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

                                   FORM 10-KSB

(X  )  ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE ACT
       OF 1934

                                 For the fiscal year ended    November 30, 2003
                                                            -------------------

(  )   TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE
       ACT OF 1934

                                 For the transition period from       to

                                 Commission file number     0-25707
                                                            -------

                            THE BRALORNE MINING COMPANY
                            ---------------------------
                    (Name of small business issuer in its charter)

             Nevada                                                 91-1948355
             ------                                                 ----------
(State or other jurisdiction of incorporation or               (I.R.S. Employer
 organization)                                                Identification No.

1120 Sunnyside Road, Kelowna, B.C., Canada                         V1Z  2N8
------------------------------------------                         --------
(Address of principal executive offices)                        (Zip  Code)

Issuer's telephone number      (250) 769-5800
                               --------------

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

          Title of each share         Name of each exchange on which registered

Common Shares with par value of $0.001 per share                    N/A
-----------------------------------------------                     ---
Check  whether  the issuer (1) filed all reports required to be filed by Section
13  and 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 the registrant's knowledge, in definitive proxy or
information  statement incorporated by reference in Part III of this Form 10-KSB
or  any  amendments  to  this  Form  10-KSB.  [    ]

State  issuer's  revenues  for  its  most  recent  fiscal  year.     NIL

State  the aggregate market value of the voting or non-voting common equity held
by  non-affiliates computed by reference to the price at which the common equity
was  sold,  or  the  average  bid and asked price of such common equity, as of a
specified  date  within  the  past  60  days.   NIL

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  at  the  latest  practicable  date.

11,040,050 common shares with a par value of $0.001 per share as at December 31,
--------------------------------------------------------------------------------
2003
----

                       DOCUMENTS INCORPORATED BY REFERENCE

Refer  to  Item  6  -  Exhibits  and  Reports  on  Form  8-K

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


                                      -1-
<PAGE>



                                TABLE OF CONTENTS



                                     PART 1
                                     ------
                                                                           PAGE
                                                                           ----
<TABLE>
<CAPTION>




ITEM 1.       DESCRIPTION OF BUSINESS                                         3
<S>           <C>                                                                 <C>
ITEM 2.. . .  DESCRIPTION OF PROPERTY                                         7

ITEM 3.. . .  LEGAL PROCEEDINGS                                              12

ITEM 4.. . .  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS            12

                                    PART 11
                                    --------

ITEM 5.. . .  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.      13

ITEM 6.. . .  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.     13

ITEM 7.. . .  FINANCIAL STATEMENTS.                                          16


ITEM 8.. . .  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
              AND FINANCIAL DISCLOSURE.                                      16

ITEM 8A. . .  CONTROLS AND PROCEDURES.                                       16

                                    PART 111
                                    --------


ITEM 9.. . .  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
              PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.    17

ITEM 10. . .  EXECUTIVE COMPENSATION                                         20

ITEM 11. . .  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
              MANAGEMENT AND RELATED STOCKHOLDER MATTERS.                    22

ITEM 12. . .  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.                23

ITEM 13. . .  EXHIBITS AND REPORTS ON FORM 8-K.                              25

ITEM 14. . .  PRINCIPAL ACCOUNTANT FEES AND SERVICE.                         25

              SIGNATURES                                                     27
</TABLE>


                                      -2-
<PAGE>




                                     PART 1

                        ITEM 1.  DESCRIPTION OF BUSINESS


HISTORY  AND  ORGANIZATION

     The  Bralorne  Mining  Company,  a  Nevada corporation, was incorporated on
December  2, 1998.  The Company has no subsidiaries and no affiliated companies.
The  Company  has  not  been  in bankruptcy, receivership or similar proceedings
since  its  inception.  The  Company  has not had any material reclassification,
merger, consolidation of its common shares, or purchase or sale of a significant
amount  of  assets  not  in  the  ordinary  course  of  business.

      The  Company's  executive  offices  are  located  at  1120 Sunnyside Road,
Kelowna,  British  Columbia,  Canada,  V1Z  2N8  (Tel:  250-769-5800).

     The  Company's Articles of Incorporation currently provide that the Company
is  authorized to issue 200,000,000 shares of common stock, par value $0.001 per
share.   As  at  November  30,  2003  there  were 11,040,050 shares outstanding.

     The  Company  hopes  to make an application for a quotation on the National
Association  of  Securities  Dealers,  Inc.  "OTC Bulletin Board" (the "OTCBB").
This  might  never  happen  since  the  Company  might  not  be able to meet the
requirements  for  a  quotation.

     Since  inception  the  Company  has been engaged in the exploration, and if
warranted,  the exploration of its mineral claim.  The Company presently has the
mineral rights to the minerals on a claim named "Golden" located in the Bralorne
area of British Columbia, Canada and has performed assessment work sufficient to
maintain  the  Golden in good standing with the Ministry of Mines and Energy for
the  Province of British Columbia until March 17, 2004.  Refer to work performed
as  discussed  under  Item  2  -  Description  of  Property  below.

     No  ore  reserve  has been discovered on the Golden claim since the Company
has  not  yet  undertaken  a  major  exploration  program.  Even  with  a  major
exploration  program  there is no assurance an ore body will ever be discovered.
As can be determined from the attached financial statements under Item 7 on page
16, at the present time, the Company does not have sufficient funds to undertake
any  further  exploration  activities unless it obtains funds from its directors
and  officers,  seeks  funds  from a financial institution (which at the present
time  appears  unlikely) or issues further shares to the public.  At the present
time,  the  directors  do  not  know  which type of funding they will attempt to
attract  for  the  Company.

     The  Company  has no sources of revenue either from the Golden claim or any
other  asset.

     The  Company  will  have  to  adhere  to  certain  governmental regulations
regarding  mining when, and if, it makes a decision to develop the Golden claim.
At  present,  there  are  few, if any, requirements during the exploration stage
other  than  indicated  under  "Environmental  concerns and various governmental
regulations  regarding  the  Golden  claims"  on  page  4.

     The  Company  does  not  have any full time employees and the directors and
officers  devote  such  time  as  is  required  to  attend to the affairs of the
Company.  Once  a  major exploration program commences the Company will need the
officers  to  devote  more  time  to the activities of the Company or it will be
required  to  hire  consultants  to  undertake  the work.  The only director who


                                      -3-
<PAGE>



devoted  time  to  the  Golden  claim  is  Edward  Skoda who has since inception
performed  all  the exploration work on the claim.  The amount paid to Mr. Skoda
is  indicated  under  Item  10  -  Executive  Compensation  on  page  20.

     The Company has not delivered its annual reports to its shareholders.  Once
it  has  obtained  a quotation on either the OTCBB, which might never happen, it
will  hold  annual  general meetings and distribute certain documents, including
financial  statements,  to  shareholders  of  record.

     Presently  the Company files with the United States Securities and Exchange
Commission (the "SEC") Forms 10-KSB and 10-QSB but is delinquent in its filings.

     The public may read and copy any material the Company files with the SEC at
the  SEC's  Public  Reference  Room at 450 Fifth Street, N.W., Washington, D.C.,
20549.  The  public  may  obtain  information  on  the  operation  of the Public
Reference  Room  by  calling  the  SEC  at  1-800-SEC-0330.  The  Company  is an
electronic filer and therefore the public can review the Company's filing on the
SEC  Internet site that contains reports, proxy, and information statements, and
other  information  regarding  the Company.  This information can be obtained by
accessing  the  SEC  website  address  at  http://www.sec.gov.

     The  Company  presently  does  not  have  an  Internet  address.

RISK  FACTORS

     There are certain risk factors that relate to the exploration of the Golden
claims  as  follows:

1.     Exploration and mining activities on the Golden claim will involve a high
       degree  of  risk

     Exploration  and  eventually  mining  operations  generally  involve a high
degree  of  risk.  Hazards  such  as  unusual or unexpected formations and other
conditions  are  involved.  The  Company  may  become  subject  to liability for
pollution,  cave-ins  or  hazards against which it cannot insure or which it may
not  elect  to  insure.  The  payment  of  such liabilities may have a material,
adverse  effect  on  the Company's results of operations or financial condition,
and  its  ability  to  continue  as  a  going  concern.

2.     Environmental concerns and various governmental regulations regarding the
       Golden  claim

     Prior to commencing mining operations on its mining claim, the Company must
meet certain environmental requirements.  Compliance with these requirements may
prove  to  be  difficult  and  expensive.  The  Province of British Columbia has
enacted  statutory  provisions  to  protect  the  Crown's property.  The primary
regulations,  or  Acts,  to  which  the  Company must adhere include the "Timber
Harvesting  Practices  Regulations",  "Mineral  Tenure  Act",  "Coal  Act"  and
"Forestry  Act".  Each  of the former Acts has its own environmental concerns to
which  the  Company  must  adhere.  The Company might be liable for pollution or
other  violations  if  it  does not properly comply with the requirements of the
various Acts.  Environmental concerns relate to the use and supply of water, the
animal  life in the area, fish living in the streams, the need to cut timber and
removal of soil above the hard rock.  No building or fixtures of any form can be
erected without the prior approval of the District Inspector for the Province of
British  Columbia.  The  cost  and  effect  of  compliance  with  these  strict
environmental requirements are unknown to the Company at this time and cannot be
reasonably  estimated.  There  is  no  assurance  that the Company will have the
resources  or ability to comply with these Acts.  Failure to comply could have a
material  adverse  effect  on  the  Company's  results  of operations, financial
condition  or  ability to continue as a going concern.  The Company is unable to
assess  what  the  cost  would  be  to  adhere  to  the  various  environmental
requirements.


                                      -4-
<PAGE>



3.     Title  to  the  Golden  claim  might  be  uncertain

     While  the  Company  has obtained the usual industry standard title reports
with respect to the Golden claim, this should not be construed as a guarantee of
title.  The  Golden  property may be subject to prior unregistered agreements or
transactions  or  native  land  claims  and  title may be affected by undetected
defects.  Certain  of  the units within the claim group may be under dispute and
the  ultimate  resolution  of  a  dispute  may result in the loss of all of such
property  or  a reduction in the Company's interest therein.  It may be the case
that  unless and until a significant value is established for any mineral rights
or  claims, any dispute relating to any of the units will not be brought forward
or  discovered  by  the  Company.

4.     Refining  the ore might prove to be difficult in the Bralorne mining area

     Even  if  there  exists  a  commercially  viable  ore  body,  there  may be
substantial  competition  for the use of the mill at the Bralorne area.  This is
due  to  the  mill being owned by another company who is mining in the same area
that  the  Company  is exploring its property.  It might have full mill capacity
and hence not wish to accept tonnage from other companies.   This will result in
the  Company having to transport its ore to mills located some distance from the
Bralorne area.   The cost of such transportation could be high and result in the
refining  of  the  ore  to  be  uneconomical.

5.     The  Golden  claim  is  the  only  property  owned  by  the  Company

     Presently  the  Company  only  has  the  Golden claim and does not have the
rights  to  any  minerals  on  any other claims.   In the event that exploration
activities  do  not  prove  a  viable ore reserve the Company will have no other
properties  to explore and might be forced to cease its operations unless it can
obtain  other  properties.

6.     Mining  experience  by  management

     Mr.  Edward  Skoda is the only person associated with the Company who has a
background in the exploration and development of mineral claims.  Therefore, the
Company might be required to use the assistance of geologists and consultants to
assist  it in the exploration of the Golden claim.  Such services are expensive,
and there is no assurance that the Company will have the ability to retain these
professionals.

7.     Key-man  insurance

The  Company  does  not  carry  an  insurance  policy  for  key-man  insurance.
Therefore,  the  departure  of  Mr.  Skoda the only individual having any mining
experience  on  the  Board  of  Directors  could  have  an adverse effect on the
Company's  financial  condition.

BUSINESS  OF  THE  ISSUER

     In  addition  to  exploring  and  developing,  if  warranted,  its  mineral
property,  the Company plans to seek out additional mineral properties either by
way  of  purchase,  staking  or joint venturing.   To date, the Company does not
have  the funds to seek out other mineral properties and will be using any funds
it  obtains  in  the  future  to undertake exploration work on the Golden claim.

(1)     Principal  products  or  services  and  their  market

     The Company does not have any principal product, which in its case would be
the production of minerals.   The Company offers no services and therefore there


                                      -5-
<PAGE>



is no market for its product and services which are non-existent.   There is the
distinct  possible  that the Company will never have any minerals extracted from
the Golden claims to sell and to earn revenue by rendering some form of service.

(2)     Distribution  methods  of  the  product  or  service

     Since  the  Company  has  no  product  or  offers  no  services there is no
distribution  methods  which  must  be  addressed  herein.

(3)     Status  of  any  publicly  announced  new  product  or  service

     The  Company  has  not  announced  any new product or service to the public
since  there  are  none.

(4)     Competitive  business  conditions  and  the  small  business  issuer's
        competitive  position  in  the  industry  and  methods  of  competition

     In  Canada,  there  are numerous mining and exploration companies, both big
and  small,  and  competition  among  these  companies is intense.  All of these
mining  companies  are  seeking  properties  of merit, availability of funds and
distribution  of  their minerals.  The Company will have to compete against such
companies to acquire the funds to further develop and explore its mineral claim.
The  availability  of funds for exploration is extremely limited and the Company
might find it difficult to compete with larger and more well-known companies for
capital.  Even  though  the  Company has the rights to the minerals on its claim
there is no guarantee it will be able to raise sufficient funds in the future to
maintain its mineral claim in good standing, complete exploration or develop its
claims.   Therefore,  if  the  Company  does  not  have  sufficient  funds  for
exploration,  the  claim  might  lapse  and be staked by other mining interests,
which  would represent a complete loss of all rights to the claim.   The Company
might  be forced to seek a joint venture partner to assist in the development of
its mineral claim.  In this case, there is the possibility the Company might not
be  able  to  pay  its proportionate share of the exploration costs and might be
diluted  to  an  insignificant  carried  interest.

     The  exploration  business  is  highly  competitive  and highly fragmented,
dominated  by  both  large and small mining companies.   Success will largely be
dependent  on  the  Company's  ability  to attract talent from the mining field.
There  is  no  assurance the Company's mineral expansion plans will be realized.

(5)    Sources  and  availability  of  raw materials and the names of principal
       suppliers

     During  the  exploration  stage the Company can obtain most of its supplies
and  raw  materials  from the town of Gold Bridge located near the Golden claim.
Basically  the supplies required will be purchased from the local hardware store
in  the  area.

(6)    Dependence  on  one  or  a  few  major  customers

     The  Company is not dependent on any major customers and if the Golden ever
becomes  a  mineral  claim with a viable ore reserve it will not be dependent on
any  one  customer  if  its  end  product  is  gold.

(7)    Patents,  trademarks,  licenses,  franchises,  concessions,  royalty
       agreements  or  labor  contracts,  including  duration

     The  Company  has  no  patents, trademarks, licenses nor is involved in any
franchise  or  concession  arrangements  and has not participated in any royalty
agreements  or  labor  controls.


                                      -6-
<PAGE>




(8)     Governmental  approvals

     Refer  to  Risk  Factor  2.

(9)    Effect of existing or probable governmental regulations on the Company's
       exploration  activities.

     Refer  to  Risk  Factor  2.

(10)    Estimates of amounts spent in the last two fiscal years on research and
        development  activities

     The  Company  has  not  spent any money during the last two fiscal years on
research  and  development  activities.

(11)     Cost  and  effects  of  compliance  with  environmental  laws

     Presently during the exploration stage, the Company will not incur any cost
related  to  compliance  with  environmental  laws.   Once a decision is made to
undertake  a  drilling  program  which  will  require  the  removal of trees and
overburden;  the  Company  will have to adhere to various Acts legislated in the
Province  of  British  Columbia  -  refer  to  Risk  Factor  2.

All  dollar  amounts  shown  in  this  document  are stated in US dollars unless
otherwise  noted.



                         ITEM 2. DESCRIPTION OF PROPERTY


     The  Golden  claim  consisted originally of one 18 metric claim unit, which
has now been reduced to 9 units, situated within the Bridge River gold camp near
the town of Gold Bridge, 113 miles north of Vancouver, British Columbia, Canada.
The  mineral  rights  to  the Golden claim are 100 percent owned by the Company;
having  acquired it from a director in 1998 for the sum of $1.00.   Original the
Company  became a registered extra-provincial company in the Province of British
Columbia  in order that it could hold a Free Miner's License in its own name and
register  the  Golden  claim  in  the  name  of the Company.  In March 2003, the
Company, due to a lack of funds, had the Golden registered in the name of Edward
Skoda, a director of the Company, since he held a Free Miner's License.   He has
issued  a  Bill  of Sale Absolute which in effect transfer full ownership to the
Company.  This  procedure  was  transacted since under the Mineral Tenure Act of
British  Columbia,  a  mineral  property  can only be recorded in the name of an
individual  or  company  if  they  hold  a  Free  Miner's  License.

     The  Company  is in the exploration stage since it is engaged in the search
of  mineral  deposits  but is not in either the development or production stage.
The Company might never be in the development or production stage since it might
never  discover  an  ore  reserve  of  merit.

     The  Company does not own either directly or indirectly any interest in the
mine known as the Bralorne which is located within five kilometers of the Golden
claim.  Reference  to  the  Bralorne  Mine in this Form 10-KSB is for historical
reference  only  and  there  is no intention to make the reader believe that the
Company  has  any  interest  in  the  Bralorne  Mine.


                                      -7-
<PAGE>



a.     Location  of  Golden  Claim

     The  geographical  centre  of  the  Golden  claim  is  given  by the U.T.M.
coordinates  513100E,  5634300N  (Lat.  5051'45"N,  Long.  12248'50"W) on N.T.S.
mapsheet  92J/15.  The  town  of  Gold  Bridge can be accessed by an all weather
gravel  road  (highway #40B) from Lillooet or via the Hurley River forestry road
from  Pemberton. Access to the north end of the claim is gained by following the
logging  road  east  of  Gold  Bridge  for  four kilometres on the south side of
Carpenter  Lake.  Turn south from the junction at this point and follow the road
leading  to  McDonald Lake (2.5 miles) for access to the east side of the Golden
claim.

     The  property  is  situated at the northwest end of the Bendor Range within
the  Coast  Mountains  where steeply forested northwest facing slopes range from
2,200  feet to 4,000 feet in elevation. The winters are cold with generally high
snowfall  accumulations  and  summers  are  hot  and  dry.

b.     History  of  the  Bralorne  Mining  Area

     The  history  of the area surrounding the Golden claim is that of an active
area  in  exploration  and  mining of gold and other precious metals.  The first
occurrence  of  gold in the Bridge River area was recorded in 1863, when Chinese
prospectors  found placer deposits in the Bridge River.  In 1896, the first Lode
claims  were  located  on  sub-outcropping  quartz  fissure  veins.   Subsequent
discoveries  continued  until  larger  U.S. and Canadian interests began to gain
control  of  the  fragmented  mining  properties  during  the  1920's.

     Most  production  from  the  camp  came from the Bralorne and Pioneer mines
which  saw  production  levels  peak  during the 1930's and 40's.  In 1959, with
reserves  depleted  and  closure  imminent,  Pioneer Gold Mines amalgamated with
Bralorne  mines.   By  1971  Bralorne mines suspended operations due to the high
costs  of  mining at increasing depths.  Combined the Bralorne and Pioneer mines
produced  more  gold than any other mine in British Columbia's history.   During
the  period  1900-1971  production  totaled 4,154,119 ounces of gold and 950,510
ounces  of silver from 7,931,000 tons of ore averaging 0.53 ounces/ton recovered
gold.

     Of  the  over  73 documented mineral occurrences in the camp only five have
achieved  production.  Production  figures  for  these  mines  are listed below:

<TABLE>
<CAPTION>




MINE                      GOLD      SILVER     COPPER     LEAD    ZINC
              TONNES      (KG)       (KG)       (KG)      (KG)    (KG)
             --------    -----      ------     ------    ------   ----
<S>       <C>        <C>        <C>        <C>     <C>      <C>

Congress        943        2.5        1.3        38         -        -

Wayside.     36,977      166.0       26.0         -         -        -

Minto. .     79,073      546.0    1,573.0     9,673    56,435        -

Pioneer.  2,240,552   41,475.0    7,611.0         -        59      139

Bralorne  4,954,473   87,759.0   21,969.0         -       157        -

</TABLE>



     During  early  exploration  of the Bridge River camp a number of small vein
showings  were  worked  along  the  south shore of Carpenter Lake.   Small-scale
production of silver-gold-antimony ores was achieved in the 1930's and 40's from
Kelvin,  Olympic  and  Reliance occurrences.    At approximately the same period
major development work took place on the BRX property.   The property includes a
large  block  of reverted crown granted claims and some modified claims covering
1,068  hectares  and  six  major concessions (Golden Gate, Arizona, Ural, Gloria
Kitty, Whynot and California).   Over 16,200 feet of diamond drilling and 27,000


                                      -8-
<PAGE>



feet  of  underground  development  have  been  completed  on  the  BRX property
primarily  on  the Arizona, Ural and California vein systems.  The only recorded
production  was  from  the Arizona Mine which produced 467 grams of gold and 311
grams  of  silver  from  4,343  tons  of  ore  in  1938.

c.     Regional  Geology

     The  surrounding  region  of  the  Golden claim lies within a fault bounded
block  of  oceanic  rocks called the Bridge River terrain and sandwiched between
the larger accreted terrains of Stikinia on the east and Wrangellia on the west.
The Bridge River terrain could be abducted oceanic floor transported with one of
the  larger  terrains.

     The base of the Bridge River terrain is composed of Permo-Triassic back arc
volcanics  and sediments of the Fergusson (Bridge River) Group. This is overlain
by  formations  of the Triassic-Jurassic Cadwallader Group. The stratified rocks
are  intruded  by  syn-volcanic  intermediate  plutons (Bralorne intrusives) and
faulted  against  ophiolitic  ultramafic  intrusions  (President  Intrusions).
Jurassic  and  Cretaceous basinal sediments and rift volcanics (Taylor Creek and
Kingsvale  Groups)  are sequentially intruded by Cretaceous and Tertiary plutons
of felsic composition (Coast Range and Bendor Intrusions). Relatively flat lying
Tertiary  intermediate to mafic volcanics (Rexmount porphyry and Plateau basalt)
caped  the  lithologic  sequence.

d.     Exploration  Work  Performed  on  the  Golden  Claim

     The  Company  has  performed  certain  exploration work on the Golden claim
during  the  last  four  years  as  follows.

Exploration  work  performed  in  1999

     During February 1999, the Company established a geochemical grid on part of
its claim in anticipation of undertaking a soil-sampling program.  The base line
for  the  geochemical  grid  was  brushed  out  and  stations  were horizontally
chained-in  every 300 feet.   Chaining was completed using 30 feet intervals and
flagged.   The base line for the geochemical grid totalled 2,430 feet.  The grid
sampling  lines  were  brushed  out  with  stations  horizontally chained-in and
flagged  every  30  feet,  for  a  distance  of 2,910 feet.   The total combined
geochemical  grid  for the base line and grid line was 5,340 feet.   The cost of
performing  this  work  was applied against future assessment work on the Golden
claim.

Exploration  work  performed  for  2000

     During  November  1999,  the  Company explored the south west corner of its
claim  where a geochemical grid was laid out in February.  Prior to the sampling
of  the  grid,  it  was extended by an additional 6,300 feet.  Subsequently soil
sampling  was  flagged  every 60 feet.    A total of fifty-one soil samples were
taken  from  the southwest corner of the claim and submitted to Chemex Labs Ltd.
of  North Vancouver, British Columbia, Canada for gold analysis.  Because of the
unconsolidated  volcanic  ash  covering  the  area  of  the  sampling  program,
representative  samples  were  obtained  by  digging through the volcanic ash to
reach  soil  contact.   The  average  depth of the digging was approximately one
foot.

     In  addition  to the soil sampling program, the Golden claim was prospected
for  old  showings  and  trenching.   From this prospecting work it would appear
that  no  past  systematic  sampling  techniques  applied to this confined area.

     From the assays of the soil samples done by Chemex Labs Ltd., there were no
significant  gold values in the majority of the samples taken.   Several samples
showed  some  gold  bearing  content but not significant to warrant an increased
sampling  program  in  that  specific  area.


                                      -9-
<PAGE>



Exploration  work  performed  in  2001

     During  the  period  February 3, 2001 to February 6, 2001, work was done on
the Golden claim in lieu of the payment of Cdn.$1,980 which was required to keep
the claim in good standing.  This work, consisting of a grid layout, was applied
to  the  18  unit  metric  claim.

Exploration  work  performed  in  2002

     Assessment  work  was  done  on the Golden claim from January 10 to the 14,
2002.   A grid system, which was commenced in 1999 was continued.  Grid stations
were  flagged every 30 feet totaling 15,345 feet.  The grid layout was set up so
that  the  present  south grid system could be completed and a geo-chemical soil
sampling  program  initiated.

Exploration  work  performed  in  2003

     During  the  beginning  of March 2003, the Company extended the grid on the
Golden  but  decided  to allow 9 out of the 18 units to lapse.   Management felt
that  the  units retained were of interest whereas the other units were in areas
which  made  it  difficult  to  undertake  any meaningful exploration work.  The
balance  of  the  Golden  claim  is  in good standing until March 17, 2004.  The
Company  has no liability associated with the claims that have lapsed and has no
rights  to  the  minerals  thereon.

     For  clarification  to  the readers of this Form 10-KSB, certain geological
words  used  above  are  defined  below:

Adit:      a  tunnel  developed  to follow a vein structure in a hillside or
           mountain.

Assay:     method  used  to test the composition of a mineral sample - expressed
           in  "ounces  per  ton"  or  "parts  per  million".

Claim:     a  portion  of  mining  ground  held under the Provincial laws by the
           Company by virtue of a specific location and recorded with the
           Government as to the rights to explore the minerals  thereon.

Deposit:   mineral deposit or ore deposit is used to designate a natural
           occurrence of a useful mineral, or an ore, in sufficient extent and
           degree of concentration to invite exploration.

Fault:     a break in the continuity of a body of rock.

Fissure:   a fracture or crack in rock in which there is a distinct separation.

Geochemical
   Grid:   two sets of uniformly  spaced parallel lines, intersecting at right
           angles, by means of which the surface of an area is divided into
           squares when a checkerboard placement of samples of soil or rock is
           desired.

Igneous
  rock:    a rock or mineral that solidified from molten or partly molten
           material.  Igneous rocks constitute one of the three main classes
           into which rocks are divided, the others being metamorphic and
           sedimentary.

Intrusion: in geology, a mass of igneous rock that, while molten, was forced
           into  or  between  other  rocks.


                                      -10-
<PAGE>



Mafic:     pertaining  to  or  composed  of  the  ferrmagnesion  rock-forming
           silicates, said of some igneous rocks and their constituent
           minerals.

Mineralization:   potential  economic  concentration  of  commercial  metals
           occurring  in  nature.

Ore:       the natural occurring mineral from which a mineral or minerals of
           economic value can be extracted profitably or to satisfy social or
           political objectives.

Placer gold: gold  eroded  from  its original host rock and re-deposited in
           gravel  beds  by  stream  action.

Pluton:    a  body of medium to course-grained igneous rock that formed beneath
           the  surface  by  crystallization  of  a  magma.

Quartz:    it is the most common of all solid minerals and may be colorless and
           transparent.

Reserve:   that part of a mineral deposit which could be engaged or is engaged
           in significant mining operations:

          (1)  that part of a mineral deposit which could be economically and
               legally extracted or produced at the time the reserve is
               determined.

          (2)  Proven:  reserve  for  which  (a)  quantity  is  computed  from
               dimensions revealed in outcrops, trenches, workings or drill
               holes; grade and/or quality are computed from the results of
               detailed sampling and (b) the site for inspection, sampling and
               measurement are spaced so closely and the geologic character is
               so well defined  that size, shape, depth and mineral content of
               reserves  are  well-established.

          (3)  Probable:  reserves for which quantity and grade and/or quality
               are computed from information  similar to that used for proven
              (measure) reserves, but the  site  of inspection, sampling and
               measurement are farther apart or are otherwise less adequately
               spaced.   The degree of assurance, although lower than for
               proven (measured) reserves, is high enough to assume continuity
               between points  of  observation.

Sediments: solid  fragmental  material  that  originates  from weathering of
           rocks  and  is transported or deposited by air, water or ice or that
           accumulates by other natural agents, such as chemical precipitation
           from solutions or secretion by organisms, and forms in layers on the
           Earth's surface at ordinary temperatures in a loose, unconsolidated
           form.

Siliceous: said  of rocks containing free silica, or in the case of volcanic
           glass,  silica  in  the  norm.

Soil sample:  a sample of surface material analyzed by lab techniques to test
           the content of trace elements occurring in nature: copper, lead,
           zinc, gold, etc.

Terrain:   a  group  of  strata,  a  zone,  or  a series of rocks; used in the
           description of rocks in general, provisional or noncommittal senses.

Veins:     a  zone  or  belt of mineralized rock lying within boundaries clearly
           separating  it  from  neighboring  rocks.


                                      -11-
<PAGE>




e.     The  Company's  Main  Product

     The  Company's  primary product will be the sale of minerals, both precious
and  commercial.  No  minerals  have been found to exist on the Golden claim and
therefore  the  possibilities of obtaining a cash flow from the sale of minerals
in  the  future  might  be  remote.

f.     The  Company's  Exploration  Facilities

     The  Company  will  be  exploring  and developing, if warranted, the Golden
claim  and  does  not  plan  to build any mill or smelter.  There exists a fully
equipped  smelter  within 5 miles of the Golden claims but it is privately owned
and  may  or  may not accept ore from the Company to process.  If the Company is
unable to obtain a committee, when the claim is proven to have reserves thereon,
it  might  have  to  transport the ore to other mills which are located at great
distances  from  the  Golden  claim.

     During the exploration period, the Company can use tent facilities to house
its  geological  workers  or  it  can  obtain hotel accommodation in either Gold
Bridge  or  Bralorne.

g.     Investment  Policies

     The  Company  does  not have an investment policy at this time.  Any excess
funds  it  has  on hand will be deposited in interest bearing notes such as term
deposits  or  short-term  money instruments.   There are no restrictions on what
the  directors  are  able  to  invest  any  idle or additional funds held by the
Company.



                            ITEM 3. LEGAL PROCEEDINGS


     There  are no legal proceedings to which the Company is a party or to which
the  Golden  claim is subject, nor to the best of management's knowledge are any
material  legal  proceedings  contemplated.


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


     No  matters  were submitted to a vote of shareholders of the Company during
the  fiscal  year  ended  November  30,  2003.


                                      -12-
<PAGE>




                                      PART II


        ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS


(a)     Market  Information

     During  the past year, there has been no established trading market for the
Company's  common  stock  since the Company is not registered for trading on any
quotation  system  or  stock  market.

(b)     Holders

As  at  November  30,  2003,  the  Company  had  40 shareholders; three of these
shareholders  are  officers  and  directors  of  the  Company.

(c)     Dividends

Since its inception, the Company has not paid any dividends on its common stock,
and  the  Company  does  not  anticipate  that  it  will  pay  dividends  in the
foreseeable  future.

(d)     Securities  authorized  for  issuance  under  equity  compensation plans

     There  are  no  securities  authorized for issuance under outstanding stock
options,  warrants  or  rights.   There  are  no employee benefit plans or other
equity  compensation  plans  entered into between the Company and its directors,
officers,  consultants  or  other  non-employees.


       ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


OVERVIEW

     The  Company  was  incorporated  on  December 2, 1998 under the laws of the
State of Nevada.  The Company's Articles of Incorporation currently provide that
the Company is authorized to issue 200,000,000 shares of common stock, par value
$0.001  per  share.   As  at  November  30,  2003,  there were 11,040,050 shares
outstanding.  The Company is an exploration stage company. There is no assurance
that  ore  reserves exist in the Golden claim until further exploration work has
been  done  and  economic  evaluation  based  on  such  work  concludes economic
feasibility.

Liquidity  and  Capital  Resources
----------------------------------

     As  at  November  30,  2003,  the  Company  had  no  assets, and $39,321 in
liabilities.   The  liabilities  of  $39,321 are amounts owed for transfer agent
($5,194),  audit ($8,800), accounting ($9,800) and other payables ($2,222) for a
total  of  $26,016  owed  to  third  party creditors and $13,305 owed to related
parties.


                                      -13-
<PAGE>



During  the  year,  the  Company  has  incurred  the  following  expenses:

<TABLE>
<CAPTION>




EXPENDITURE                               AMOUNT
<S>                            <C>        <C>
Accounting and audit. . . . .  i          $6,450
Bank charges. . . . . . . . .                 (9)
Edgar filings . . . . . . . .  ii            800
Exploration and filing fees .  iii         1,380
Management fees . . . . . . .  iv          6,000
Office. . . . . . . . . . . .                735
Rent. . . . . . . . . . . . .  v           3,600
Telephone . . . . . . . . . .  vi          2,400
Transfer agent's fees . . . .  vii         2,308
                                          ------
               Total expenses           $ 23,664
                                          ======
</TABLE>




i.     The  Company  accrues  $500 in fees to its auditors, Sellers and Andersen
LLC  for  the  review  of its Form 10-QSBs and $2,100 for the examination of the
Form  10-KSB  which also included the preparation of the annual corporate income
tax return.  In addition, the Company has accrued $500 each for its various Form
10-QSBs and $1,350 for this Form 10-KSB in order that the accountant can prepare
the  applicable  working  papers  and  other  information to be submitted to the
auditors for their review of the Form 10-QSBs and examination of the Form10-KSB.

ii.     The  Company  has  incurred  certain  expenses  during  the year for its
filings  of  various  Forms  10-KSB  and  10-QSB  with  the  SEC.

iii.     In  early  March  of  this  year,  the Company undertook an exploration
program  on  the  Golden  mineral  claim  which  comprised  the extension of the
previous  grid  established  in prior years.   The Company decided to reduce the
number  of  units  comprising  the  Golden claim from 18 to 9 since it wanted to
maintain  only  those  units  which  would  be beneficial, in the future, to the
Company.  In  addition,  the  cost  factor of maintaining the claims was reduced
accordingly.  The  Golden  is  in  good  standing  until  March  17,  2004.

iv.     The  Company  does  not  compensate  its  directors for the service they
perform  for  the  Company since, at the present time, it does not have adequate
funds  to  do  so.  Nevertheless,  management  realizes  that  it  should  give
recognition  to  the  services  performed  by  the  directors  and  officers and
therefore  has  accrued  $500  per  month.  This amount has been expensed in the
current  period with the offsetting credit being allocated to "Capital in Excess
of  Par  Value"  on the balance sheet.   The Company will not, in the future, be
responsible  for  paying  either  cash  or  settling this debt by way of shares.

v.     The  Company does not incur any rental expense since it used the personal
residence  of its President.  Similar to management fees, rent expense should be
reflected as an operating expense.   Therefore, the Company has accrued $300 per
month  as  an  expense  with  an  offsetting credit to "Capital in Excess of Par
Value".

vi.     The  Company  does  not  have  its  own  telephone  number  but uses the
telephone  number  of its President.    Similar to management fees and rent, the
Company  accrues  an  amount  of  $200  per  month  to represent the charges for
telephone  with  an  offsetting  entry  to  "Capital  in  Excess  of Par Value".

vii.     During  the  period the Company received its annual billing from Nevada
Agency  &  Trust Company for acting as transfer agent for the year in the amount


                                      -14-
<PAGE>



of  $1,200.  In  addition,  the  Company  has  accrued  certain  late charges of
interest  totaling $789 and additional fees of $319 for services rendered by the
transfer  agent.

     The  Company  estimates  the following expenses will be required during the
next  twelve  months  to  meet  its  obligations:
<TABLE>
<CAPTION>




                                    Requirements    Current      Required
                                        for         Accounts     funds for
Expenditures                       twelve months    Payable    twelve months
-------------------                 ------------    --------   --------------
<S>                    <C>             <C>        <C>             <C>
Accounting and audit.        1       $  7,050     $  18,600     $  25,650
Exploration expenses.        2          1,380             -         1,380
Filing fees . . . . .        3          1,300             -         1,300
Office. . . . . . . .        4            735           842         1,577
Other . . . . . . . .        5              -         1,380         1,380
Transfer agent's fees        6          2,308         5,194         7,502
                                      --------      -------       -------

  Estimated expenses.                $ 12,773     $  26,016     $  38,789
                                      =======       =======       =======
</TABLE>



No  recognition  has  been given to management fees, rent or telephone since, at
the  present  time,  these  expenses  are  not  cash  orientated.

1.     Accounting  and  auditing  expense  has  been  projected  as  follows:

<TABLE>
<CAPTION>




         Filing                Accountant   Auditors   Total
---------------------------   -----------   ---------  ------
<S>                          <C>          <C>        <C>
Form 10-QSB - Feb. 28, 2003      $   750    $   500  $ 1,250
Form 10-QSB - May  30, 2003.         750        500    1,250
Form 10-QSB - Aug. 30, 2003          750        500    1,250
Form 10-KSB - Nov. 30, 2003        1,200      2,100    3,300
                             -----------  ---------   ------
                                 $ 3,450    $ 3,600  $ 7,050
                             ===========  =========   ======
</TABLE>




2.     To  maintain  the  Golden claim in good standing the Company will incur a
cost  of approximately $140 per unit.  The number of units comprising the Golden
claim is 9 and, therefore, the minimum cost will be approximately $1,260.  As in
the past, the Company will not pay the Ministry of Mines and Energy cash-in-lieu
of performing assessment but will undertake some exploration program in order to
maintain  the claims in good standing.  In addition to having to incur the above
noted  amount  to  maintain the claims, the Company will have to incur a cost of
$120  to  record  the  work  performed.

3.     Filing  fees will include the cost of filing the various Forms 10-KSB and
10-QSB  on Edgar.  It is estimated the cost for each of the Form 10-QSBs will be
$200  whereas  the  cost for filing the Form 10-KSB will be $400.  Each year the
Company  is  required to file a list of officers and directors with the State of
Nevada  at  a  cost  of  $300;  increased  over  prior  years.

4.     Relates  to photocopying and faxing based on prior year's actual charges.

5.     The  amount  owing  under "Other" is advances the directors obtained from
personal  friends  to  undertake  the  exploration  work  on  the  Golden claim.

6.     Each year the Company is charged a fee of $1,200 by its transfer agent to
act  on its behalf.  The Company has not paid for several years any money to its
transfer  agent  and  therefore  has  been  charged  interest on its outstanding
balance  plus  the  annual  fee  charges  mentioned  above.


                                      -15-
<PAGE>



If the directors and officers no longer supply the required funds to the Company
to  maintain  the  property in good standing there is the possibility the Golden
claim  will  lapse  and the Company will eventually cease to be a going concern.

Even  though  gold  prices  have  increased  during  the  past year, there is no
assurance that this will continue or that gold prices will remain the same.  Any
weakening  in the price of gold will lessen the chances of the Company obtaining
future  financing  for  the  development  of  the  Golden  mineral  claim.

The Company  will  not be mining its claim for many years and maybe not at all.
Unless  substantial  funding is raised over the next few years the Company might
not  be  able  to realize its objective of fully exploring the Golden claims and
might  eventually  cease  as  a  going  concern.

The  Company  does  not  anticipate  acquiring  any  significant  assets  in the
foreseeable  future.

At  the  present  time,  the  Company has no contractual obligations for leasing
premises.  There  are no employment agreements or work commitments on the Golden
claims.

At present, the directors devote time to the affairs of the Company as required.
There are no plans to hire any employees at this time.   The Company may use the
services  of  consultants  in  the  exploration  of  the  Golden  claim.

Results  of  Operations
-----------------------

Since  inception  the  Company  has  purchased  the  Golden  claim and performed
exploration work on the claim as more fully described above.  The Company has no
operating  results.



                          ITEM 7.  FINANCIAL STATEMENTS


The  financial  statements  of  the Company are included following the signature
page  to  this  Form  10-KSB.



      ITEM 8.  CHANGES IN AND DISAGREEMENT WITH ACCOUNTANTS ON ACCOUNTING AND
                              FINANCIAL DISCLOSURE


From  inception  to  date,  the  Company's  principal  accountant is Sellers and
Andersen,  L.L.C.  of  Salt Lake City, Utah.   The firm's reports for the period
from  inception  to  November  30,  2003 did not contain any adverse opinions or
disclaimers,  nor  were  there  any  disagreements  between  management  and the
Company's  accountants.



                       ITEM 8A.   CONTROLS AND PROCEDURES


(a)     Evaluation  of  Disclosure  Controls  and  Procedures.
        ------------------------------------------------------

The  Company's  Chief  Executive  Officer and its Chief Financial Officer, after
evaluating the effectiveness of the Company's disclosure controls and procedures
(as defined in the Securities Exchange Act of 1934 Rules l3a 14(c) and 15d 14(c)


                                      -16-
<PAGE>



as  of  a  date  within 90 days of the filing date of this annual report on Form
10-KSB  (the  "Evaluation Date"), have concluded that as of the Evaluation Date,
the  Company's disclosure controls and procedures were adequate and effective to
ensure  that  material  information  relating to it would be made known to it by
others  within  the Company, particularly during the period in which this annual
report  on  Form  10-KSB  was  being  prepared.

(b)     Changes  in  Internal  Controls.
        --------------------------------

There  were  not  significant  changes  in the Company's internal controls or in
other  factors that could significantly affect the Company's disclosure controls
and  procedures  subsequent  to  the  Evaluation  Date,  nor  any  significant
deficiencies  or  material weaknesses in such disclosure controls and procedures
requiring  corrective  actions.


                                    PART III


    ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS;
               COMPLIANCE WITH SECTION 16 (A) OF THE EXCHANGE ACT


(a)     Directors  and  executive  officers

The  following  table  sets  forth  as  of November 30, 2003, the name, age, and
position  of  each executive officer and director and the term of office of each
director  of  the  Company.
<TABLE>
<CAPTION>




                                                                   Term as
                                                                   Director
     Name                      Age         Position Held            Since
---------------               ----         -------------          ---------
<S>                                <C>       <C>                     <C>
  James Bruce . . . . .        75      President and Director        1998

  Raymond Contoli . . .        65      Secretary Treasurer and       1998
                                            Director
  Edward Skoda. . . . . . . .  55      Director                      1998
</TABLE>




Each  director  of  the  Company  serves  for  a  term of one year and until his
successor  is  elected  at  the  Company's  annual  shareholders' meeting and is
qualified,  subject  to  removal  by  the Company's shareholders.   Each officer
serves,  at  the  pleasure of the board of directors, for a term of one year and
until  his  successor  is  elected at the annual general meeting of the board of
directors  and  is  qualified.

Set  forth  below  is  certain  biographical  information  regarding each of the
Company's  executive  officers  and  directors.

JAMES  BRUCE  has  been  the  President  and a Director of the Company since its
inception.  Mr.  Bruce received a degree from the University of British Columbia
in  Agriculture in 1950.  After graduation he became Vice President of Sales and
General  Manager  for  Imperial  School  Furniture  where he worked for 14 years
before  becoming  Vice  President  of Sales for Co-ordinated Business Interiors.
Subsequent  to  his  departure  from Co-ordinated Business Interiors he became a
registered  broker  for  Hemsworth  Turton  where  his  responsibilities were to
promote  equity  funding  for  public  and private companies.  In 1969 he became
President of White Water International and Inter-American Nickel Corp. which was
in  the process of developing a water purification system.  In 1972, he accepted
the  position  of  Senior  Account  Manager  for  Finning  Tractor  (Caterpillar


                                      -17-
<PAGE>



Distributor)  where  he was employed until 1981.  Since that time, Mr. Bruce has
been  President  and  Chief  Executive  Officer  for  Environmental Systems Inc.
(formerly New Generation Power Corp.), a public company currently not trading on
any  exchange.

RAYMOND  CONTOLI  has been the Secretary Treasurer and a Director of the Company
since  its  inception.  Upon graduation from high school Mr. Contoli worked with
his  father  in  the  family  jewelry  business  until the untimely death of his
father.  After  managing  the  business for a number of years, Mr. Contoli's son
has  entered  into  partnership  with  him.  Mr.  Contoli has acquired shares of
various  public  companies over the years but has not been a director or officer
of  a  public  company  until  serving  on  the  Board  of  the  Company.

EDWARD  SKODA has been a Director of the Company since its inception.  Mr. Skoda
has  served  in  various  capacities in the mining industry over the last twenty
five  years  including  being  a  project coordinator, civil inspector of mines,
shift  boss  and  mine  superintendent.  Mr.  Skoda  has  been  educated  at the
Haileybury  School  of  Mines  and  later  at  the  British  Columbia  School of
Technology  where  he  obtained a diploma in Business Management.  Mr. Skoda has
worked  for  his  personal  company,  Mine Select Inc., for the past five years.
Mine  Select  Inc. undertakes consulting services for various private and public
companies;  namely  White Hawk Resources Inc. (a Vancouver Stock Exchange listed
company),  Monitor  Gold  International  Inc.  (a  private company) and Zeo-Tech
Enviro Corp. (a company listed on the TSX-V Exchange in Toronto, Canada in which
Mr.  Skoda  is  a director).  In addition, he is a Director of Clearview Mineral
Resources Corp, another company listed on the TSX-V Exchange.  He holds licenses
for  blasting,  first aid and being a volunteer fireman.  Mr. Skoda was employed
by  various  mining  companies  over  the  years in such countries as Australia,
Ireland,  New  Zealand  and  the  United  States.

(b)     Significant  employees

The  Company does not have any significant employees other than Edward Skoda who
has  been  the  only  director  to  work  on the Golden claim since its original
purchase.   The  Company  does  not  expect  to  be  hiring any employees in the
foreseeable  future.   During  the  exploration  program on the Golden claim the
Company  will  hire  consultants  or  workers for only the period covered by the
exploration  program.   The  Company  does  not  wish to retain employees during
periods  when  no  exploration  can  be  undertaken  on  the  Golden  claim.

(c)     Family  relationships

There are no family relationships among directors, executive officers or persons
nominated  or  chosen  by the Company to become directors or executive officers.

(d)     Involvement  in  certain  legal  proceedings

To the knowledge of management, during the past five years, no present or former
director,  executive  officer  or  person  nominated  to become a director or an
executive  officer  of  the  Company:

(1)  filed a petition under the federal bankruptcy laws or any state insolvency
     law, nor had a receiver, fiscal agent or similar officer appointed by
     the court for the business or property of such person, or any partnership
     in which he was a general partner at or within two years before the time of
     such filings;

(2)  was  convicted  in  a  criminal proceeding or named subject of a pending
     criminal  proceeding  (excluding  traffic  violations and other minor
     offenses);


                                      -18-
<PAGE>



(3)  was  the  subject  of  any  order,  judgment or decree, not subsequently
     reversed, suspended or vacated, of any court of competent jurisdiction,
     permanently or temporarily enjoining him from or otherwise  limiting, the
     following  activities:

    (i)  acting  as  a futures commission merchant, introducing broker,
         commodity trading  advisor,  commodity  pool  operator, floor broker,
         leverage transaction merchant,  associated  person  of  any  of  the
         foregoing, or as an investment advisor, underwriter, broker or dealer
         in securities, or as an affiliate person, director or employee of any
         investment company, or engaging in or continuing any conduct or
         practice in connection  with  such  activity;

   (ii)  engaging  in  any  type  of  business  practice;  or

  (iii)  engaging  in any activities in connection with the purchase or sale of
         any  security  or  commodity  or  in connection with any violation of
         federal or state  securities  laws  or  federal  commodities  laws;

(4)  was  the  subject  of  any  order, judgment, or decree, not subsequently
     reversed,  suspended,  or  vacated,  of  any federal or state authority
     barring, suspending  or otherwise limiting for more than 60 days the right
     of such person to engage in any activity described above under this Item,
     or to be associated with  persons  engaged  in  any  such  activities;

(5)  was  found  by a court of competent jurisdiction in a civil action or by
     the Securities and Exchange Commission to have violated any federal or
     state securities law, and the judgment in such civil action or finding by
     the Securities  and  Exchange  Commission  has  not  been  subsequently
     reversed, suspended,  or  vacated.

(6)  was  found  by a court of competent jurisdiction in a civil action or by
     the Commodity Futures Trading Commission to have violated any federal
     commodities law, and the judgment in such civil action or finding by the
     Commodity Futures Trading Commission has not been subsequently reversed,
     suspended  or  vacated.

(e)     Audit  committee  financial  expert

     The  Company  does  not have an audit committee financial expert serving on
its  audit committee.   The Board of Directors is seeking an individual to serve
on  its audit committee as a financial expert but has not yet identified such an
individual.  Such a financial expert will have to have the following attributes:

(i)   an  understanding  of  generally  accepted  accounting  principles  and
      financial  statements;

(ii)  the  ability  to  assess  the general application of such principles in
      connection with the accounting for estimates, accruals  and  reserves;

(iii) experience  preparing,  auditing,  analyzing  or  evaluating financial
      statements  that  present a breadth and level of complexity of accounting
      issues that are generally comparable to the breadth and complexity of
      issues that can reasonably be expected to be raised by the Company's
      financial statements, or experience actively supervising one or more
      persons engaged in such activities;

(iv)  an understanding of internal controls and procedures for financial
      reporting;  and


                                      -19-
<PAGE>



(v)   an  understanding  of  audit  committee  functions.

            SECTION 16 (A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     The  Company  knows  of no director, officer, beneficial owner of more than
ten percent of any class of equity securities of the Company registered pursuant
to  Section  12 ("Reporting Person") that failed to file any reports required to
be furnished pursuant to Section 16(a).  The current directors and officers have
not  filed a Form 5 during the current year.  No Form 4 was required to be filed
since  none  of the directors and officers had any transactions in the shares of
the  Company  since  the  last  fiscal  year.

     The  following  table  sets  forth  as  at  November 30, 2003, the name and
position  of  each  Reporting  Person  that failed to file on a timely basis any
reports  required pursuant to Section 16 (a) during the most recent fiscal year.

<TABLE>
<CAPTION>




Name                             Position                     Report Filed
----------------         ----------------------             ----------------
<S>                        <C>                     <C>
James Bruce . . . ..  President and Director       Form 3 - November 4, 2002

Raymond Contoli . . . Secretary Treasurer and
                 . .  Director                     Form 3 - November 5, 2002

Edward Skoda. . . .   Director                     Form 3 - November 4, 2002
</TABLE>





Change  of  Directors  and  Officers

     On  December  22, 2003, the present directors resigned and were replaced by
Messrs.  Rene  Bernard,  Lucien  R. Paquette and Kirk R. Reed.   Mr. Bernard was
appointed  President  and Chief Executive Officer and Mr. Paquette was appointed
Chief  Financial  Officer,  Chief  Accounting  Officer  and Secretary Treasurer.



                        ITEM 10.  EXECUTIVE COMPENSATION


CASH  COMPENSATION

     The  only  compensation  paid to any director and officer during the fiscal
year  ended November 30, 2003 was to Edward Skoda for performing assessment work
on  the  Golden  claim.   The amount paid him, excluding room, board and travel,
was  $800.  The  rates charged by Edward Skoda are similar to rates, which would
be  charged  by  an independent third party performing the same services for the
Company.

     The  following table sets forth compensation paid or accrued by the Company
for  the  last  three  years  ended  November  30,  2003:


                                      -20-
<PAGE>



                SUMMARY COMPENSATION TABLE (2001, 2002 AND 2003)

                                          Long  Term  Compensation  (US Dollars)
                                          --------------------------------------
Annual  Compensation                      Awards                     Payouts
--------------------                      ------                     -------
<TABLE>
<CAPTION>




(a)                                   (b)          (c)         (e)        (f)       (g)     (h)       (i)
<S>                                <C>      <C>          <C>         <C>       <C>       <C>   <C>
                                                              Other    Restricted  Options         All other
                                                              Annual     Stock        /     LTIP      compen-
                                                               Comp.    awards       SAR   payouts    sation
Name and  Principal position. . .     Year        Salary        ($)       ($)        (#)     ($)        ($)
-----------------------------       -------      --------     ------    --------  --------  ----      -------

James Bruce . . . . . . . . . . .     2001          -0-         -0-       -0-        -0-     -0-        -0-
President, and. . . . . . . . . .     2002          -0-         -0-       -0-        -0-     -0-        -0-
Director. . . . . . . . . . . . .     2003          -0-         -0-       -0-        -0-     -0-        -0-

                                      2001          -0-         -0-       -0-        -0-     -0-        -0-
Raymond Contoli . . . . . . . . .     2002          -0-         -0-       -0-        -0-     -0-        -0-
Secretary Treasurer and Director.     2003          -0-         -0-       -0-        -0-     -0-        -0-

                                      2001        1,000         -0-       -0-        -0-     -0-        -0-
Edward Skoda. . . . . . . . . . .     2002        1,000         -0-       -0-        -0-     -0-        -0-
Director. . . . . . . . . . . . .     2003          800         -0-       -0-        -0-     -0-        -0-
</TABLE>




BONUSES  AND  DEFERRED  COMPENSATION

     The  Company  has not granted any bonus or any deferred compensation nor is
there  any  standard  or  other  arrangements  to  compensate  the directors and
executive  officers  for  any  services  they  might  provide.

PENSION  TABLE

     The  Company  does  not  have a pension plan for its executive officers and
directors.

OTHER  COMPENSATION

     There  exists  no other form of compensation to its executive directors and
officers.

TERMINATION  OF  EMPLOYMENT

     There  are  no compensatory plans or arrangements, including payments to be
received  from  the  Company,  with  respect  to  any  person  named  in  Cash
Consideration  set  out  above  which would in any way result in payments to any
such person because of his resignation, retirement, or other termination of such
person's  employment  with  the  Company  or  its subsidiaries, or any change in
control of the Company, or a change in the person's responsibilities following a
change  in  control  of  the  Company.


                                      -21-
<PAGE>




    ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
                           RELATED STOCKHOLDER MATTERS


(a)     Market  information

     There  are  no  market  or  markets  in which the Company's common stock is
either quoted or traded.   There are no outstanding stock options or warrants to
purchase,  or  securities  convertible  into  common  shares  of  the  Company.

     The  number  of shares subject to Rule 144 are 5,000,000 common shares; all
held  by  the  directors  and  executive  officers  of  the  Company.

     There  are  no  shares being publicly offered by the Company pursuant to an
employee  benefit  plan  or  dividend  reinvestment  plan.

     Since inception, no cash or stock dividends have been declared by the Board
of  Directors.

     The  following  table  sets  forth  as  at  November 30, 2003, the name and
address and the number of shares of the Company's common stock, with a par value
of  $0.001  per share, held of record or beneficially by each person who held of
record,  or  was  known  by the Company to own beneficially, more than 5% of the
issued  and  outstanding  shares of the Company's common stock, and the name and
shareholdings  of  each  director  and of all officers and directors as a group.

<TABLE>
<CAPTION>




Name and Address                                Amount
 of Beneficial                Nature of      of Beneficial        Percent
    Owner                    Ownership(1)     Ownership (2)      of Class
------------------           ------------    --------------      ---------
<S>                                 <C>           <C>             <C>
JAMES BRUCE
114-2274 Folkestone Way
West Vancouver, B.C.
Canada, V5A 2W1 . .  . . . .  Direct            2,500,000          22.64%

RAYMOND CONTOLI
5887 Whitcomb Place
Tsawwasson, B. C. .
Canada, V4L 1E2 . .  . . . .  Direct            1,500,000          13.59%

EDWARD SKODA
APDO Postal 376
Chapala, Jalisco
Mexico, CP 45900. . . . . .   Direct            1,000,000           9.06%

All Officers and Directors
as a Group ( 3 persons ). .   Direct            5,000,000          45.29%
</TABLE>




(1)     All shares owned directly are owned beneficially and of record, and such
        shareholder  has sole voting, investment and dispositive power, unless
        otherwise noted.

(2)     These  shares  are  restricted since they were issued in compliance with
        the  exemption from registration provided by Section 4 (2) of
        the Securities Act of 1933, as amended.  After this stock has been held
        for one year, the holders could sell one percent of the outstanding


                                      -22-
<PAGE>



        stock every three months.  Therefore, the stock cannot be sold except
        in compliance with the provisions of Rule 144. All of the above noted
        stock  has  transfer  instructions  stamped  on each certificate.   None
        of the directors have applied for the release of any of the shares under
        Rule  144.

     Of  the  number  of  shares  shown in column 3 above, the listed beneficial
owners  do no have the right to acquire within sixty days any options, warrants,
rights,  conversion  privilege  or  similar  obligations.

     In  this section, the term "beneficial owner" of the above noted securities
means:

(a)     any  person  who,  indirectly  or  directly,  through  any  contract,
        arrangement, understanding, relationship or otherwise has  or  shares:

       (1) voting power, which includes the power to vote, or to direct the
           voting of, such securities; or

       (2) investment power, which includes the power to dispose, or to direct
           the disposition  of,  such  security.

(b)     any  person  who, directly or indirectly creates or uses a trust, proxy,
        power  of  attorney,  pooling  arrangement or any other contract,
        arrangement or device with the purpose or effect of divesting such
        person or beneficial ownership  of a security or preventing the vesting
        of such beneficial ownership.



            ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


Transactions  with  Management  and  Others

     Except  as  indicated below, there were no material transactions, or series
of  similar  transactions, since inception of the Company and during its current
fiscal  period,  or  any  currently  proposed transactions, or series of similar
transactions,  to which the Company was or is to be a party, in which the amount
involved exceeds $60,000, and in which any director or executive officer, or any
security  holder  who  is  known by the Company to own of record or beneficially
more  than  5%  of any class of the Company's common stock, or any member of the
immediate  family  of  any  of  the  foregoing  persons,  has  an  interest.

Indebtedness  of  Management

     There  were  no  material  transactions, or series of similar transactions,
since the beginning of the Company's last fiscal year, or any currently proposed
transactions,  or series of similar transactions, to which the Company was or is
to  be  a  part,  in which the amount involved exceeded $60,000 and in which any
director  or  executive  officer,  or  any  security  holder who is known to the
Company  to  own  of record or beneficially more than 5% of the common shares of
the Company's capital stock, or any member of the immediate family of any of the
foregoing  persons,  has  an  interest.

Transactions  with  Promoters

     The  Company  does  not  have  promoters  and  has no transactions with any
promoters.


                                      -23-
<PAGE>



Underwriting  discounts  and  commissions

     The  Company  has  not given any discounts or commission to the sale of its
securities  since inception.   The Company does not have a principle underwriter
for  the  sale  of its common stock since in the past the executive officers and
directors  only  offered  shares  to  their  relatives,  friends  and  business
associates.

Purchase  or  sales  of  assets

     There have been no transactions involving the purchase or sale of assets by
or to the Company other than in the ordinary course of business since inception.


                                      -24-
<PAGE>





                    ITEM 13. EXHIBITS AND REPORTS OF FORM 8-K



<TABLE>
<CAPTION>




(a)  (1)   FINANCIAL STATEMENTS
<S>                                                                                      <C>
The following financial statements are included in this report:

Title of Document .  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  Page
-----------------                                                                       ----

Report of Sellers and Andersen. LLC, Certified Public Accountants .  . . . . . . . . .    28

Balance Sheet as at November 30, 2003 . . . . . . . . . . . . . . .  . . . . . . . . .    29

Statement of Operations for the Years Ended November 30, 2003 and 2002
and the Period December 2, 1998 (Date of Inception) to November 30, 2003                  30

Statement of Changes in Stockholders' Equity for the Period December 2,
1998 (Date of Inception) to November 30, 2003  . . . . . . . . . . . . . . . . . . . .    31

Statement of Cash Flows for the Years Ended November 30, 2003 and 2002
and the Period December 2, 1998 (Date of Inception) to November 30, 2003                  32

Notes to the Financial Statements . . . . . . .. . . . . . . . . . . . . . . . . . . .    33

Exhibits, Reports on Form 8-K and Section 14 of The Securities Act of 1934,
as amended, included herein by reference:

Certificate of Incorporation (incorporated by reference from the Company's
Registration Statement on Form 10-SB12G filed on April 2

Articles of Incorporation (incorporated by reference from the Company's
Registration Statement on Form 10-SB12G filed on April 2, 1

By laws (incorporated by reference from the Company's Registration Statement
on Form 10-SB12G filed on April 2, 1999)
</TABLE>





                ITEM 14.   PRINCIPAL ACCOUNTANT FEES AND SERVICES

(1)     Audit  Fees

     The  aggregate  fees  billed  for  each  of the last two fiscal years ended
November  30,  2003  and  2002 for professional services rendered by Sellers and
Andersen,  L.L.C. for the audit of the Company's annual financial statements and
review  of financial statements included in the Company's Forms 10-KSB and Forms
10-QSB  was  $7,200  which represents services that are normally provided by the
Company's  auditors  in  connection  with  statutory  and  regulatory filings or
engagements  for  those  fiscal  years.


                                      -25-
<PAGE>



(2)     Audit-Related  Fees

     The  Company's  principal accountants examined the financial statements for
the  fiscal  years  ended  November  30,  2003  and 2002 and rendered an opinion
thereon.   In addition, the principal accountants reviewed the interim financial
statements  on  Form  10-QSB prior to their being submitted on Edgar to the SEC.

(3)     Tax  Fees

     The  Company's  principal  accountants prepared the annual income tax forms
for  submission  to Internal Revenue.   The charge for this service was included
in  the audit fees.  No additional charges were incurred.  The amount so charged
was  $200.

(4)     All  Other  Fees

        The Company incurred no other fees from its principal accountants.

(5)     Audit  Committee's  Pre-approval  Policy

        Members of the audit committee are fully aware that the principal
accountant charges $2,100 for examination of the year-end financial statements
and $500 for the review of the interim financial statements on Form 10-QSB.

(6)     Work  performed  other  than  by  the  principal accountant's full-time,
permanent  employees

     The  Company  uses  the  services  of  an accountant to prepare the working
papers  for  submission  to the principal accountant for review and examination.
It  is  estimated  that on the average the preparation of the year end financial
statements  included in the Form 10-KSB takes approximately 30 hours whereas the
hours  spent  on  the preparation of the interim financial statement included in
the  various  Forms  10-QSB  is  approximately  12  hours.


                                      -26-
<PAGE>




                                   SIGNATURES


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


                                         THE  BRALORNE  MINING  COMPANY
                                                   (Registrant)


                                           By:/s/  "Rene  Bernard"
                                           -----------------------
                                                    Rene Bernard
                                            Chief Executive Officer,
                                             President and Director

                                           Date:

In  accordance  with  the  Exchange  Act,  this  report  has  been signed by the
following  persons  on behalf of the registrant and in the capacities and on the
dates  indicated:


                                           By:/s/ "Rene Bernard"
                                           ---------------------
                                                   Rene  Bernard
                                           Chief  Executive  Officer
                                           President  and  Director

   Date: January 12, 2004

                                           By: /s/ "Lucien R. Paquette"
                                         -------------------------------
                                               Lucien R. Paquette
                                           Chief Accounting Officer,
                                           Chief Financial Officer
                                         Secretary Treasurer and Director

   Date: January 12, 2004


                                      -27-
<PAGE>




SELLERS AND ANDERSEN,L.L.C.                       941 East 3300 South, Suite 220
Certified Public Accountants and Business
Consultants Board                                 Salt Lake  City,  Utah,  84106
Member SEC Practice Section of the AICPA                  Telephone 801-486-0096
                                                               Fax  801-486-0098

Board  of  Directors
The  Bralorne  Mining  Company
Vancouver,  B.  C.  Canada

               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

We have audited the accompanying balance sheet of The Bralorne Mining Company (a
pre- exploration  stage  company)  at  November  30, 2003, and the statements of
operations, stockholders' deficiency, and cash flows for the years ended
November 30, 2003 and 2002 and the period from December 2, 1998 (date of
inception) to November 30, 2003.  These financial statements are the
responsibility of the Company's management.  Our responsibility is to express
an opinion on these financial  statements  based  on  our  audits.

We conducted our audits in accordance with auditing standards generally accepted
in  the  United  States  of  America.  Those  standards require that we plan and
perform  the  audit  to  obtain reasonable assurance about whether the financial
statements  are free of material misstatement. An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management  as  well as evaluating the overall
financial statement sheet presentation.  We  believe  that our audits provide a
reasonable basis for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material respects, the financial position of The Bralorne Mining Company at
November 30, 2003, and the statements of operations, stockholders' equity and
cash flows for the years ended November 30, 2003 and 2002 and the period from
December 2, 1998 (date of inception) to November 30, 2003, in conformity with
accounting principles generally accepted in the United States  of  America.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will continue as a going concern. The Company will need additional
Working capital for its planned activities and to service its debt, which raises
substantial doubt about its ability to continue as a going concern. Management's
plans in regard to these matters are described in the notes to the financial
statements. These financial statements do not include any adjustments that might
result from the outcome of this uncertainty.


Salt  Lake  City,  Utah                         /s/  "Sellers and  Andersen LLC"
January 10, 2004



                                      -28-
<PAGE>



                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                                  BALANCE SHEET
                                NOVEMBER 30, 2003


<TABLE>
<CAPTION>
ASSETS
<S>                                                   <C>
CURRENT ASSETS

    Cash                                              $            -
                                                            --------

        Total Current Assets                          $            -
                                                            ========

LIABILITIES AND STOCKHOLDERS' EQUITY (deficiency)
CURRENT LIABILITIES

     Accounts payable - related party. . . . . . . .  $      13,305
     Accounts payable. . . . . . . . . . . . . . . .         26,017
                                                            --------

           Total Current Liabilities . . . . . . . .         39,322
                                                            --------

STOCKHOLDERS' DEFICIENCY

Common stock

     200,000,000 shares authorized, at $0.001 par
     value; 11,040,050 shares issued and outstanding         11,040

Capital in excess of par value . . . . . . . . . . .         39,972

Deficit accumulated during the pre-exploration stage        (90,334)
                                                           ---------

Total Stockholders' Deficiency . . . . . . . . . . .        (39,322)
                                                           ---------

                                                      $           -
                                                           =========

</TABLE>







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


                                      -29-
<PAGE>





                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
             FOR THE YEARS ENDED NOVEMBER 30, 2003 AND 2002 AND THE
        PERIOD DECEMBER 2, 1998 (DATE OF INCEPTION) TO NOVEMBER 30, 2003



<TABLE>
<CAPTION>




                               Nov 30,        Nov 30          Dec 2, 1998 to
                                2003          2002             NOV 30, 2003
                             ---------      ---------         --------------
<S>                         <C>           <C>                             <C>
REVENUES . . . . . . . . . $       -       $       -             $      -

EXPENSES . . . . .. . .       23,664          22,624               90,334
                            --------         -------             ---------

NET LOSS . . . . . . . ..  $ (23,664)      $ (22,624)            $(90,334)
                             ========       =========            =========



NET LOSS PER COMMON SHARE

     Basic and diluted.  .  $       -       $       -
                             ========       =========


AVERAGE OUTSTANDING SHARES

     Basic . . . . . . . . 11,040,050       11,040,050
                           ==========       ==========
</TABLE>







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


                                      -30-
<PAGE>




                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (deficiency)
               FOR THE PERIOD DECEMBER 2, 1998 (DATE OF INCEPTION)
                               TO NOVEMBER 30, 2003


<TABLE>
<CAPTION>




                                                                      Capital in
                                                 Common   Stock        Excess of     Accumulated
                                                 Shares      Amount    Par Value       Deficit
                                               -----------  ---------  ----------  ----------------
<S>                                            <C>          <C>        <C>         <C>
BALANCE DECEMBER 2, 1998 (date of inception).           -   $       -  $        -     $          -

Issuance of common shares for cash at
    $0.001 - January 15, 1999 . . . . . . . .   5,000,000       5,000           -                -

Issuance of common shares for cash at
    $0.002 - January 26, 1999 . . . . . . . .   6,000,000       6,000       6,000                -

Issuance of common shares for cash at
    $0.25 - February 5, 1999. . . . . . . . .      40,050          40       9,972                -

Net operating loss for the period
    December 2, 1998 to November 30, 1999 . .           -           -           -          (27,887)

Net operating loss for the year ended
     November 30, 2000. . . . . . . . . . . .           -           -           -           (7,771)

Net operating loss for the year ended
     November 30, 2001. . . . . . . . . . . .           -           -           -           (8,388)

Contributions to capital by related parties
    expenses - 2001 - 2003. . . . . . . . . .           -           -      12,000                -

Net operating loss for the year ended
     November 30, 2002. . . . . . . . . . . .           -           -           -          (22,624)
                                               ----------      ------      ------           -------
Balance, November 30, 2002                     11,040,050      11,040      27,972          (66,670)

Contributions to capital - expenses . . . . .           -           -      12,000                -

Net operating loss for the year ended
     November 30, 2003. . . . . . . . . . . .           -           -           -          (23,664)
                                               -----------  ---------    --------      ------------

BALANCE, NOVEMBER 30, 2003. . . . . . . . . .  11,040,050   $  11,040  $   39,972     $    (90,334)
                                               ==========     =======     =======       ===========
</TABLE>






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


                                      -31-
<PAGE>




                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS
             FOR THE YEARS ENDED NOVEMBER 30, 2003 AND 2002 AND THE
      PERIOD FROM DECEMBER 2, 1998 (DATE OF INCEPTION) TO NOVEMBER 30, 2003



<TABLE>
<CAPTION>




                                                 Nov 30,         Nov 30,       Dec 2, 1998 to
                                                  2003            2002          Nov 30, 2003
                                                --------       ---------       ---------------
<S>                                           <C>            <C>              <C>
CASH FLOWS FROM
     OPERATING ACTIVITIES:

Net loss . . . . . . . . . . . . . . . . . .  $    (23,664)   $    (22,624)     $     (90,334)

Adjustments to reconcile net loss to net
    cash provided by operating activities:

Change in accounts payable                          11,664           10,269            39,322
Contributions to capital - expenses. . . . .        12,000           12,000            24,000
                                                  --------         --------           --------

     Net Cash Used in Operations . . . . . .             -             (355)          (27,012)
                                                  ---------        ---------          --------

CASH FLOWS FROM INVESTING
     ACTIVITIES:
                                                         -                -                 -
                                                  ---------        ---------          --------

CASH FLOWS FROM FINANCING
     ACTIVITIES:

Proceeds from issuance of common stock . . .             -                -            27,012
                                                  ---------        ---------         ---------

     Net decrease in cash. . . . . . . . . .             -             (355)                -

Cash at Beginning of Year. . . . . . . . . .             -              355                 -
                                                  ---------        ---------         ---------

Cash at End of Year. . . . . . . . . . . . .  $          -   $            -      $          -
                                                  =========        =========        ==========
</TABLE>







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


                                      -32-
<PAGE>




                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                               NOVEMBER 30, 2003

1.   ORGANIZATION

The  Company  was incorporated under the laws of the State of Nevada on December
2,  1998 with authorized common stock of 200,000,000 shares at $0.001 par value.

The  Company  was  organized  for the purpose of acquiring and exploring mineral
properties.   At  the  balance  sheet  date  a  mineral  property  with  unknown
reserves, had been acquired.  The Company has not established the existence of a
commercially  minable  ore deposit and has not reached the development stage and
is  considered  to  be  in  the  pre-exploration  stage.

The  Company  has  completed  three  Regulation D offerings of 11,040,050 common
shares  for  $27,012.

2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Accounting  Methods
-------------------

The  Company  recognizes  income  and  expenses  based  on the accrual method of
accounting.

Dividend  Policy
----------------

The  Company  has  not  yet  adopted  a  policy  regarding payment of dividends.

Income  Taxes
-------------
The  Company utilizes the liability method of accounting for income taxes. Under
the  liability  method, deferred tax assets and liabilities are determined based
on  the  differences between financial reporting and the tax bases of the assets
and  liabilities and are measured using the enacted tax rates and laws that will
be in effect, when the differences are expected to reverse. An allowance against
deferred  taxes is recorded, when it is more likely than not, that such benefits
will  be  realized.

On  November  30,  2003,  the  Company had a net operating loss carry forward of
$90,334.  The  income  tax  benefit of approximately $27,000 from the loss carry
forward  has  been  fully  offset  by a valuation reserve because the use of the
future  tax  benefit is undeterminable, since the Company has no operations. The
loss  carry  forward  will  expire  in  2024.

Revenue Recognition
-------------------

Revenue  will  be  recognized  on  the  sale  and  delivery  of a product or the
completion  of  a  service  provided.

Advertising and Market Development
----------------------------------

The Company will expense advertising and market development costs incurred.




                                      -33-
<PAGE>



                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  -  CONTINUED

Basic  and  Diluted  Net  Income  (Loss)  Per  Share
----------------------------------------------------

Basic  net  income  (loss)  per share amounts are computed based on the weighted
average  number  of  shares  actually outstanding. Diluted net income (loss) per
share  amounts  are  computed using the weighted average number of common shares
and common equivalent shares outstanding as if the shares had been issued on the
exercise of any common share rights unless the exercise becomes antidilutive and
then  only  the  basic  per  share  amounts  are  shown  in  the  report.

Financial Instruments
---------------------

The  carrying  amounts of financial instruments, including accounts payable, are
considered  by  management  to  be  their  estimated  fair  values.

Financial  and  Concentrations  Risk
------------------------------------

The  Company  does  not have any concentration or related financial credit risk.

Unproven  Mineral  Claim  Costs
-------------------------------

Costs of  acquisition,  exploration, carrying, and retaining unproven properties
are  expensed  as  incurred.

Environmental  Requirements
---------------------------

At  the  report  date  environmental  requirements related to the mineral claims
acquired  are  unknown  and  therefore  an estimate of any future cost cannot be
made.

Estimates  and  Assumptions
---------------------------

Management  uses  estimates and assumptions in preparing financial statements in
accordance  with  generally  accepted accounting principles. Those estimates and
assumptions  affect  the  reported  amounts  of  the assets and liabilities, the
disclosure  of  contingent assets and liabilities, and the reported revenues and
expenses.  Actual  results  could  vary  from the estimates that were assumed in
preparing  these  financial  statements.



                                      -34-
<PAGE>




                           THE BRALORNE MINING COMPANY
                         (PRE-EXPLORATION STAGE COMPANY)
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  -  CONTINUED

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

The  Company  does  not  expect  that  the  adoption  of other recent accounting
pronouncements  will  have  a  material  impact  on  its  financial  statements.


3.  PURCHASE OF A MINERAL CLAIM

During  February,  1999  the  Company acquired a mineral claim, for $1.00 from a
related party, known as "Golden" consisting of one 18 unit metric claim situated
within the Bridge River gold camp near the town of Gold Bridge, British Columbia
and has an expiration date of March 17, 2004.  The claim may be extended for one
year  by  the  payment  of  $1,380.

During  the  early  part  of  March  2003,  the Company undertook an exploration
program  on the Golden claim where it applied the money spent to 9 out of the 18
mineral  claims  it  previously  held.  The 9 claims which had no funds spent on
them  lapsed  on  March  18, 2003 with the Company having no further interest in
them.   The  remaining  9  mineral  claims  are in good standing until March 17,
2004.

The  Company  has  not  established  the existence of a commercially minable ore
deposit  and  therefore  all  expenses for acquisition and exploration have been
expensed.

4.   SIGNIFICANT  TRANSACTIONS  WITH  RELATED  PARTIES

Officers-  directors  and  their  controlled  entities  have acquired 45% of the
outstanding  common  stock  and made no interest, demand loans to the Company of
$13,305, AND HAVE MADE CONTRIBUTIONS TO CAPITAL OF $12,000 BY PAYMENT OF Company
expenses.

5.   GOING  CONCERN

The  Company  intends to seek business opportunities that will provide a profit,
however,  the  Company  does  not  have  the  working  capital  necessary  to be
successful  in  this  effort  and  to service its debt, which raises substantial
doubt  about  its  ability  to  continue  as  a  going  concern.

Continuation  of  the  Company  as  a  going concern is dependent upon obtaining
additional  working  capital  and  the management of the Company has developed a
strategy,  which  it  believes will accomplish this objective through short term
related  party  loans,  and  equity  funding,  which  will enable the Company to
operate  for  the  coming  year.



                                      -35-
<PAGE>