -----------   ------------    -----------
Balance, September 30, 2002                                          22,588,435        225,884      5,012,133      1,383,042

Common stock issuances as follows:
     - miscellaneous common stock adjustment                             29,555            296           --             --
     - for cash at $0.10 per share                                    5,500,000         55,000        495,000           --
     - for consulting services at an average of $0.15 per share       1,763,779         17,638        243,362           --
     - for loans payable at an average of $0.10 per share               369,160          3,692         33,225           --
     - for prior period services at an average of $.13 per share        245,000          2,450         30,550           --
     - for investments at $0.21 per share                               450,000          4,500         88,668           --
     - to officers and directors for services at $.10 per share       1,423,156         14,231        129,025           --
     - penalty shares at $.26 per share                                 860,000          8,600        215,000           --

Change in market value of investments                                      --             --             --             --

Net loss for the year ended September 30, 2003                             --             --             --             --
                                                                     ----------    -----------   ------------    -----------
Balance, September 30, 2003                                          33,229,085    $   332,291   $  6,246,963    $ 1,383,042
                                                                     ----------    -----------   ------------    -----------

<CAPTION>

                                                                     Beneficial                        Other
                                                                     Conversion    Accumulated     Comprehensive
                                                                       Rights         Deficit       Income (Loss)       Total
                                                                     ----------    ------------    --------------    ------------
<S>                                                                  <C>           <C>             <C>                 <C>
Balance, September 30, 2001                                          $     --      $ (7,146,935)   $         --        $ (1,796,543)

Common stock issuances as follows:
     - for cash at $0.10 per share                                         --              --                --           250,000
     - for a note payable at $1.00 per share                               --              --                --            25,000
     - for consulting fees payable at $0.55 per share                      --              --                --             6,895
     - for mineral properties at $0.70 per share                           --              --                --           770,000
     - for services at an average of $0.49 per share                       --              --                --            54,750
     - for financing expense at an average of $0.44 per share              --              --                --            36,193

Options issued to officers, directors and employees for services           --              --                --            29,528

Warrants issued as follows:
     - for loan agreements                                                 --              --                --            55,352

Expiration of stock options and warrants                                   --              --                --              --

Interest expense forgiven by shareholders                                  --              --                --            42,950

Net loss for the year ended September 30, 2002                             --        (1,168,171)             --        (1,168,171)
                                                                     ----------    ------------    --------------    ------------
Balance, September 30, 2002                                                --        (8,315,106)             --        (1,694,046)

Common stock issuances as follows:
     - miscellaneous common stock adjustment                               --              --                --               296
     - for cash at $0.10 per share                                         --              --                --           550,000
     - for consulting services at an average of $0.15 per share            --              --                --           261,000
     - for loans payable at an average of $0.10 per share                  --              --                --            36,917
     - for prior period services at an average of $.13 per share           --              --                --            33,000
     - for investments at $0.21 per share                                  --              --                --            93,168
     - to officers and directors for services at $.10 per share            --              --                --           143,256
     - penalty shares at $.26 per share                                    --              --                --           223,600

Change in market value of investments                                      --              --               1,800           1,800

Net loss for the year ended September 30, 2003                             --          (966,958)            --          (966,958)
                                                                     ----------    ------------    --------------    ------------
Balance, September 30, 2003                                          $             $ (9,282,064)   $        1,800    $ (1,317,968)
                                                                     ----------    ------------    --------------    ------------
</TABLE>


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

                                       7
<PAGE>


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


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


Common stock issuances as follows:
     - for cash at $0.20 per share                                    1,675,000         16,750        318,250           --
     - for consulting services at an average of $0.35 per share         162,500          1,625         54,800           --
     - for accounts payable at an average of $.24 per share             626,130          6,261        144,584           --
     - for investments at $0.20 per share                               125,000          1,250         23,750           --
     - to officers and directors for services at $.12 per share         150,000          1,500         16,500           --

Expired options & warrants                                                 --             --          503,774       (503,774)

Options issued to officers and directors for services                      --             --             --           95,000

Change in market value of investments                                      --             --             --             --

Net loss for the year ended September 30, 2004                             --             --             --             --
                                                                     ----------    -----------   ------------    -----------
Balance, September 30, 2004                                          35,967,715    $   359,677   $  7,308,621    $   974,268
                                                                     ===========   ===========   ============    ===========

Common stock issuances as follows:
     - for accounts payable at an average of $.38 per share              10,000            100          3,700           --
     - for class A warrants at $0.15 per share                             --             --             --           51,577
     - for class B warrants at $0.10 per share                             --             --             --           42,248
     - for beneficial conversion rights at $0.19 per share                 --             --             --             --

Net loss for the period ended December 31, 2004                            --             --             --             --
                                                                     ----------    -----------   ------------    -----------
Balance, December 31, 2004                                           35,977,715    $   359,777   $  7,312,321    $ 1,068,093
                                                                     ===========   ===========   ============    ===========

<CAPTION>

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


Common stock issuances as follows:
     - for cash at $0.20 per share                                         --              --                --           335,000
     - for consulting services at an average of $0.35 per share            --              --                --            56,425
     - for accounts payable at an average of $.24 per share                --              --                --           150,845
     - for investments at $0.20 per share                                  --              --                --            25,000
     - to officers and directors for services at $.12 per share            --              --                --            18,000

Expired options & warrants                                                 --              --                --              --

Options issued to officers and directors for services                      --              --                --            95,000

Change in market value of investments                                      --              --              (1,800)         (1,800)

Net loss for the year ended September 30, 2004                             --          (782,494)             --          (782,494)
                                                                     ----------    ------------    --------------    ------------
Balance, September 30, 2004                                          $     --      $(10,064,558)   $         --      $ (1,421,992)
                                                                     ==========    ============    ==============    ============

Common stock issuances as follows:
     - for accounts payable at an average of $.38 per share                --              --               --              3,800
     - for class A warrants at $0.15 per share                             --              --               --             51,577
     - for class B warrants at $0.10 per share                             --              --               --             42,248
     - for beneficial conversion rights at $0.19 per share               77,158            --               --             77,158

Net loss for the period ended December 31, 2004                            --          (130,962)            --           (130,962)
                                                                     ----------    ------------    --------------    ------------
Balance, December 31, 2004                                           $   77,158    $(10,195,520)   $         --      $ (1,378,171)
                                                                     ==========    ============    ==============    ============
</TABLE>


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


                                       8
<PAGE>


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

<TABLE>
<CAPTION>
                                                                                                                     Period from
                                                                                                                   October 1, 1996
                                                                                                                    (Inception of
                                                                                 Three Months    Three Months    Exploration Stage)
                                                                                    Ended           Ended                to
                                                                                 December 31,     December 31,      December 31,
                                                                                    2004             2003               2004
                                                                                 (unaudited)     (unaudited)        (unaudited)
                                                                                --------------   -------------   ------------------
<S>                                                                             <C>              <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                                     $     (130,962)  $   (109,312)   $      (9,637,016)
   Adjustments to reconcile net loss to net cash used by operating activities:
     Depreciation                                                                          892            689               52,768
     Loss (Gain) on investment sales                                                      --             --                 68,969
     Gain on sales of internal securities                                                 --             --               (210,194)
     Loss (Gain) on disposition and impairment of assets                                  --             --                185,891
     Gain on sale of mineral property claims for securities                               --             --                   (500)
     Gain on trade-in of property and equipment                                           --             --                 (7,872)
     Gain on settlement of vendor account                                                 --             --               (138,766)
     Interest expense forgiven by related parties                                         --             --                 20,848
     Common stock issued for services and expenses                                        --             --                983,974
     Common stock issued for payables and accrued expenses                                --             --                219,657
     Common stock and options issued as compensation                                      --             --                977,375
     Stock options and warrants issued for financing activities                           --             --                822,257

     Common stock issued for investments                                                  --             --                160,168
     Common stock and warrants issued to acquire mineral
     property options                                                                     --             --              1,114,873
     Warrants issued for consulting fees                                                  --             --                170,521
     Common stock issued for incentive fees                                               --             --                 21,544
     Investment traded for services                                                       --             --                 45,939
   Changes in assets and liabilities:
     Prepaid expenses & inventory                                                        1,796           --                  2,653
     Accounts payable                                                                    1,811         10,040              250,268
     Accounts payable - checks in excess of bank balance                                  --           (3,297)                   7
     Accrued expenses                                                                    5,912         46,227                7,507
     Interest payable                                                                   22,424         18,903              121,927
                                                                                --------------   -------------   ------------------
   Net cash used by operating activities                                               (98,127)       (36,750)          (4,767,202)
                                                                                --------------   -------------   ------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Proceeds from sale of equipment                                                      --             --                 35,126
     Purchase of fixed assets                                                             --             --                 (4,358)
     Proceeds from sales of mineral property                                              --             --                 20,000
     Purchase of furniture and equipment                                                  --             --                (41,695)
     Proceeds from investments sold                                                       --             --                183,161
                                                                                --------------   -------------   ------------------
   Net cash provided by investing activities                                              --             --                192,234
                                                                                --------------   -------------   ------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Payments on notes payable and short-term borrowings                                  --             --               (124,556)
     Proceeds from internal securities sale                                               --             --                210,194
     Sale of warrants for common stock                                                    --             --                 10,000
     Proceeds from short-term borrowings                                                32,275         40,000            1,501,432
     Proceeds from long-term borrowings                                                   --             --                   --
     Sale of common stock, subscriptions
     and exercise of options                                                              --             --              2,693,151
     Issuance of penalty shares                                                           --             --                223,600
     Issuance of warrants                                                               93,825           --                 93,825
     Issuance of beneficial conversion rights                                           77,158           --                 77,158
                                                                                --------------   -------------   ------------------
   Net cash provided by financing activities                                           203,258         40,000            4,684,804
                                                                                --------------   -------------   ------------------
NET INCREASE IN CASH                                                                   105,131          3,250              109,837

CASH, BEGINNING OF PERIOD                                                                8,313          2,558                3,607
                                                                                --------------   -------------   ------------------

CASH, END OF PERIOD                                                             $      113,444   $      5,808    $         113,444
                                                                                ==============   ============    =================
</TABLE>


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


                                       9
<PAGE>


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

<TABLE>
<CAPTION>
                                                                                                                     Period from
                                                                                                                   October 1, 1996
                                                                                                                    (Inception of
                                                                                 Three Months    Three Months    Exploration Stage)
                                                                                    Ended           Ended                to
                                                                                 December 31,     December 31,      December 31,
                                                                                    2004             2003               2004
                                                                                 (unaudited)     (unaudited)        (unaudited)
                                                                                --------------   -------------   ------------------
<S>                                                                             <C>              <C>             <C>
SUPPLEMENTAL CASH FLOW INFORMATION:
   Interest paid                                                                $         --     $       --      $            --
   Income taxes paid                                                            $         --     $       --      $            --

NON-CASH FINANCING AND INVESTING ACTIVITIES:
   Common stock and warrants issued to acquire
   mineral properties                                                           $         --     $       --      $        344,873
   Common stock issued to acquire mineral property                              $         --     $       --      $        845,000
   Common stock issued for acquisition of
   mining equipment                                                             $         --     $       --      $         180,000
   Common stock issued for services and expenses                                $         --     $       --      $         983,974
   Common stock issued for investment                                           $         --     $       --      $         185,168
   Common stock issued for payables and accrued expenses                        $        3,800   $       --      $         223,457
   Common stock issued for incentive fees                                       $         --     $       --      $          21,544
   Common stock and options issued as compensation                              $         --     $       --      $         977,375
   Stock options and warrants issued for financing activities                   $         --     $       --      $         822,257
   Warrants issued for consulting fees                                          $         --     $       --      $         170,521
   Deferred acquisition costs on mining property                                $         --     $       --      $          46,242
   Purchase of equipment with financing agreement                               $         --     $       --      $          21,814
   Investments received for mineral property                                    $         --     $       --      $           5,500
   Investments traded for services                                              $         --     $       --      $          45,939
   Equipment for loans payable                                                  $         --     $       --      $           4,500
</TABLE>


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


                                       10

<PAGE>


TREND MINING COMPANY
(An Exploration Stage Company)
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
December 31, 2004


--------------------------------------------------------------------------------
NOTE 1 - BASIS OF PRESENTATION OF UNAUDITED INTERIM FINANCIAL INFORMATION

The accompanying unaudited financial statements have been prepared in accordance
with accounting  principles  generally  accepted in the United States of America
for interim  financial  statements and with instructions to Form 10-QSB pursuant
to  the  rules  and  regulations  of the  Securities  and  Exchange  Commission.
Accordingly,  they do not include all of the information  required by accounting
principles  generally  accepted  in the United  States of America  for  complete
financial statements.

The  accompanying  financial  statements  should be read in conjunction with the
audited financial  statements of the Company included in the Company's September
30, 2004 Annual Report on Form 10-KSB.

In the  opinion  of  management,  all  adjustments,  consisting  only of  normal
recurring  accruals  considered  necessary  for a fair  presentation,  have been
included.  The results of operations for the  three-month  period ended December
31, 2004 are not necessarily  representative of operating results to be expected
for the entire fiscal year.


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.

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.

Going Concern
As shown in the accompanying financial statements, the Company has limited cash,
has negative working capital, has no revenues, and has an accumulated deficit of
$10,195,520.  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 is actively seeking additional  capital.  In addition to
its general and administrative  expenses which average approximately $40,000 per
month,  management's  plans  for the  next  twelve  months  include  exploration
activity on the Lake Owen,  Peter Lake, and new Stillwater  properties  totaling
approximately $600,000.


                                       11
<PAGE>


TREND MINING COMPANY
(An Exploration Stage Company)
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
December 31, 2004


--------------------------------------------------------------------------------
Going Concern (continued)
The Company's  management  believes that it will generate sufficient cash from a
public or private debt or equity  financing in order for the Company to continue
to operate based on current expense projections.  However,  management is unable
to provide assurances that it will be successful in obtaining sufficient sources
of capital.

Reclassification
Certain  amounts  from prior  periods have been  reclassified  to conform to the
current period presentation.  These  reclassifications  have not resulted in any
changes to the Company's accumulated deficit or net losses presented.

NOTE 3 - RELATED PARTY TRANSACTIONS

Notes Payable - Related Parties
The following summarizes activity of loan amounts due to related parties (all of
which are unsecured) since September 30, 2003:



  Notes Payable as of September 30, 2004      $1,032,857
                                              ----------

  Additions                                         --
                                              ----------
  Repayments                                        --
                                              ----------
  Notes Payable as of December 31, 2004       $1,032,857
                                              ==========

NOTE 4 - CONVERTIBLE BRIDGE LOANS

2004 Convertible Bridge Loans
On December 8, 2004, the Company sold, in  anticipation  of a larger  subsequent
offering  (see Note 5),  three year notes in the  amount of  $250,000  which are
convertible  into common shares of the Company at the rate of one share for each
$.30 of principal and interest. In addition,  the note holders received warrants
which allow them to purchase an additional  750,000 common shares of the company
at  varying  prices  between  $.25  and $.50 per  share.  The fair  value of the
warrants was estimated  using the Black Scholes  Option Price  Calculation.  The
following  assumptions were made to value the warrants:  strike prices of $.25 &
$.50, risk free interest rate of 5%, expected life of three years,  and expected
volatility  of 78% with no  dividends  expected  to be issued.  The value of the
warrants  totaled  $93,825 at the issuance  date and are recorded on the balance
sheet as a debt  discount.  Additionally,  the  conversion  feature of the notes
resulted in a beneficial conversion amount of $77,158.

Following  guidance provided by EITF 00-27 the Company allocated  proceeds first
to the  warrants  granted the note  holders.  The value of the  warrants and the
beneficial  conversion  feature  are  recorded  on the  balance  sheet as a debt
discount and as an increase to  shareholders  equity.  The  discounts  are being
amortized over 3 years, the life of the loan. The Company paid financing fees of
approximately  $53,000 in  connection  with the  offering;  these fees are being
amortized over the 3 years, the life of the loan.



                                       12
<PAGE>


TREND MINING COMPANY
(An Exploration Stage Company)
CONDENSED NOTES TO THE FINANCIAL STATEMENTS
December 31, 2004


--------------------------------------------------------------------------------
As of December 31, 2004,  the  Company's is showing the  principal  value of the
debt,  less the  unamortized  debt  discounts of  approximately  $217,700 as the
current  portion of the debt.  The Company has accrued  approximately  $1,600 of
accrued interest related to these notes as of December 31, 2004.

NOTE 5 - SUBSEQUENT EVENT

2005 - Convertible Debt
In  January  2005,  the  Company  completed  a  private  placement  of  secured,
convertible promissory notes in the amount of $1,300,000. This offering retired,
replaces and supersedes the terms of the $250,000  offering of December 8, 2004.
As part of this offering,  the Company issued  promissory notes ("Notes") due on
January  28,  2008,  bearing  interest  at a rate per annum  equal to the "prime
rate,"  plus 3%  percent  but not less than 10%,  with  principal  and  interest
payable monthly starting June 1, 2005. The promissory notes are convertible into
shares of the  Company's  common  stock at a rate of one share for each $0.30 of
principal and interest  outstanding.  Additionally the Company issued two series
of  warrants  (Class A and  Class  B) with the  promissory  notes.  The  Class A
warrants  allow for the  purchase  of up to  1,733,333  shares of the  Company's
common stock at an exercise  price of $0.50 per share and Class B warrants allow
for the purchase of up to 2,166,667  shares of common stock at an exercise price
of $0.25 per  share.  The Class A warrants  have a  maturity  of 5 years and the
Class B  warrants  expire  180  days  after  the  Company  files a  registration
statement  registering  the shares  issuable  upon  conversion  of the notes and
exercise of the warrants.

Aurora Metals Limited Joint Venture
In January  2005,  Trend  announced  that it signed a Letter of Intent to form a
50-50 joint  venture  with  Aurora  Metals  Limited  ("Aurora").  The  agreement
provides,  that Trend will  explore for  platinum  group metals on portions of a
Aurora claim known as the "Stillwater intrusive complex in Montana".  Trend will
be the operator during the exploration stage and will earn 50% in the project by
spending $2 million  over next 5 years.  Additionally,  Trend must issue  50,000
shares of it's common stock on commencement of the agreement;  20,000 shares and
$20,000 in the first  year,  and  $20,000 in cash or stock each year  thereafter
until it has spent the  agreed  upon sum of $2  million,  at that time the 50-50
joint venture will be formed.



                                       13
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION, ANALYSIS, AND PLAN OF OPERATIONS

The Company's  operating  losses for the  three-month  period ended December 31,
2004 totaled  $102,318.  The accumulated  deficit since inception of the current
exploration  stage is $9,078,512,  and Trend's total loss since inception of the
company is  $9,637,106.  The third  quarter  operating  loss is due primarily to
general  and   administrative   expenses  of  $40,910,   officer  and   director
compensation of $29,992 and exploration  expenses of $19,013.  Operating cash at
the end of the quarter totaled $113,444.

During  the  reporting  period,  the  Company  closed  an  initial  amount  of a
convertible  debt financing of gross  proceeds of $250,000.  The total amount of
the  convertible  debt offering is scheduled to be as much as $2.3 million.  The
promissory  notes are convertible into shares of the Company's common stock at a
fixed  conversion  price of $0.30 of principal and interest  outstanding  if the
average  closing  market price of the Company  stock for the twenty  consecutive
trading days proceeding the repayment date exceeds or is equal to $0.345. If the
average market price does not equal or exceed $0.345 per share, then the Company
may pay the Holder in cash at the rate of 104% of the required scheduled payment
or the Company may pay in freely  tradable  common  shares at a conversion  rate
equal to 80% of the average of the five lowest closing bid prices for the twenty
consecutive  trading  days  proceeding  the  repayment  date.  Trend also issued
warrants  in  connection  with this  offering,  the  terms of which are  further
described below in Item 2 in the section entitled "Warrants".  Subsequent to the
reporting  period the Company  closed an additional  $1,050,000  and may, at its
option, and for up to forty-five days from the date of the second closing, close
an additional $1,000,000 on the same terms.

The  Company  needs  approximately  $40,000  per month to cover its  general and
administrative expenses,  accounting and legal fees, as well as payments made to
creditors pursuant to payment  arrangement plans.  Trend's long record of losses
raises a question of whether the Company will continue as an ongoing business.

The Company intends to seek additional financing from the public or private debt
or equity  markets to continue  its  business  activities.  Under the  Company's
Delaware certificate of incorporation,  Trend has 100,000,000  authorized shares
of common stock and is authorized to issue 20,000,000 shares of preferred stock.
We currently have no preferred shares issued and outstanding.

Although the Company  intends to continue to seek additional  financing  through
sales of common stock or other means, there can be no assurance that its efforts
to obtain additional financing will be successful,  or that additional financing
will be available on terms acceptable to the Company.  Additionally the terms of
the  newly  closed  convertible  debt  impose  additional  restrictions  on  the
conditions under which management could accept new debt or equity financing.

The Company  projects a need for up to $6 million of financing over the next two
years  to  fully  implement  its  exploration  plans  on the  properties  it now
controls.  Without  this level of  financing,  management  intends to adjust its
spending  and focus on making land and advance  royalty  payments  necessary  to
retain control of the properties,  and to perform the minimum work  requirements
delineated  in its joint  venture  agreements,  or as required  by  governmental
authority.  If the Company is not able to raise  sufficient  capital it may lose
control of some or all of its  existing  properties,  or be diluted to a minimum
position  due to: 1) an  inability  to match the  spending of its joint  venture
partners;  2)  for  non-payment  of  land  fees  or  advance  royalties;  3) for
non-performance of the terms of its agreements.


ITEM  3.  CONTROLS AND PROCEDURES.

(a) Evaluation of disclosure  controls and procedures.  Within the 90 days prior
to the filing of this Quarterly Report on Form 10-Q (the "Evaluation Date"), the
Company  carried  out  an  evaluation,   under  the  supervision  and  with  the
participation of its management,  including its Chief Executive  Officer and its
Chief Financial Officer, of the effectiveness of the design and operation of the
Company's  disclosure controls and procedures (as defined in Rules 13a-14(c) and
15d-14(c)  under the Exchange Act).  Based upon that  evaluation,  the Company's
Chief  Executive  Officer and its


                                       14
<PAGE>


Chief Financial  Officer  concluded that the Company's  disclosure  controls and
procedures  are  effective to ensure that  material  information  required to be
disclosed by it in the reports  that it files or submits  under the Exchange Act
is  recorded,  processed,  summarized  and  reported  within  the  time  periods
specified in the Securities and Exchange  Commission  rules and forms. It should
be noted,  however,  that the design of any system of  controls is based in part
upon certain assumptions about the likelihood of future events, and there can be
no assurance  that any design will  succeed in achieving  its stated goals under
all potential future conditions, regardless of how remote.

(b) Changes in internal  controls.  The Company  evaluates its internal controls
for financial  reporting  purposes on a regular basis. Based upon the results of
these  evaluations,  the Company considers what revisions,  improvements  and/or
corrective  actions are necessary in order to ensure that its internal  controls
are  effective.  The Company is currently  in the process of improving  internal
controls relating to transmittal of its financial information to its accountants
in a more timely manner.  To achieve this goal, the Company is implementing on a
company-wide  basis a  computerized  system  which will  automate the process of
collection of financial data.

The Company has not made any other significant changes in the Company's internal
controls or in other  factors that could  significantly  affect  these  controls
subsequent to the date of their last evaluation.


FORWARD-LOOKING STATEMENTS

This Form 10-QSB contains  forward-looking  statements that involve  substantial
risks and uncertainties. Investors and prospective investors in our common stock
can identify these  statements by  forward-looking  words such as "may," "will,"
"expect," "intend,"  "anticipate,"  believe,"  "estimate,"  "continue" and other
similar  words.  Statements  that contain  these words should be read  carefully
because they discuss our future  expectations,  make  projections  of our future
results  of   operations   or  of  our   financial   condition  or  state  other
"forward-looking" information.

We believe that it is important to communicate  our future  expectations  to our
investors.  However,  there may be events in the future  that we are not able to
predict  accurately  or  control.  The factors  listed in the section  captioned
"Management's  Discussion  and  Analysis or Plan of  Operation,"  as well as any
cautionary   language  in  this  Form   10-QSB,   provide   examples  of  risks,
uncertainties  and events that may cause our actual results to differ materially
from the expectations we describe in our forward-looking  statements.  Investors
and  prospective  investors  in our  common  stock  should  be  aware  that  the
occurrence of the events described in the "Management's  Discussion and Analysis
or Plan of  Operation"  section and  elsewhere  in this Form 10-QSB could have a
material  adverse  effect  on our  business,  operating  results  and  financial
condition.


PART II

ITEM 1. LEGAL PROCEEDINGS.

Nevada Southwest  Investments  LLC, dba Reno Business Park,  obtained a judgment
against the Company in the Second Judicial  District,  Washoe County,  Nevada to
collect the amount of $17,608.29  due under a rental lease  agreement for office
space the Company chose to vacate. The Company did not contest this action since


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<PAGE>


it had no basis to do so.  This court  judgment,  unless  paid,  may  ultimately
result in liens against the Company bank account,  other Company assets,  or the
mineral  properties  held by the  Company.  Such  liens  may have the  impact of
reducing the capability of the Company to remain as a going concern. The Company
is  currently  negotiating  with the counsel of the  creditor  to make  suitable
payment arrangements to pay this judgment over time.

We are  unaware of any other  legal  proceedings  involving  the Company at this
time. However,  because we have accounts payable,  some of which are overdue, it
is  possible  that at anytime  creditors  of the  Company  could take  action to
collect such amounts due.


ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.


We had 35,977,715  shares of common stock issued and  outstanding as of December
31, 2004.

Common Stock

During the report period the Company  issued 10,000 shares for accounts  payable
at an average price of $.38 per share.

Options

None issued during the  reporting  period.  Options  vested during the reporting
period consist of 50,000  options  issued to Thomas Loucks  exercisable at $0.37
until  11/28/2007  and 50,000  options issued to Ishiung Wu exercisable at $0.37
until 11/28/2007

Warrants

In connection with the convertible  debt offering  described  above, the Company
issued two sets of warrants: 333,333 Class A Warrants exercisable for five years
at an exercise price of $0.50 a share; and 416,667 Class B Warrants  exercisable
at $0.25 for 180 days following the effective date of a to-be-filed registration
statement required in connection with the convertible debt offering.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 5. OTHER INFORMATION.

None.

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

(a) Exhibits

None.

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

(b) Reports on Form 8-K.



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<PAGE>


8-K/A   [Amend]Current  report,  item 2004-12-14  Amended  filing   describing
        1.01                                      the  entry  into a  Material
                                                  Definitive   Agreement   and
                                                  further    describing    the
                                                  convertible   debt  offering
                                                  which  the  Company  entered
                                                  into on December 8, 2004 and
                                                  listing  as   exhibits   all
                                                  material           documents
                                                  associated      with     the
                                                  offering.

8-K     Current report, items 8.01    2004-12-14  Press release announcing the
        and 9.01                                  signing   of  a  letter   of
                                                  intent   to   form  a  joint
                                                  venture  with   Nuinsco,   a
                                                  Canadian      mining     and
                                                  exploration    company,   to
                                                  jointly    explore   mineral
                                                  claims   in  the   Athabasca
                                                  Basin, Saskatchewan


8-K     Current report, items 8.01    2004-12-09 Press release announcing the
        and 9.01                                 losing   of   the   initial
                                                 mount of  $250,000  of a $2
                                                 illion   convertible   debt
                                                 ffering.

8-K     Current report, items 8.01    2004-10-06 Press   release   announcing
        and 9.01                                 acquisition  of mining clams
                                                 in     Athabasca      Basin,
                                                 Saskatchewan



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:  Feb. 14, 2005
By:     /s/  Thomas Loucks
--------------------------
Thomas Loucks
President and Chief Executive Officer
(Principal Executive Officer)


Dated:  Feb. 14, 2005
By:     /s/  John P. Ryan
-------------------------
John P. Ryan
Chief Financial Officer


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