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

                                   FORM 10-K

Annual Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934

                   For the fiscal year ended April 30, 2002

                         Commission file Number 0-9558

                         INTERMOUNTAIN RESOURCES, INC.
            (Exact name of registrant as specified in its charter)

           NEVADA                                  84-0817164
(State or other jurisdiction of                (I.R.S.Employer
incorporation or organization)                Identification No.)

                           P. O. Box 51600
                        Sparks, Nevada 89435
              (Address of principal executive offices)

Registrant's telephone number, including area code (775) 359-2884

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

                                None

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

                     Common Stock, $.01 Par Value
                           (Title of Class)

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

                                 Yes  X          No_____

The market value of the 7,859,000 common shares held by
nonaffiliates was not determinable as of May 31, 2002, because
there were no bid or asked prices available.

At May 31, 2002, there were 13,700,000 common shares (the
Registrant's only class of voting stock) outstanding.

Documents incorporated by reference:  None
There are no exhibits filed herewith.
<PAGE>
                                         Part I
                                         ------
Item 1.  Business.

       General
       -------
       Intermountain Resources, Inc. (the "Company"), was organized
under Nevada law on May 12, 1980, for the primary purpose of
acquiring, developing, and if economically warranted achieving
production of precious minerals, primarily silver and gold.  As
of this date the Company has no quantifiable ore reserves.
Because of a lack of working capital (see Items 7 and 8 herein)
and because of the capital intensive nature of mining, the
Company must attract funds for exploration, testing and
development (if warranted) of its property interests via leases
to third parties of the Company's prospects, operating agreements
or the formation of joint ventures with others who agree to
provide the funds required in order to earn an interest in a
particular property or prospect.

       The Company's operations have been oriented toward the
acquisition of possessory, leasehold, or fee simple interests in
nonproducing mineral prospects.  In light of the Company's
limited financial resources, there are no present plans to
acquire interests in additional nonproducing mineral properties.  A
Board of Directors meeting was held May 1, 2002, to consider the
future of the Company.  A consensus was reached that the Company
should seek some individual or group who would be interested in
taking control of the Company and recapitalizing it.

       Recent Activities
       -----------------
       During the years from 1982 to 1988, the Company conducted a
grass roots reconnaissance exploration program in portions of the
Western United States.  This program identified several precious
metals prospects which were acquired (see Item 2).  Since 1988
the Company's limited resources have precluded significant new
exploration and activities have been limited to the maintenance
and leasing of existing prospects.  Significant amounts of
exploratory work and capital would be required with respect to
existing prospects before a decision to conduct mining operations
could be made.

       The Company attempts to lease its exploration prospects to
large companies actively engaged in exploration for, development
and production of precious metals.  The Company's leases
generally provide for an initial cash payment to the Company with
additional amounts due periodically if the lessee desires to
maintain the lease prior to the commencement of production.  In
the event production is commenced, the Company would be entitled
to production royalties of varying percentages of the "net
smelter returns" as defined by the particular lease.  The leases
are typically subject to cancellation by the lessee upon thirty
days' notice.  It has been the Company's experience that a lessee
usually cancels its lease shortly after completion of any
contracted work commitment.

       On June 13, 2000, the Company sold its patented mining claims
located in the Aurora Mining District, Mineral County, NV for $80,000.

       Other Matters
       -------------
       The Company anticipates that future revenues, if any, would
be derived from rent or advance minimum royalty payments or
production royalty payments earned as a result of leasing its
mineral prospects to other entities.  Various recent proposals
for a Federal royalty on mineral production could result in
diminution or elimination of production royalty payments which
might otherwise be attainable by the Company.

       The existence of precious metals in commercial quantities is
integral to the realization of value from the Company's
properties.  See Management's Discussion and Analysis of
Financial Condition and Results of Operations in Item 7 hereof.
Hence, precious metals may be considered raw materials essential
to the Company's business.  However, the acquisition,
exploration, development, production and sale of precious metals
is subject to many factors which are outside of the Company's
control.  These factors include national and international
economic conditions, availability of milling facilities,
availability of water, the supply and price of other precious
metals and the regulation of prices, production, transportation
and marketing by federal, state, and local governmental
authorities.

       The Company has engaged in only one industry segment, the
exploration and development of mineral prospects for silver and
gold.

       The Company's business in the areas in which it holds
property is generally not seasonal in nature although operations
may be subject to periodic interruptions due to weather conditions.

       The Company is not dependent upon a single customer or a few
customers, the loss of any one or more of whom would have an
adverse effect on the Company's business.

       The exploration for, and development and production of,
precious metals is subject to intense competition.  The principal
methods of competition in the mining industry for the acquisition
of mineral leases are payment of bonus payments at the time of
acquisition of leases, payment of delay rentals and advance
royalties, use of differential royalty rates, and amounts of
annual rental payments and stipulations requiring exploration and
production commitments by the lessee.  Companies with greater
financial resources, larger existing staffs and labor forces,
greater equipment for exploration and vast experience are in a
significantly better position than the Company to compete for
mineral leases and explore and develop the leases.  There are
many of these larger companies and the Company is at a distinct
disadvantage in competing against and negotiating with such
entities.  There are also many small mining entities, who,
because of their particular area of expertise, may have an
advantage over the Company in competing for mineral leases in
certain areas in which the Company has or may have an interest.

       All operations of the Company involving the exploration for,
or the production of, any minerals are subject to existing laws
and regulations relating to exploration procedures, employee
health and safety, air quality standards, pollution of stream and
fresh water sources, odor, noise, dust and other environmental
protection controls adopted by federal, state, and local
governmental authorities as well as the rights of adjoining
property owners.  Although not deemed likely by management, the
Company may be required to prepare and present to federal, state
or local authorities data pertaining to the effect or impact of
any proposed exploration for or production of minerals upon the
environment.  Requirements imposed by such authorities may be
costly and time consuming and could delay commencement or
continuation of exploration or production operations.  Such laws
and regulations may require substantial increases in equipment
and operating costs to the Company and delays, interruptions or
termination of operations, the extent of which cannot now be
predicted.  This may have a substantial impact upon the capital
expenditures required by the Company to deal with such problems
and could substantially reduce earnings or increase losses.  To
date, however, the Company has not been required to expend
significant funds or efforts in connection with such activities.

       Practices with respect to working capital items are not
material to an understanding of the Company's business.  The
Company does, however, require working capital to maintain an
adequate inventory of suitable mineral prospects.

       The Company does not currently engage in any research and
development activities.  The Company does not own any patents,
trademarks, licenses, franchises or concessions.  Backlog is not
material to an understanding of the Company's business.  No
portion of the Company's business is subject to renegotiation of
profits or termination of contracts at the election of the
federal government.  The Company has no operations in foreign
countries and no sales or revenues derived from customers in
foreign countries.  The Company has no full time employees.

Item 2.  Properties.

       The Company's significant property interests are as set
forth below.  The properties were acquired and are held because
they are believed to be prospective for precious metals.  See
Item 7 herein for a discussion of the Company's limited working
capital which may result in the dropping of all or portions of
certain prospects.

       The Company owned twelve patented lode mining claims in the
Aurora Mining District, Mineral County, Nevada.  On June 13, 2000
these claims were sold for $80,000 cash paid at the closing.

       The Iron Point Prospect consisting of some 13 full or
fractional unpatented claims owned by the Company is located in
Humboldt County, Nevada.

       Four unpatented claims at the MD Prospect owned by the
Company are located in Esmeralda County, Nevada.

       On November 9, 1998, the Company staked eight unpatented claims
at the Elizabeth Prospect in Esmeralda County, Nevada.

       Substantial additional work on the prospects and outside
capital would be required before the Company, a lessee, or
venture partner would be in a position to proceed with a plan of
development on any of the prospects.

       Each of the prospects is burdened with overriding royalty
interests (ORRI's) granted to consulting geologists instrumental
in identifying and locating the prospects.  The ORRI's generally
provide that, in the event of commercial production from a Prospect,
the geologist would be entitled to a specified "net smelter return"
interest (generally 1%) in production from the Prospect.

Item 3.  Legal Proceedings.

       By letter dated March 10, 1994, the Forest Service notified
the Company that the Forest Service has determined a release of
hazardous substances covered under the Comprehensive
Environmental Response, Compensation, and Liability Act occurred
at Siskon Mine, located on the Klamath National Forest.  The
Company was named as a potentially responsible party along with
six other corporations or individuals.  By letter dated March 31,
1994, the Company advised the Forest Service that the Company at
one time had an option to lease the property and during the
option period performed assessment work required by the 1872
Mining Law.  However, at no time did the Company have an
ownership interest (or even an interest as lessee) in either the
Siskon Mine or the mining claims that covered the subject lands
nor had the Company ever attempted to operate the property.

       In a letter dated May 24, 1994, the Forest Service stated,
". . . we believe it is possible a court of law could find such
activities to be "operations" within the liability provisions of
CERCLA 107(a)."  That letter transmitted a series of questions
concerning the activities of the Company and other entities and
individuals with respect to the property.  The Company responded
to the questions of the Forest Service by letter dated July 7,
1994.  On November 27, 1996, the Company received a letter from
the Forest Service inviting the submission by November 29, 1996
of an offer to settle the matter.  The Company requested an
extension of time to January 15, 1997 to respond.  By letter dated
January 13, 1997, the Company denied any responsibility for the
matters described by the Forest Service, and advised them that the
Company has neither the technical expertise nor financial capability
to conduct the response actions contemplated by them.

	The Company received a letter dated July 31, 2001, from the
Forest Service which stated in part, "Based on information currently
available, the Forest Service has no plans to seek recovery of its
response costs from Intermountain Resources, Inc."

    The Company knows of no other pending legal proceedings or
governmental investigations or proceedings to which the Company
is or may be a party or of which any of its properties may be
subject.

Item 4.  Submission of Matters to a Vote of Security Holders.

       No matter was submitted during the fourth quarter of the
Company's fiscal year ended April 30, 2001 to a vote of
shareholders, through the solicitation of proxies or otherwise.
<PAGE>
                                         Part II
                                         -------
Item 5.  Market for the Registrant's Common Equity and Related
Stockholder Matters.

	There is no active market for the Company's common stock,
$.01 par value.

       The Company has not, since inception, paid dividends on its
common stock, nor does the Company contemplate paying dividends
in the foreseeable future.  The Company intends to utilize any
profits it may generate for its business operations.

       As of April 30, 2002, there were approximately 800
shareholders of record of the Company's common stock.

Item 6.  Selected Financial Data.

<TABLE>
<CAPTION>
                                      Year Ended April 30,
<S>              <C>        <C>         <C>         <C>        <C>
Operating Summary     2002        2001       2000        1999       1998
                      ----        ----       ----        ----       ----
Total income      $    299   $  82,322   $  5,049    $ 23,694   $172,154
Net earnings (loss)(31,308)     11,015    (50,498)    (35,476)    36,932
Net earnings (loss)
   per common share     --          --         --          --        --
<S>             <C>         <C>         <C>          <C>        <C>
Balance Sheet                           April 30,
Summary                2002        2001       2000        1999       1998
                       ----        ----       ----        ----       ----
Current assets   $    6,539  $   37,847  $  20,832    $ 75,123   $117,281
Current liabilities      --          --         --       3,794     10,000
Total assets          7,052      38,360     27,345      81,637    123,319
Total liabilities        --          --         --       3,794     10,000
Equity                7,052      38,360     27,345      77,843    113,319

</TABLE>

Item 7.  Management's Discussion and Analysis of Financial
Condition and Results of Operations.

       The following discussion should be read in conjunction with
the Company's financial statements contained in Item 8 of this
report.





Liquidity and Capital Resources
-------------------------------
       At April 30, 2002, the Company had working capital of
$6,500.  This is not a significant amount of money in the
mining industry.  Therefore, the Company's activities will
probably continue to be essentially limited to property
maintenance and compliance with regulatory matters during fiscal
2003 unless some individual or group takes control of the Company
and recapitalizes it.

       Assets at April 30, 2002 and 2001 consisted of cash and
deferred costs associated with nonproducing mineral properties.
The existence of mineral reserves in commercial quantities on the
Company's properties has not been determined.

       Recovery of the Company's investment in mineral properties
is uncertain because it is dependent on the discovery of minerals
in commercial quantities.

The Company has not engaged in any transaction involving
"derivatives" nor does the Company expect to do so; thus,
exposure to the volatility of these investment instruments is
nonexistent.

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

General
-------
       The Company's mining revenues (production royalties and
advance minimum royalties except in 1998 when the sale of the
Sonrisa claims for $150,000 was recorded and in 2001 when the
patented mining claims in the Aurora Mining District were sold
for $80,000)are erratic.  (The Company does not anticipate any
other asset sales of this significance in the coming year.)
Historically, the monies received in any one year have been a
result of new leases signed during a year which are, in turn, a
function of fluctuating industry interest in geographic areas
in which the Company's prospects are located.  Amounts received
in any one year are not necessarily predictive of amounts (if
any) which may be received in the future.

       Gold prices have been in the $300 per ounce range (or less)
for some time.  At such price levels, it is difficult to engender
much interest on the part of major mining companies in leasing
undeveloped exploration prospects such as those owned by the Company.

       Various amendments to the Mining Law of 1872 have been
proposed in recent years.  Such proposals have included Federal
production royalties, changes in reclamation laws, changes in
land patenting rules, etc.  These proposals have caused a
deterioration in the business climate for the domestic industry.
As a result, the Company expects to find less interest among
operating mining companies in leasing the Company's prospects.


Fiscal 2002
-----------
	There were no mining revenues during the year.

	Unallocated exploration expense (primarily Federal delay rentals
on unpatented claims) amounted to $2,688 for the year.

	General and administrative expenses decreased $32,000.  Salary
expense was $20,000 less than in the prior year; professional fees
(primarily audit expense) were $8,000 less than in the prior year; the
remainder of the decrease consisted of small miscellaneous items.

Fiscal 2001
-----------
	Mining revenues amounted to $80,000, the gross proceeds
received from the sale of the patented claims in the Aurora
Mining District.

	Unallocated exploration expense decreased by $3,400
because no exploratory work was performed during the year.

	General and administrative expenses increased $13,000.
Fees for auditing services and quarterly reviews comprised
$9,000 of the increase; and the remainder consisted of small
miscellaneous items.

	The $6,000 carrying value of the patented claims in the
Aurora Mining District was written off as a result of the sale
of those claims.

Fiscal 2000
-----------
       Mining revenues declined to $3,400, representing a final
adjustment on the Iron Point lease.

       Unallocated exploration expense increased by $5,200
primarily due to the payment of Federal claim rentals on the
Iron Point claims and a small amount of exploratory work
performed on the MD claims.

       General and administrative expenses declined $8,800
principally due to reductions in legal fees.

Effect of Price Changes
-----------------------
       Inflation has not significantly affected the cost of
exploring for precious metals.  Prices of these commodities have
fluctuated widely during the year and may continue to do so.









<PAGE>
Item 8.  Financial Statements and Supplementary Data.

       Index to Financial Statements and Supplemental Schedules

                                                                    Page
                                                                    ----
       INDEPENDENT AUDITOR'S REPORT on Financial Statements for
           the years ended April 30, 2002 and 2001                   11

	 INDEPENDENT AUDITOR'S REPORT on Financial Statements for
           the year ended April 30, 2000                             12

       Financial Statements for the Years Ended
           April 30, 2002, 2001, and 2000
           Balance Sheets                                            13
           Statements of Operations and Accumulated Deficit          14
           Statements of Cash Flows                                  15
           Notes to Financial Statements                             16

<PAGE>
               INDEPENDENT AUDITOR'S REPORT

To the Board of Directors
Intermountain Resources, Inc.

	I have audited the accompanying balance sheets of Intermountain Resources,
Inc. as of April 30, 2002 and 2001, and the related statements of operations and
accumulated deficit and cash flow for each of the two years then ended.
These financial statements are the responsibility of the Company's management.
My responsibility is to express an opinion on these financial statements based
on my audit.

	I conducted my audits in accordance with generally accepted auditing
standards.  Those standards require that I 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
presentation.  I believe that my audit provides a reasonable basis for my
opinion.

	In my opinion, the financial statements referred to above present fairly,
in all material respects, the Company's financial position as of April 30, 2002
and 2001, and the results of its operations and its cash flow for each of
the two years then ended in conformity with generally accepted accounting
principles.

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

DALE W. MCGHIE
Reno, Nevada
May 17, 2002

               INDEPENDENT AUDITOR'S REPORT

To the Board of Directors and
Stockholders of Intermountain Resources, Inc.

     We have audited the accompanying balance sheet of Intermountain Resources,
Inc. (a Nevada corporation) as of April 30, 2000, and the related
statements of operations, accumulated deficit, and cash flows for the year
ended April 30, 2000.  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 audit.

     We conducted our audit in accordance with generally accepted auditing
standards.  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
presentation.  We believe that our audit provides 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 Intermountain Resources,
Inc. as of April 30, 2000, and the results of its operations and its
cash flows for the year ended April 30, 2000, in conformity with
generally accepted accounting principles.

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

KAFOURY, ARMSTRONG & CO.

Reno, Nevada
July 5, 2000
<PAGE>
<TABLE>
INTERMOUNTAIN RESOURCES, INC.

BALANCE SHEETS
April 30, 2002 and 2001
-----------------------------------------------------------------------------
<CAPTION>
ASSETS                                             2002       2001
                                                 ---------   ---------
<S>                                            <C>         <C>
Current asset - Cash                             $  6,539    $ 37,847
Mineral Properties (notes 1 and 3)                    513         513
                                                  -------     -------
                                                 $  7,052    $ 38,360
                                                  =======     =======
LIABILITIES AND
STOCKHOLDERS' EQUITY
Contingent liabilities (note 5)                  $     --    $     --
                                                  -------     -------
Stockholders' equity:
   Common stock, par value $.01
   per share.  Authorized
   25,000,000 shares; issued
   and outstanding 13,700,000
   shares.                                       137,000     137,000
   Additional paid-in capital                  1,351,318   1,351,318
   Accumulated deficit                        (1,481,266) (1,449,958)
                                               ---------   ---------
                                                   7,052      38,360
                                               ---------   ---------
                                              $    7,052  $   38,360
                                               =========   =========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
INTERMOUNTAIN RESOURCES, INC.

STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
For the years ended April 30, 2002, 2001, and 2000
---------------------------------------------------------------------------
                                          2002         2001         2000
                                        ---------   -----------  -----------
<S>                                   <C>        <C>         <C>
REVENUES:
Mining revenues                          $    --     $ 80,000    $  3,417
Interest income                              299        2,322       1,632
                                         -------      -------      ------
Total                                        299       82,322       5,049
                                         -------      -------      ------
EXPENSES:
Write down of mineral property                --        6,000           1
Unallocated exploration                    2,688        3,860       7,260
General                                   28,919       61,447      48,286
                                         -------      -------      ------
Total                                     31,607       71,307      55,547
                                         -------      -------      ------
NET INCOME (LOSS)                        (31,308)      11,015     (50,498)
ACCUMULATED DEFICIT:
  Beginning of year                   (1,449,958)  (1,460,973) (1,410,475)
                                       ---------    ---------   ---------
  End of year                        $(1,481,266) $(1,449,958)$(1,460,973)
                                       =========    =========   =========
NET INCOME (LOSS)
PER COMMON SHARE                     $    --      $    --     $    --
                                      ==========   ==========  ==========
WEIGHTED AVERAGE
NUMBER OF SHARES
OUTSTANDING                           13,700,000   13,700,000  13,700,000
                                      ==========   ==========  ==========
The accompanying notes are an integral part of these financial statements.
</TABLE>

<PAGE>
<TABLE>
INTERMOUNTAIN RESOURCES, INC.

STATEMENTS OF CASH FLOWS
For the years ended April 30, 2001, 2000, and 1999
-----------------------------------------------------------------------------
<CAPTION>
                                       2002       2001         2000
                                       ----       ----         ----
<S>                                 <C>         <C>         <C>
CASH PROVIDED BY
(USED IN) OPERATING
ACTIVITIES:
Net income (loss)                    $(31,308)  $ 11,015    $(50,498)
Adjustments to reconcile
net income to net cash
provided by operating
activities:
    Increase (decrease)
    in accounts payable
    and accruals                           --         --     ( 3,794)
    Write down of mineral property         --      6,000           1
                                       ------     ------      ------
Net cash provided by
(used in) operating
activities                            (31,308)    17,015     (54,291)

CASH (USED) IN INVESTING ACTIVITY          --         --          --

CASH AND CASH
EQUIVALENTS -
Beginning of year                      37,847     20,832      75,123
                                      -------    -------      ------
End of year                          $  6,539     37,847      20,832
                                      =======    =======      ======
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
INTERMOUNTAIN RESOURCES, INC.

NOTES TO FINANCIAL STATEMENTS
For the years ended April 30, 2002, 2001, and 2000
-----------------------------------------------------------------------------
1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       Nature of Operations:  Intermountain Resources, Inc. was
       incorporated under Nevada law on May 12, 1980, for the
       primary purpose of acquiring, developing, and, if economically
       warranted, achieving production of precious minerals, primarily
       gold and silver.  Currently, the Company's main function is the
       leasing of its mineral prospects to third parties that have the
       resources to develop the property.

       Use of Estimates:  The preparation of financial statements in
       conformity with generally accepted accounting principles requires
       management to make estimates and assumptions that affect the
       reported amounts of assets and liabilities and disclosure of
       contingent assets and liabilities at the date of the financial
       statements and the reported amounts of revenues and expenses
       during the reporting period.  Actual results may differ from
       those estimates.

Comprehensive Income Items:  Companies are required to present
comprehensive income (consisting primarily of net income plus other
direct equity charges and credits) and its components as part of
the basic financial statements.  The Company's financial statements
do not contain any changes in equity that are required to be reported
separately in comprehensive income.

       Fair Value of Financial Instruments:  Unless otherwise disclosed,
       the carrying amount of financial instruments approximates their
       fair value due to the short maturity of these instruments.

       Cash and Cash Equivalents:  For purposes of preparing the statement
       of cash flows, the Company considers money market funds and
       certificates of deposit with a maturity of three months or less to
       be cash equivalents.

       Mineral Properties:  Acquisition and exploration costs are initially
       capitalized and will be, in general, amortized ratably over
       production or will be charged to expense upon disposition of the
       properties.

       Unallocated Exploration Expenses:  Expenses incurred in general
       exploration and evaluation of properties for potential acquisition
       and cost of completing required assessment work as well as Federal
       delay rentals are charged to expense unless a property is actually
       acquired.

       Dividends:  In accordance with Nevada Revised Statutes, the Company's
       dividend policy prohibits payments of dividends in excess of its
       retained earnings.

2.  GOING CONCERN

       The accompanying financial statements have been prepared on a going
       concern basis, which contemplates the realization of assets and the
       satisfaction of liabilities in the normal course of business.  As
       shown in the financial statements, the Company has achieved minimal
       earnings or incurred operating losses for several years and has
       minimal working capital at April 30, 2002.  These factors, among
       others, may indicate that the Company may be unable to continue as
       a going concern.  The financial statements do not include any
       adjustments relating to the recoverability and classification of
       recorded asset amounts or the amount and classification of liabilities
       that might be necessary should the Company be unable to continue
       as a going concern.  The Company's continuation as a going concern
       is dependent upon its ability to generate sufficient cash flow to
       meet its obligations on a timely basis and, ultimately, to attain
       successful operations.  Significant activity beyond property
       maintenance would be contingent on generating additional funds
       through sales or leases of existing mineral prospects or through
       production on a property currently under lease.  There is no assurance
       that leases can be negotiated on existing prospects and production
       royalties to be received during fiscal 2003, if any, are expected to
       be minimal.  Therefore, the Company's activities may continue to be
       essentially limited to property maintenance and compliance with
       regulatory matters during fiscal 2003 unless some individual or group
       takes control of the Company and recapitalizes it.

3.  MINERAL PROPERTIES

       The following tabulation shows the mineral prospect inventory of
       the Company and the capitalized cost associated with each prospect:

                                               2002          2001
                                               ----          ----
       Elizabeth                            $   476      $    476
       Iron Point                                 1             1
       MD                                        36            36
                                              -----        ------
       Total                                $   513       $   513
                                              =====        ======
       As with most natural resource prospects, the economic worth of the
       above assets bears no particular relationship to their recorded cost.

4.  INCOME TAXES

       The Company provides for deferred income taxes on temporary differences
       between amounts reported for financial statement and income tax purposes.

       The Company's total deferred tax asset and deferred tax liability at
       April 30, 2002 and 2001 is as follows:

                                                 2002        2001
                                                 ----        ----
        Total deferred tax asset               $105,000    $ 85,000
        Total deferred tax liability                 --          --
                                                -------     -------
                                                105,000      85,000
        Deferred tax asset valuation allowance (105,000)   ( 85,000)
                                                -------     -------
                                               $     --    $     --
                                                =======     =======

       The deferred tax asset as of April 30, 2002 and 2001 resulted from
	 Federal net operating loss carryforwards. For the years ended
 April 30, 2002 and 2001, $25,000 and $88,000 respectively in Federal
 net operating losses expired and the losses will continue to expire
 through the year ending April 30, 2022.  As the Company does not
 anticipate the ability to utilize the net operating losses before
 they expire, a valuation allowance has been established to offset
 the net deferred tax asset.

       As mentioned above, the Company has Federal net operating losses from
       prior years which it is able to use to offset taxable income.

5.  CONTINGENCY

       By letter dated March 10, 1994, the Forest Service notified the
       Company that the Forest Service has determined a release of hazardous
       substances covered under the Comprehensive Environmental Response,
       Compensation, and Liability Act occurred at Siskon Mine, located on
       the Klamath National Forest.  The Company was named as a potentially
       responsible party along with six other corporations or individuals.
       By letter dated March 31, 1994, the Company advised the Forest Service
       that the Company at one time had an option to lease the property and
       during the option period performed assessment work required by the 1872
       Mining Law.  However, at no time did the Company have an ownership
       interest (or even an interest as lessee) in either the Siskon Mine or
       the mining claims that covered the subject lands nor had the Company
       ever attempted to operate the property.

       In a letter dated May 24, 1994, the Forest Service stated, ". . . we
       believe it is possible a court of law could find such activities to
       be "operations" within the liability provisions of CERCLA 107(a)."
       That letter transmitted a series of questions concerning the
       activities of the Company and other entities and individuals with
       respect to the property.  The Company responded to the questions of
       the Forest Service by letter dated July 7, 1994.  On November 27,
       1996, the Company received a letter from the Forest Service inviting
       the submission by November 29, 1996 of an offer to settle the matter.
       The Company requested an extension of time to January 15, 1997 to
       respond.  By letter dated January 13, 1997, the Company denied any
       responsibility for the matters described by the Forest Service, and
       advised them that the Company has neither the technical expertise nor
       financial capability to conduct the response actions contemplated
       by them.

The Company received a letter dated July 31, 2001, from the Forest Service
which stated in part, "Based on information currently available, the Forest
Service has no plans to seek recovery of its response costs from Intermountain
Resources, Inc."

----------------------------------------------------------------------
<PAGE>
Item 9.  Disagreements on Accounting and Financial Disclosure.

       There have been no disagreements between the Company and its
independent auditors concerning any matter of accounting principle or
practice or financial statement disclosure which would be required to
be reported under this item.
<PAGE>
                             Part III
                             --------
Item 10. Directors and Executive Officers of the Registrant.

       The following table sets forth certain information with
respect to the directors and executive officers of the Company:

                                         Period of
                                         Service as
                   Position(s)           an Officer
Name         Age   With the Company      or Director      Term Expires
----         ---   ----------------      -----------      ------------
Lewis W.
 Watson(1)   60    Pres., Treas.         May, 1980 to     Next Annual
                   and Director          date             Meeting

Thomas C.
 Pool        60    Sec. and Director     May, 1980 to     Next Annual
                                         date             Meeting

Maurice O.
 Reiber(1)   71    Director              May, 1980 to     Next Annual
                                         August, 1982;    Meeting
                                         and June, 1984
                                         to date

Gerald G.
 Reiber(1)   65    Director              May, 1980 to     Next Annual
                                         August, 1982;    Meeting
                                         and June, 1984
                                         to date

(1) May be deemed a "parent" or "founder" of the Company

       All directors of the Company will hold office until the next
annual meeting of shareholders and until their successors have
been elected and qualified.  The officers of the Company, who are
elected at the annual meeting of the Board of Directors, hold
office until their successors are chosen and qualified, or until
their death, resignation or removal.

       There is no family relationship between or among directors
and officers of the Company, except that Maurice O. Reiber and
Gerald G. Reiber are brothers.
<PAGE>
       The following are brief accounts of the business experience
of each director and officer of the Company:

       Lewis W. Watson has been President, Treasurer and a director
of the Company since its inception.  He is a certified public
accountant.

       Thomas C. Pool has been a director of the Company since
October, 1982.  He is a registered professional engineer in the
State of Colorado who has worked in various capacities in the
mining industry since his graduation from Colorado School of
Mines in 1968.  Mr. Pool has advised the Company that Colorado
does not register engineering specialties.

       Maurice O. Reiber was employed by the City and County of
Denver Building Inspection Division from 1966 to his retirement
in February, 1988.

       Gerald G. Reiber was employed by Adolph Coors Company as a
metal worker from 1969 until his retirement May 1, 1995.

       No director of the Company serves as a director of any
other company with a class of securities registered pursuant
to the Securities Exchange Act of 1934 or subject to the
requirements of Section 15(d) of that Act or any company
registered as an investment company under the Investment
Company Act of 1940.

<PAGE>
Item 11.  Executive Compensation.

       Compensation paid to Lewis W. Watson during the three years
ended April 30, 2001 is set forth in the following tabulation.

       Year                                        Amount
       ----                                        ------
       2002                                       $20,000
       2001                                        40,000
       2000                                        40,000

       Pursuant to a resolution of the Board of Directors dated
January 1, 1995, Mr. Watson has been compensated at a rate of
$40,000 per year subject to the Company's ability to pay.  This
arrangement has been acceptable to Mr. Watson and is deemed by
the Board of Directors to be reasonable for the time and effort
expended by him.

       Services performed by the president during the three fiscal
years ended in 2002 included quarterly, annual and other
periodic filings with Federal and state tax and regulatory
authorities and presentation of data on properties and
negotiations with prospective lessees and/or purchasers.

       None of the officers or directors are paid any fees for
attending board of directors meetings.  However, all of the
officers and directors are reimbursed for any out-of-pocket
expenses incurred in connection with the Company's business
including travel expenses.

       The Company has no retirement, pension or profit-sharing
programs.  However, the Company, at its discretion, may adopt one
or more of such programs or may adopt health insurance or term
life insurance at some time in the future.

       Other than as set forth above, no director or officer of the
Company, or any 5% or more security holder or any relative or
spouse of any of the foregoing persons, has had any material
transactions since the beginning of the Company's last fiscal
year or has any presently proposed material transactions with the
Company.
<PAGE>
Item 12.  Security Ownership of Certain Beneficial Owners and
Management.

       Set forth below is certain information as of April 30, 2002
concerning the beneficial ownership of the Company's common stock
by those persons known to the Company to be the beneficial owner
of more than five percent of the common stock, by its directors
and by its officers and directors as a group:

                  Name, Address of
                  Beneficial Owner/      Number      Type of     % of
Title of Class    Number of Persons      of Shares   Ownership   Class
--------------    -----------------      ---------   ---------   -----
Common Stock      Lewis W. Watson        3,233,000   Direct(1)   23.6%
$.01 par value    P. O. Box 51600
                  Sparks, NV 89435

Common Stock      Maurice O. Reiber      1,250,000   Direct(1)    9.1%
$.01 par value    5051 W. Geddes Cir.
                  Littleton, CO 80123

Common Stock      Gerald G. Reiber       1,250,000   Direct(1)    9.1%
$.01 par value    1860 24th Ave.
                  Greeley, CO 80631

Common Stock      Thomas C. Pool           108,000   Direct(1)     .8%
$.01 par value    2024 Golden Vue Dr.
                  Golden, CO 80401

Common Stock      All officers and
$.01 par value    directors as a group
                  (five persons)         5,841,000               42.6%

(1) Includes shares over which the named individual exercises sole voting
    and investment powers.

       The Company knows of no arrangements, including any pledge of
securities, which might at a subsequent date result in a change of
control of the Company.  However, in the event of a purchase of control by
other persons, or a merger, the shareholders and management listed above
would no longer own the percentages set forth above, and shareholders would
then be subject to decisions by the new control parties.

Item 13.  Certain Relationships and Related Transactions.
       The information required by this item is contained in Item
11 above.
<PAGE>
                                         Part IV
                                         -------
Item 14.  Exhibits, Financial Statement Schedules and Reports on
Form 8-K.

       (a) (1) Financial Statements  The following financial
statements of the Company are included in Part II, Item 8 of this
Report:
Financial Statements for the Years Ended April 30, 2002,
2001, and 2000:
              Balance Sheets
              Statements of Operations and Accumulated Deficit
              Statements of Cash Flows
              Notes to Financial Statements

           (2) Exhibits  The following exhibits are filed herewith
pursuant to Item 601 of Regulation S-K or are incorporated by
reference to previous filings:
Exhibit
Table No.   Document                                          Reference
---------   --------                                          ---------
  ( 3)      Articles of Incorporation and Bylaws                 (1)
  ( 4)      Instruments defining the rights of security
            holders, including indentures                        None
  ( 9)      Voting Trust Agreement                               None
  (10)      Material Contracts                                   None
  (11)      Stmt re: Computation of per share earnings           (2)
  (12)      Statement re:  Computation of ratios                 None
  (13)      Annual Report to security holders, Form 10-Q or
            quarterly report to security holders                 None
  (16)      Letter re: Change in certifying accountants          None
  (18)      Letter re: Changes in accounting principles          None
  (21)      Subsidiaries of the Registrant                       None
  (22)      Published report regarding matters submitted to
            vote of security holders                             None
  (23)      Consents of experts and counsel                      None
  (24)      Power of Attorney                                    None
  (99)      Additional exhibits                                  None
   (1)        Filed with Registration Statement No. 2-69700 (under the
              Securities Act of 1933) as Exhibits 3.1 and 3.2, respectively
              and incorporated herein by reference.
   (2)        Not required since information is ascertainable from financial
              statements.
       (b)    No reports on Form 8-K were filed by the Company during
              the three months ended April 30, 2002.
<PAGE>


                                       SIGNATURES

       Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Company has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly
authorized.
                                           INTERMOUNTAIN RESOURCES, INC.

May 31, 2002                               By/s/ L. W. Watson
                                           L. W. Watson, President

       Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed by the following persons on
behalf of Intermountain Resources, Inc. and in the capacities and
on the dates indicated.

May 31, 2002                                /s/ L. W. Watson
                                            L. W. Watson, President and
                                            Director (Principal Executive
                                            Officer, Principal Financial
                                            and Accounting Officer)

May 31, 2002                                /s/ Thomas C. Pool
                                            Thomas C. Pool, Director

                                            Maurice O. Reiber, Director


May 30, 2002                                /s/ Gerald G. Reiber
                                            Gerald G. Reiber, Director