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

                                  FORM 10-KSB/A

                                 AMENDMENT NO. 2

[X]      ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
         OF 1934

                             For the fiscal year ended September 30, 2005

[_]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
         ACT OF 1934

                             For the transition period from _______ to _________

                             Commission file number 000-31159

                              TREND MINING COMPANY
                 (Name of small business issuer in its charter)

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

        5439 South Prince Street, Littleton, Colorado           80120
          (Address of principal executive offices)           (Zip Code)

Issuer's telephone number  (303) 798-7363

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

       Title of each class             Name of each exchange on which registered
              None

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

                          Common Stock, par value $0.01
                                (Title of Class)

         Check  whether the issuer is not required to file  reports  pursuant to
Section 13 or 15(d) of the Exchange Act. [_]

         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing  requirements  for the past 90 days.  Yes [X]
 No [_]

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of Regulation S-B is not contained in this form, and no disclosure will
be contained,  to the best of  registrant's  knowledge,  in definitive  proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [_]

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

         State issuer's revenues for its most recent fiscal year: $0 (none)

<PAGE>


         The aggregate  market value of the voting and non-voting  common equity
held by  non-affiliates  was $6,077,468  based upon the $0.229 closing price per
share of Trend's common stock as quoted by the OTC Bulletin Board on January 12,
2006.

         The  number  of  shares  common  stock,  par value  $0.01,  issued  and
outstanding at January 12, 2006: 40,096,168 shares.

                       DOCUMENTS INCORPORATED BY REFERENCE

         Certain  information  required  in  Items 10 and 14 of Part III of this
Annual  Report  on Form  10-KSB  are  incorporated  by  reference  from  Trend's
definitive  Proxy  Statement to be filed in connection  with the upcoming annual
meeting of shareholders.

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

                                EXPLANATORY NOTE

         Trend Mining Company (the  "Company") is filing this Amendment No. 2 on
Form  10-KSB/A  to amend its Annual  Report on Form  10-KSB for the fiscal  year
ended  September 30, 2005, as filed with the Securities and Exchange  Commission
on January  13,  2006 (the  "Original  10-KSB")  and amended on February 1, 2006
("Amendment  No.1").  The purpose of this Amendment No. 2 is to provide  certain
information as required under Item 8A,  primarily to enhance our  description of
our disclosure  controls and procedures in light of the past  restatement of our
financial   information.   This  Amendment  No.  2  does  not  otherwise  update
information  in the  Original  10-KSB and  Amendment  No. 1 to reflect  facts or
events occurring subsequent to the dates the Original 10-KSB and Amendment No. 1
were filed.

                                       ii
<PAGE>


                  WARNING CONCERNING FORWARD LOOKING STATEMENTS

         This annual report on form 10-KSB for the year ended September 30, 2005
contains forward looking statements.  These include statements regarding Trend's
intent, belief or expectations, or the intent, belief or expectations of Trend's
directors or Trend's officers with respect to:

o        Trend's  ability to generate  revenues or find  alternative  sources of
         capital;
o        Trend's  ability  to  successfully   establish  mining  operations  and
         profitably   produce   platinum   group  or  other  metals  at  Trend's
         properties;
o        Trend's ability to maintain good title to Trend's claims;
o        Trend's ability to comply with existing laws and  regulations  relating
         to  exploration  and   development,   permitting   procedures,   safety
         precautions,  property  reclamation,  employee  health and safety,  and
         environmental laws; and
o        Trend's ability to retain key employees.

         Also,  whenever  we  Trend  use  words  such  as  "believe,"  "expect,"
"anticipate," "intend," "plan," "estimate," "predict" or similar expressions, we
are making forward looking statements. Actual results may differ materially from
those contained in or implied by the forward  looking  statements as a result of
various factors. Such factors include, without limitation:

o        Whether  Trend's  properties are found to contain  commercially  viable
         quantities of minerals;
o        The  impact of changes  in the  economy,  including  the  liquidity  of
         precious metals markets, on us;
o        Changes in political and economic  conditions in major metals producing
         regions such as Russia and South Africa,  causing  fluctuations  in the
         precious metals markets;
o        Inability  to fund  diligence  work at Trend's  properties  required to
         secure Trend's rights under Trend's unpatented mining claims;
o        Compliance  with and  changes to  regulations  within the  exploration,
         development  and mining  industries,  such as  regulations  relating to
         taxes, royalties, land tenure and land use;
o        Compliance with and changes to environmental regulations;
o        Challenges to the validity of Trend's  unpatented  mining claims by the
         government or third parties;
o        Competition within the exploration,  development and mining industries;
         and
o        Changes in federal, state and local legislation.

         These   unexpected   results   could   occur  due  to  many   different
circumstances,  some of which are  beyond  Trend's  control,  such as changes in
regulations and changes in the capital markets or the economy generally.

         Forward  looking  statements are only  expressions  of Trend's  present
expectations  and intentions.  Forward looking  statements are not guaranteed to
occur and they may not occur.  You should not place undue  reliance upon forward
looking  statements.  You  should  read  these  cautionary  statements  as being
applicable to all forward looking statements wherever they appear. Trend assumes
no obligation to update the forward looking statements or the reasons why actual
results could differ from those projected in the forward  looking  statements to
reflect events or circumstances after the date hereof.

                                      iii
<PAGE>


                              TREND MINING COMPANY
                            FORM 10-KSB ANNUAL REPORT
                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2005

                                Table of Contents

                                     PART II

ITEM 8A. Controls and Procedures...............................................1


As used herein,  "Trend  Mining,"  "Trend," "we," and the "Company" refer to the
Trend Mining Company.

                                       iv
<PAGE>

                                     PART II

ITEM 8A.  CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

The  Company  conducted  an  evaluation,  under  the  supervision  and  with the
participation  of the  Company's  Chief  Executive  Officer and Chief  Financial
Officer,  of the  effectiveness  of the design and  operation  of the  Company's
disclosure  controls and procedures,  as defined in rules  promulgated under the
Securities  Exchange Act of 1934, as amended,  as of September  30, 2005.  Based
upon the evaluation, the Chief Executive Officer and the Chief Financial Officer
have concluded that these disclosure  controls and procedures were not effective
as of September 30, 2005.

CHANGES IN INTERNAL CONTROLS

During the fiscal year ended  September 30, 2005,  there have been no changes to
the Company's  internal  controls over  financial  reporting that has materially
affected or is  reasonably  likely to materially  affect the Company's  internal
controls  over  financial  reporting.  However,  since  the  Company's  internal
controls over  financial  reporting did not comply with the procedures set forth
in Rules  13a-15(e) or  15d-15(e)  under the Exchange Act it is currently in the
process of improving its internal controls and procedures.

In January 2006, the Company  discovered that an asset had been classified as an
expense,  rather than an asset, in the financials statements for the fiscal year
ending  September  30,  2005.   During  fiscal  2005,  the  Company  made  three
installment  payments for the purchase of interests in DMC Cayman, Inc. Prior to
the fiscal year end, the Company entered into an agreement to sell its interests
in DMC Cayman,  Inc.  for cash that was received  subsequent  to the fiscal year
end, thus, resulting in an account receivable and a capital gain as of September
30, 2005. Upon each payment,  an exploration expense rather than a capital asset
was recognized.  Thus, as a result, the capital gain and the outstanding account
receivable  were not recognized on the financial  statements as of September 30,
2005. This involved only a misclassification of accounts.  Upon discovery of the
misclassification,  the Company  restated its  financial  statements  previously
filed on Form 10-KSB for the fiscal year ended  September  30, 2005. In light of
the recent  restatement,  the Company has begun taking  actions to improve,  and
plans to evaluate its  internal  controls  and certain  disclosure  controls and
procedures.  As part of this  commitment,  Trend's Chief  Financial  Officer and
Chief  Executive  Officer are  initiating  steps which  include:  (i) hiring new
accounting  staff with  greater  proficiency  in the mining  industry;  and (ii)
hiring a  controller  to oversee  the  Company's  financial  system and  closely
supervise  the   preparation   of  monthly,   quarterly  and  annual   financial
information.

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


<PAGE>


                                   SIGNATURES

         In  accordance  with  Section  13 or 15(d)  of the  Exchange  Act,  the
registrant caused this report on Form 10-KSB/A to be signed on its behalf by the
undersigned, thereunto duly authorized.

                             TREND MINING COMPANY

Dated:  February 23, 2006    By: /s/ Thomas A. Loucks
                                 -----------------------------------------------
                             Name:  Thomas A. Loucks
                             Title: President and Chief Executive Officer