---

UNITED STATESSECURITIES AND
EXCHANGE COMMISSIONWashington D.C. 20549FORM 10-Q /A[X] QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period
ended March 31, 2011or[ ] TRANSITION REPORT PURSUANT TO SECTION
13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition
period from ______to ______Commission file number:
000-28837NEW JERSEY MINING
COMPANY(Exact name of registrant as specified in its
charter)

|Idaho                             | 82-0490295                          
|--------------------------------- | ------------------------------------
|(State or other jurisdiction      | (I.R.S. employer identification No.)
|of incorporation or organization) |                                     

89 Appleberg Road, Kellogg, Idaho
83837(Address of principal executive offices) (zip
code)(208) 783-3331Registrants telephone number,
including area code

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 as the
registrant was required to file such reports), and (2) has been subject to
filing requirements for the past 90 days.Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such
files).Yes [ ] No [ ]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definitions of large accelerated filer, accelerated
filer and small reporting company in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer   [ ]
    Accelerated Filer   [ ]Non-Accelerated Filer   [ ]
    Smaller reporting company   [X]


Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act)Yes [ ] No [X]On May
1, 2011, 45,040,662 shares of the registrants common stock were
outstanding.1

---

NEW JERSEY MINING COMPANYQUARTERLY REPORT ON FORM
10-QFOR THE QUARTERLY PERIODENDED MARCH 31,
2011TABLE OF CONTENTS

|                                                                                                          | Page
|--------------------------------------------------------------------------------------------------------- | ----
|PART I  FINANCIAL INFORMATION                                                                            |     
|Item
      1: Consolidated Financial Statements (unaudited)                                               | 3   
|Item
      2: Managements Discussion and Analysis of Financial Condition and Results
      of Operations | 7   
|Item
      3: Quantitative and Qualitative Disclosures about Market Risk                                  | 10  
|Item
      4: Controls and Procedures                                                                     | 10  
|PART II  OTHER INFORMATION                                                                               |     
|Item
      1: Legal Proceedings                                                                           | 10  
|Item
      2: Unregistered Sales of Equity Securities and Use of Proceeds                                 | 10  
|Item
      3: Defaults Upon Senior Securities                                                             | 10  
|Item
      4: Removed and Reserved                                                                        | 10  
|Item
      5: Other Information                                                                           | 10  
|Item
      6: Exhibits                                                                                    | 10  
|SIGNATURES                                                                                                | 11  
|CERTIFICATIONS                                                                                            | 12  

2

---

PART I-FINANCIAL INFORMATION

Item 1: CONSOLIDATED FINANCIAL STATEMENTS

|New Jersey Mining Company           
|------------------------------------
|(A Development Stage Company)       
|Consolidated Balance Sheets         
|March 31, 2011 and December 31, 2010

|ASSETS                                                                                                                                                                                             |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -
|                                                                                                                                                                                                   |  
|                                                                                                                                                                                                   |  
|Current assets:                                                                                                                                                                                    |  
|Cash and cash equivalents                                                                                                                                                                          | $
|Investment in marketable equity security at
      market (cost-$3,868)                                                                                                                             |  
|Interest receivable                                                                                                                                                                                |  
|Miscellaneous receivable                                                                                                                                                                           |  
|United Mine Services receivable                                                                                                                                                                    |  
|Golden Chest Joint Venture
      receivable                                                                                                                                                        |  
|Prepaid claim fees                                                                                                                                                                                 |  
|Inventory                                                                                                                                                                                          |  
|Total current assets                                                                                                                                                                               |  
|                                                                                                                                                                                                   |  
|Property, plant, and equipment, net of accumulated
      depreciation                                                                                                                              |  
|Deposit on equipment                                                                                                                                                                               |  
|Mineral properties, net of accumulated amortization                                                                                                                                                |  
|Deposit on mineral property                                                                                                                                                                        |  
|Investment in Golden Chest LLC                                                                                                                                                                     |  
|Reclamation bonds                                                                                                                                                                                  |  
|Total
      assets                                                                                                                                                                                 | $
|                                                                                                                                                                                                   |  
|                                                                                                                                                                                                   |  
|LIABILITIES AND
      STOCKHOLDERS EQUITY                                                                                                                                                         |  
|                                                                                                                                                                                                   |  
|Current liabilities:                                                                                                                                                                               |  
|Accounts payable                                                                                                                                                                                   | $
|Accrued payroll and related
      payroll expenses                                                                                                                                                 |  
|Obligations under capital lease, current                                                                                                                                                           |  
|Notes payable, current                                                                                                                                                                             |  
|Total current liabilities                                                                                                                                                                          |  
|                                                                                                                                                                                                   |  
|Asset retirement obligation                                                                                                                                                                        |  
|Obligations under capital lease,
      non-current                                                                                                                                                 |  
|Notes payable, non-current                                                                                                                                                                         |  
|Total non-current liabilities                                                                                                                                                                      |  
|                                                                                                                                                                                                   |  
|Total liabilities                                                                                                                                                                                  |  
|                                                                                                                                                                                                   |  
|Stockholders equity:                                                                                                                                                                              |  
|Preferred stock, no par value, 1,000,000
      shares       authorized; no shares
      issued and outstanding                                                                                     |  
|Common stock, no par
      value, 50,000,000 shares
      authorized;       March 31,
      2011-45,017,862 and       December
      31, 2010-45,017,862       shares
      issued and outstanding |  
|Deficit accumulated during the development
      stage                                                                                                                                             |  
|Accumulated other
      comprehensive income                                                                                                                                                       |  
|Unrealized
      gain in marketable equity security                                                                                                                                                |  
|Total New Jersey Mining Company
      stockholders' equity                                                                                                                                         |  
|Noncontrolling interest in Mill JV                                                                                                                                                                 |  
|Total stockholders equity                                                                                                                                                                         |  
|                                                                                                                                                                                                   |  
|Total liabilities and stockholders equity                                                                                                                                                         | $

3

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

---

|New Jersey Mining Company                                                     
|------------------------------------------------------------------------------
|(A Development Stage Company)                                                 
|Consolidated Statements of Operations and
      Comprehensive Loss (Unaudited)
|For the Three Month Periods Ended March 31, 2011 and
      2010,              
|And from Inception (July 18, 1996) through March 31,
      2011               

|                                                           |   |                |   |   |                |   |   | From Inception  |  
|---------------------------------------------------------- | - | -------------- | - | - | -------------- | - | - | --------------- | -
|                                                           |   |                |   |   |                |   |   | (July 18, 1996) |  
|                                                           |   |                |   |   |                |   |   | Through         |  
|                                                           |   |                |   |   |                |   |   | March 31, 2011  |  
|                                                           |   | March 31, 2011 |   |   | March 31, 2010 |   |   | (Unaudited)     |  
|Income earned during the development stage:                |   |                |   |   |                |   |   |                 |  
|Sales of gold                                              | $ |                |   | $ |                |   | $ | 437,122         |  
|Sales of concentrate                                       |   |                |   |   |                |   |   | 601,168         |  
|Drilling and exploration contract
      income             |   | 183,836        |   |   |                |   |   | 543,751         |  
|Joint venture
      management fee income                  |   | 14,035         |   |   |                |   |   | 14,035          |  
|Engineering services income                                |   | 32,700         |   |   |                |   |   | 64,723          |  
|                                                           |   | 230,571        |   |   |                |   |   | 1,660,799       |  
|                                                           |   |                |   |   |                |   |   |                 |  
|Costs and expenses:                                        |   |                |   |   |                |   |   |                 |  
|Direct production costs                                    |   | 544            |   |   | 18,478         |   |   | 1,319,515       |  
|Drilling and
      exploration contract expense            |   | 108,997        |   |   | 5,119          |   |   | 316,064         |  
|Engineering services expense                               |   |                |   |   |                |   |   | 13,090          |  
|Management                                                 |   | 24,228         |   |   | 66,868         |   |   | 1,853,855       |  
|Exploration                                                |   | 2,813          |   |   | 31,260         |   |   | 2,411,044       |  
|Gain on sale of mineral
      property                     |   |                |   |   |                |   |   | (90,000         | )
|Gain on default of mineral
      property sale             |   |                |   |   | (50,000        | ) |   | (320,000        | )
|Net gain on sale of
      equipment                        |   | (12,895        | ) |   |                |   |   | (47,993         | )
|Depreciation and amortization                              |   | 14,687         |   |   | 13,194         |   |   | 744,467         |  
|General and
      administrative expenses                  |   | 102,265        |   |   | 83,678         |   |   | 2,795,989       |  
|Total
      operating expenses                             |   | 240,639        |   |   | 168,597        |   |   | 8,996,031       |  
|                                                           |   |                |   |   |                |   |   |                 |  
|Other (income) expense:                                    |   |                |   |   |                |   |   |                 |  
|Timber sales                                               |   |                |   |   |                |   |   | (54,699         | )
|Timber expense                                             |   |                |   |   |                |   |   | 14,554          |  
|Royalties and other
      income                           |   | (8,612         | ) |   |                |   |   | (96,433         | )
|Royalties expense                                          |   |                |   |   |                |   |   | 44,089          |  
|Gain on sale of
      marketable equity security           |   |                |   |   |                |   |   | (92,269         | )
|Interest income                                            |   | (358           | ) |   | (214           | ) |   | (48,339         | )
|Interest expense                                           |   | 1,522          |   |   | 3,001          |   |   | 93,409          |  
|Write-off of goodwill                                      |   |                |   |   |                |   |   | 30,950          |  
|Write-off of investment                                    |   |                |   |   |                |   |   | 90,000          |  
|Total other
      (income) expense                         |   | (7,448         | ) |   | 2,787          |   |   | (18,738         | )
|                                                           |   |                |   |   |                |   |   |                 |  
|Net loss                                                   |   | 2,620          |   |   | 171,384        |   |   | 7,316,494       |  
|                                                           |   |                |   |   |                |   |   |                 |  
|Other comprehensive (income) loss:                         |   |                |   |   |                |   |   |                 |  
|Unrealized
      (gain) loss on marketable equity security |   | 9,672          |   |   | 387            |   |   | (5,803          | )
|                                                           |   |                |   |   |                |   |   |                 |  
|Comprehensive loss                                         | $ | 12,292         |   | $ | 171,771        |   | $ | 7,310,691       |  
|                                                           |   |                |   |   |                |   |   |                 |  
|Net loss per common share-basic                            | $ | Nil            |   | $ | Nil            |   | $ | 0.33            |  
|                                                           |   |                |   |   |                |   |   |                 |  
|Weighted average common shares
      outstanding-basic     |   | 45,017,862     |   |   | 40,996,413     |   |   | 22,171,430      |  

4

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

---

|New Jersey Mining Company                                       
|----------------------------------------------------------------
|(A Development Stage Company)                                   
|Consolidated Statements of Cash Flows (Unaudited)               
|For the Three Month Periods Ended March 31, 2011 and
      2010,
|And from Inception (July 18, 1996) through March 31,
      2011 

|                                                                   |   |           |   |   |          |   |   | From Inception  |  
|------------------------------------------------------------------ | - | --------- | - | - | -------- | - | - | --------------- | -
|                                                                   |   |           |   |   |          |   |   | (July 18, 1996) |  
|                                                                   |   | March 31, |   |   | through  |  
|                                                                   |   |           |   |   |          |   |   | March 31, 2011  |  
|                                                                   |   | 2011      |   |   | 2010     |   |   | (Unaudited)     |  
|Cash flows from operating activities:                              |   |           |   |   |          |   |   |                 |  
|Net loss                                                           | $ | (2,620    | ) | $ | (171,384 | ) | $ | (7,316,494      | )
|Adjustments to
      reconcile net loss to net cash                |   |           |   |   |          |   |   |                 |  
|Used
      by operating activities:                                |   |           |   |   |          |   |   |                 |  
|Depreciation and amortization                                      |   | 14,687    |   |   | 13,194   |   |   | 744,467         |  
|(Gain) loss
      on sale of equipment                             |   | (12,895   | ) |   | 400      |   |   | (36,721         | )
|Write-off of goodwill and investment                               |   |           |   |   |          |   |   | 120,950         |  
|Gain on
      sale of mineral property                             |   |           |   |   | (50,000  | ) |   | (410,000        | )
|Gain on sale of marketable equity security                         |   |           |   |   |          |   |   | (92,269         | )
|Accretion
      of asset retirement obligation                     |   | 868       |   |   | 868      |   |   | 5,783           |  
|Common stock issued
      for:                                     |   |           |   |   |          |   |   |                 |  
|Management
      and directors fees                               |   |           |   |   |          |   |   | 1,139,335       |  
|Services and other                                                 |   |           |   |   | 425      |   |   | 239,834         |  
|Exploration                                                        |   |           |   |   |          |   |   | 95,521          |  
|Mineral property agreement                                         |   |           |   |   |          |   |   | 15,000          |  
|Change in:                                                         |   |           |   |   |          |   |   |                 |  
|Prepaid claim fees                                                 |   | 5,040     |   |   | 6,965    |   |   | (8,400          | )
|Inventory                                                          |   | (335      | ) |   |          |   |   | (16,716         | )
|Miscellaneous receivable                                           |   | 1,676     |   |   | 919      |   |   |                 |  
|Interest
      receivable                                          |   | 276       |   |   | 309      |   |   |                 |  
|United Mine Services receivable                                    |   | (5,006    | ) |   |          |   |   | (14,854         | )
|Golden
      Chest LLC receivable                                  |   | (144,327  | ) |   |          |   |   | (146,392        | )
|Other assets                                                       |   |           |   |   |          |   |   | (778            | )
|Accounts
      payable                                             |   | 98,465    |   |   | 17,799   |   |   | 151,185         |  
|Accrued payroll and related payroll expense                        |   | 40,745    |   |   | 17,054   |   |   | 56,731          |  
|Accrued
      reclamation costs                                    |   |           |   |   |          |   |   | (1,443          | )
|Net
      cash used by operating activities                        |   | (3,426    | ) |   | (163,451 | ) |   | (5,475,261      | )
|Cash flows from investing activities:                              |   |           |   |   |          |   |   |                 |  
|Purchases of property,
      plant and equipment                   |   | (588,604  | ) |   | (9,547   | ) |   | (1,693,895      | )
|Deposit on equipment purchase                                      |   | (310,820  | ) |   |          |   |   | (310,820        | )
|Purchase of mineral
      property                                 |   |           |   |   |          |   |   | (23,904         | )
|Deposit on mineral property purchase                               |   | (10,000   | ) |   |          |   |   | (10,000         | )
|Proceeds from sale of
      mineral property                       |   |           |   |   |          |   |   | 120,000         |  
|Deposit received on sale of mineral
      property                 |   |           |   |   |          |   |   | 320,000         |  
|Proceeds from sale of
      equipment                              |   | 12,676    |   |   | 1,000    |   |   | 49,174          |  
|Redemption (purchase) of reclamation
      bonds                   |   | (110      | ) |   | (45      | ) |   | (121,243        | )
|Purchase of marketable
      equity security                       |   |           |   |   |          |   |   | (7,500          | )
|Proceeds from sales of marketable
      equity securities          |   |           |   |   |          |   |   | 95,901          |  
|Cash of acquired
      companies                                   |   |           |   |   |          |   |   | 38,269          |  
|Deferral of development costs                                      |   |           |   |   |          |   |   | (759,209        | )
|Net cash provided (used) by
      investing activities             |   | (896,858  | ) |   | (8,592   | ) |   | (2,303,227      | )
|Cash flows from financing activities:                              |   |           |   |   |          |   |   |                 |  
|Exercise of stock
      purchase warrants                          |   |           |   |   |          |   |   | 2,571,536       |  
|Sales of common stock, net of issuance
      costs                 |   |           |   |   | 529,170  |   |   | 5,241,236       |  
|Principal payments on
      capital lease                          |   | (3,316    | ) |   | (2,363   | ) |   | (198,081        | )
|Principal payments on notes payable                                |   | (18,035   | ) |   | (16,311  | ) |   | (400,521        | )
|Note and interest
      payable, related party, net                |   |           |   |   | (23,558  | ) |   |                 |  
|Contributions from noncontrolling
      equity interest in Mill JV |   | 989,420   |   |   |          |   |   | 989,420         |  
|Net cash provided (used) by financing activities                   |   | 968,069   |   |   | 486,938  |   |   | 8,203,590       |  
|Net change in cash and cash equivalents                            |   | 67,785    |   |   | 314,895  |   |   | 425,102         |  
|Cash and cash equivalents, beginning of
      period               |   | 357,317   |   |   | 34,087   |   |   | 0               |  
|Cash and cash equivalents, end of period                           | $ | 425,102   |   | $ | 348,982  |   | $ | 425,102         |  
|Supplemental disclosure of cash flow
      information             |   |           |   |   |          |   |   |                 |  
|Interest paid in cash, net of amount capitalized                   | $ | 1,522     |   | $ | 3,001    |   | $ | 81,389          |  
|Non-cash investing and financing
      activities:                 |   |           |   |   |          |   |   |                 |  
|Common stock issued for:                                           |   |           |   |   |          |   |   |                 |  
|Property, plant and equipment                                      |   |           |   |   |          |   | $ | 50,365          |  
|Mineral
      properties agreement                                 |   |           |   |   |          |   | $ | 351,600         |  
|Payment of accounts payable                                        |   |           |   |   |          |   | $ | 12,730          |  
|Acquisitions of companies, excluding cash                          |   |           |   |   |          |   | $ | 743,653         |  
|Capital lease
      obligation incurred for equipment acquired     |   |           |   |   |          |   | $ | 184,213         |  
|Notes payable for property and
      equipment acquired            | $ | 62,613    |   |   |          |   | $ | 545,247         |  
|Mineral property
      transferred to Golden Chest LLC             |   |           |   |   |          |   | $ | 553,205         |  
|Debt relieved from sale of truck                                   | $ | 2,785     |   |   |          |   | $ | 2,785           |  

5

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

---

|New Jersey Mining Company                 
|------------------------------------------
|(A Development Stage Company)             
|Notes to Consolidated Financial Statements
|(Unaudited)                               

|1. | The Company and Significant Accounting
      Policies:
|-- | ------------------------------------------------------

These unaudited interim consolidated financial statements have
been prepared by the management of New Jersey Mining Company (the Company) in
accordance with accounting principles generally accepted in the United States of
America for interim financial information, as well as the instructions to Form
10-Q. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete consolidated
financial statements. In the opinion of the Companys management, all
adjustments (consisting of only normal recurring accruals) considered necessary
for a fair presentation of the interim consolidated financial statements have
been included.

The preparation of financial statements in accordance with
accounting principles generally accepted in the United States of America
requires the use of estimates and assumptions that affect the reported amounts
of assets and liabilities, disclosure of contingent assets and liabilities known
to exist as of the date the financial statements are published, and the reported
amounts of revenues and expenses during the reporting period. Uncertainties with
respect to such estimates and assumptions are inherent in the preparation of the
Company's financial statements; accordingly, it is possible that the actual
results could differ from these estimates and assumptions, which could have a
material effect on the reported amounts of the Company's financial position and
results of operations. Operating results for the three month period ended March
31, 2011, are not necessarily indicative of the results that may be expected for
the full year ending December 31, 2011.

For further information refer to the financial statements and
footnotes thereto in the Companys Annual Report on Form 10-K for the year ended
December 31, 2010.

The Company presents its consolidated financial statements in
accordance with accounting guidance for development stage entities, as
management believes that while the Companys planned principal operations have
commenced, the revenue generated from them is not sufficient to cover all
corporate costs. Additional development of the Companys properties is necessary
before a transition is made to reporting as a production stage company.

Principles of ConsolidationAt March 31, 2011, the consolidated financial statements
include the accounts of the Company and the accounts of our majority owned New
Jersey Mill Venture. Intercompany items and transactions between companies
included in the consolidation are eliminated.

|2. | Related Party Transactions
|-- | --------------------------

The Company jointly owns with Marathon Gold USA (MUSA) and acts
as the operator of the Golden Chest LLC. Accounts receivable are a part of
normal operations which include operating costs, payroll, drilling costs, and
drilling income. As of March 31, 2011 the following related party balances
existed with Marathon Gold and GC LLC:


    Accounts receivable
    $     146,392
    Drilling and exploration contract income
    183,836
    Management fees
    14,035
    Drilling and exploration contract expense
    108,997


Engineering income includes engineering services provided to
United Mine Services (UMS). UMS holds the noncontrolling interest in the
Company's Mill Joint Venture. Engineering services to UMS in the first quarter
of 2011 were $32,700. $1,500 was paid to Mine Systems Design, a related party,
for office rent in the first quarter of 2011.

|3. | Fair Value Measurement
|-- | ----------------------

The table below sets forth our financial assets that were
accounted for at fair value on at March 31, 2011 and December 31, 2010, and
their respective hierarchy level. We had no other financial assets or
liabilities accounted for at fair value at March 31, 2011 and December 31, 2010.

Balance at 
      March 31, 2011
    Balance at 
      December 31, 2010
    Hierarchy 
    LevelInvestments in marketable equity securities
    $ 9,672
    $19,344
    Level 1


|4. | New Jersey Mill Venture
Agreement
|-- | ---------------------------------

The Company has one subsidiary. In January 2011, the New Jersey
Mill Venture agreement was signed by the Company and United Mine Services, Inc.
(UMS) relating to the New Jersey mineral processing plant. To earn a one third
interest in the venture, UMS will provide funding to expand the processing plant
to 15 tonnes/hr, which is estimated to cost $2.5 million. The proposed expansion
budget included purchasing land held by the Company, known as the Zanetti Mining
Lease, which was cancelled by the purchase of the land. The Company is the
operator of the venture and will charge operating costs to UMS for milling its
ore up to 7,000 tonnes/month, retain a milling capacity of 3,000 tonnes/month,
and as the operator of the venture receive a fee of $2.50/tonne milled. UMS has
contributed $989,420 for a vested, noncontrolling interest of 13% as of March
31, 2011. The Company holds the remaining interest.

6

---

|5 | Subsequent Events
|- | -----------------

In April of 2011 Newmont North American Exploration (Newmont)
withdrew from the Toboggan joint venture it held with the Company. Newmont
quitclaimed the entire land package and will transfer to the Company all
exploration data obtained during the three years of work that was conducted on
the project.

Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

When we use the terms "New Jersey Mining Company," the
"Company," "we," "us," or "our," we are referring to New Jersey Mining Company
(the Company) and its subsidiaries, unless the context otherwise requires.

Cautionary Statement about Forward-Looking
Statements

This Quarterly Report on Form 10-Q includes certain statements
that may be deemed to be "forward-looking statements." All statements, other
than statements of historical facts, included in this Form 10-Q that address
activities, events or developments that our management expects, believes or
anticipates will or may occur in the future are forward-looking statements. Such
forward-looking statements include discussion of such matters as:

- The amount and nature of future capital, development and exploration
  expenditures;
- The timing of exploration activities; and
- Business strategies and development of our business plan.

Forward-looking statements also typically include words such as
"anticipate," "estimate," "expect," "potential," "could" or similar words
suggesting future outcomes. These statements are based on certain assumptions
and analyses made by us in light of our experience and our perception of
historical trends, current conditions, expected future developments and other
factors we believe are appropriate in the circumstances. Such statements are
subject to a number of assumptions, risks and uncertainties, including such
factors as the volatility and level of metal prices, currency exchange rate
fluctuations, uncertainties in cash flow, expected acquisition benefits,
exploration mining and operating risks, competition, litigation, environmental
matters, the potential impact of government regulations, and other matters
related to the mining industry, many of which are beyond our control. Readers
are cautioned that forward-looking statements are not guarantees of future
performance and that actual results or developments may differ materially from
those expressed or implied in the forward-looking statements.

The Company is under no duty to update any of these
forward-looking statements after the date of this report. You should not place
undue reliance on these forward-looking statements.

Plan of OperationThe Company modified its strategy in 2010 and is continuing
that modified strategy in 2011. The former strategy was to conduct exploration
for gold, silver and base metal deposits in the greater Coeur dAlene Mining
District of northern Idaho while concurrently conducting mining and mineral
processing operations on ore reserves it has located on its exploration
properties. The new strategy now deemphasizes the generation of cash by mining
and milling and emphasizes the exploration of its properties in order to
increase the amount of reserves before making a production decision. The new
financial strategy involves forming joint ventures with partners who contribute
cash to earn their interest. The strategy includes finding and developing ore
reserves of significant quality and quantity to justify investment in mining and
mineral processing facilities. The Companys primarily focus is on gold with
silver and base metals of secondary emphasis. The Company receives revenue for
providing core drilling and engineering services from its joint venture
partners, as well as management fees.

All exploration is now being done at the Golden Chest mine.
Other exploration properties include the Toboggan, Niagara/Copper Camp, the
Silver Strand, the Coleman, and the Giant Ledge.

Exploration activities at the Golden Chest during the first
quarter of 2011 increased substantially compared to prior periods. Exploration
activity increased because of the venture agreement with Marathon Gold USA
(MUSA) that was signed in December 2010. MUSA contributed $1,000,000 cash at the
December closing and $500,000 on March 31, 2011 as required by the venture
terms. MUSA is scheduled to contribute $500,000 by June 30, 2011, $1,000,000 by
September 30, 2011 and $1,000,000 by November 30, 2011, bringing the total cash
contribution by MUSA to $4 million for a 50% ownership of the venture. MUSA has
the right to contribute an additional US$3.5 million by November 30, 2012 to
take its ownership interest to 60% of the venture. MUSA also has the option to
accelerate any of these contributions. During the first quarter of 2011, 1,750
meters of drilling was completed of the planned 10,000 meters drilling for 2011.
The Company conducted core drilling operations at the Golden Chest for the
venture under a service agreement.

The Toboggan Project is a group of prospects in the Murray,
Idaho District that contain gold and silver telluride minerals. The Toboggan
Project was being explored by Newmont North America Exploration Limited under a
joint venture agreement. Newmont did not complete their earn-in by March 20,
2011 and the joint venture agreement was terminated. Newmont returned all the
unpatented claims held by the venture to the Company. The Company is now
actively searching for a new joint venture partner to continue exploration of
the favorable gold prospects examined by Newmont.

The Niagara copper-silver deposit, also located in the Murray,
Idaho area, in the Revett formation was drilled in the 1970s, and the Company
drilled five holes since which expanded the resource. Results of the recent
drilling also indicate that gold would be a significant byproduct. Preliminary open pit mining studies have been
completed. Currently the Company is seeking a joint venture partner for
exploration and development of the Niagara deposit, and the Copper Camp prospect
will be included in the proposed venture. These properties would be kept
separate from the Toboggan Project.

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The Silver Strand mine is ready for small scale production of
about 5,000 tonnes per year. However the New Jersey mineral processing plant is
in a construction phase to expand capacity and wont be re-commissioned until
late 2011. Consequently, the Company is seeking a buyer for the mine.

At the Coleman underground mine future plans are to conduct
further drilling to locate higher grade reserves. No work is planned in
2011.

The New Jersey mineral processing plant is being expanded in
order to process ore from the nearby Crescent silver mine. A letter of intent to
form a joint venture with United Mine Services, Inc. was signed in September
2010 and a definitive venture agreement was reached in January 2011. The plant
will be expanded from a processing rate of 4 tonnes/hr to 15 tonnes/hr during
2011. UMS will pay the expansion cost estimated to be $2.5 million. After
completion of the expansion, the Company will own 2/3 of the venture and UMS
will own 1/3. The Company is the operator of the venture. UMS will have a
minimum quota of ore of 7,000 tonnes per month and the Company will have 3,000
tonnes per month. Each party will pay its processing costs and the Company will
charge a management fee of $2.50/tonne. Currently, the plant is under
construction and most equipment is on order or already received. UMS has
contributed $989,420 for a vested, noncontrolling interest of 13% as of March
31, 2011. The Company holds the remaining interest.

Changes in Financial Condition

The Company maintains an adequate cash balance by increasing or
decreasing its exploration expenditures as limited by availability of cash from
operations or from financing activities. The cash balance at the end of the
first quarter was $425,102, and Figure 1 shows the corresponding balances for
previous accounting periods.



The cash balance increased during the quarter, starting from
$357,317, primarily due to increases in cash in the New Jersey Mill Joint
Venture accounts.

Results of Operations

Income Earned during the Development Stage (Revenue) for the
first quarter of 2011 was $230,571 as compared to nil for the first quarter of
2010. Revenue was higher in 2011 due to contracted services. Figure 2 shows a
net loss for the first quarter of 2011 of $2,620 compared to $171,384 for the
comparable period of 2010. The net loss for 2011 was less than 2010 because of
higher revenue.

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There was no gold production in the first quarters of 2011 and
2010. No gold production is expected for 2011 because the mill is shutdown due
to construction and only exploration activities are planned for the Golden Chest
mine.

Preliminary plans at the Golden Chest mine include only
exploration in 2011 but in 2012, ramp access may be extended to the Idaho vein
reserves. When the Idaho vein ramp development is completed there will be more
than 200,000 tonnes available for production from currently-existing
reserves.

No production is planned at the Silver Strand mine in 2011
because plans are to sell the mine or engage a joint venture partner. The mine
is ready for production on a seasonal basis.

About $2.5 million in capital expenditures are planned at the
New Jersey mineral processing plant to increase the processing rate to 15 tonnes
per hour. Expansion costs are paid by our partner, United Mine Services.

The amount of money to be spent on exploration at the Companys
mines and prospects depends primarily on contributions of our joint venture
partners, particularly at the Golden Chest. If new joint venture partners are
engaged at the Toboggan Project and Niagara-Copper Camp Projects, exploration
activities would increase .

The Company provides surface drilling services at the Golden
Chest and receives payment from Golden Chest LLC from funds provided by Marathon
Gold. The Company also receives a management fee as Manager of the venture. The
Company receives payment for engineering services from United Mine Services for
the mill expansion project. No additional financing activities are necessary in
2011 unless exploration plans are expanded.

Drilling and Exploration IncomeDrilling and Exploration income increased for the three month
period ending March 31, 2011 compared to last year because of drilling activity
that was conducted at the Golden Chest under the newly formed Joint Venture
agreement.

Joint Venture Management FeesJoint venture management fees are an income item related to the
operation of the recently formed Golden Chest joint venture.

Changes in Direct Production CostsDirect production costs decreased for the three month period
ending March 31, 2011 compared to the comparable period last year because
efforts have been redirected towards exploration.

Drilling and Exploration Contract ExpenseDrilling and Exploration contract expense has increased for the
three month period ending March 31, 2011 compared to the comparable period last
year because of increased drilling activity at the Golden Chest.

Changes in Management CostsManagement expenses decreased for the three month period ending
March 31, 2011 compared to the comparable period last year because some of the
costs have been absorbed by the joint ventures.

Changes in Exploration CostsExploration expenses decreased for the three month period
ending March 31, 2011 compared to the comparable period last year because most
employees have been redirected to the Golden Chest or drilling activities.

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Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK

Not required for small reporting companies.

Item 4: CONTROLS AND PROCEDURES

Disclosure Controls and ProceduresThe Companys President and Chief Executive Officer who also
serves as the Companys principal financial officer, has evaluated the
effectiveness of the Companys disclosure controls and procedures pursuant to
Rule 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934 (the
Exchange Act), as of the end of the period covered by this report. Based on such
evaluation, the Companys President, Chief Executive Officer, and principal
financial officer has concluded that, as of the end of such period, the
Companys disclosure controls and procedures are effective in recording,
processing, summarizing, and reporting, on a timely basis, information required
to be disclosed by the Company in the reports that it files under the Exchange
Act.

Changes in internal control over financial
reporting.The President, Chief Executive Officer, and principal financial
officer conducted evaluations of the Companys internal controls over financial
reporting to determine whether any changes occurred during the quarter ended
March 31, 2011 that have materially affected, or are reasonably likely to
materially affect, the Companys internal control over financial reporting. No
material changes in internal control over financial reporting occurred in the
quarter ended March 31, 2011.

PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

The Company is currently a plaintiff along with Shoshone
County, Idaho, and George E. Stephenson in a complaint against the USA,
Secretary of the Department of Agriculture, Chief of the Forest Service, etc.,
for Declaratory Judgment and Quiet Title regarding a public right-of-way for the
East Fork of Eagle Creek Road near Murray, Idaho. The complaint was filed on
October 5, 2009 in the United States District Court, District of Idaho. The
plaintiffs are bringing the action to adjudicate/declare under the Quiet Title
Act, and under the Declaratory Judgment Act that the East Fork Eagle Creek Road
is a public road as it crosses the lands owned by the USA in accordance with
R.S. 2477.

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

Neither the constituent instruments defining the rights of the
Companys securities filers nor the rights evidenced by the Companys
outstanding common stock have been modified, limited or qualified.

No shares of stock were issued by the Company in the first
quarter of 2011.

Item 3. DEFAULTS UPON SENIOR SECURITIES

The Company has no outstanding senior securities.

Item 4. REMOVED AND RESERVED

Item 5. OTHER INFORMATION

Dodd-Frank DisclosureDuring the quarter ended March 31, 2011, the Company had no
reportable health and safety violations, orders or citations, remedied or
remitted to the Mine Safety and Health Administration. There were no legal
actions, mining-related fatalities, or similar events in relation to the
Companys United States operations requiring disclosure pursuant to Section
1503(a) of the Dodd-Frank Act.

Item 6. EXHIBITS

|Number | Description                                                                                                                                                                                    
|------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1    | Articles of Incorporation.
      Filed as an exhibit to the registrant's registration statement on Form
      10-SB (Commission File No. 000-28837) and incorporated by reference
      herein.
|3.2    | Bylaws. Filed as an exhibit to the registrant's
      registration statement on Form 10-SB (Commission File No. 000-28837) and
      incorporated by reference herein.                         
|31.1   | Certification pursuant to
      Section 302 of the Sarbanes-Oxley act of 2002.                                                                                                                 
|31.2   | Certification pursuant to Section 302 of the
      Sarbanes-Oxley act of 2002.                                                                                                                 
|32.1   | Certification pursuant to 18
      U.S.C. Section 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.                                                            
|32.2   | Certification pursuant to 18 U.S.C. Section
      1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
      2002.                                                            

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SIGNATURES

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

| | NEW JERSEY
      MINING COMPANY
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| | By:                            
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