UNITED STATES SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549   FORM 10-Q  x

QUARTERLY REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended
March 31, 2008ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from
             to  Commission file number: 001-06412     LITTLE SQUAW GOLD MINING COMPANY (Exact Name of Registrant as Specified
in its Charter) ALASKA

91-0742812(State of other jurisdiction of
incorporation or organization)

(I.R.S. Employer Identification
No.)3412 S. Lincoln DriveSpokane, Washington

99203-1650(Address of Principal Executive
Offices)

(Zip Code)  (509) 624-5831 (Registrants Telephone Number, including
Area Code)  (Former name, former address and former
fiscal year, if changed since last report)   Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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    No  Indicate by check mark whether the Registrant is
   a large accelerated filer,   an accelerated file,
  a non-accelerated filer, or     a smaller
reporting company (as defined in Rule 12b-2 of the Exchange Act)  Indicate by check mark whether the Registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act)   Yes
    No  Number
of shares of issuers common stock outstanding at May 4, 2008:
     37,460,178  1   TABLE OF CONTENTS  Page  PART I  FINANCIAL INFORMATION  Item 1:  Financial Statements  Consolidated
Balance Sheets, March 31, 2008 and December 31, 2007 3  Consolidated Statements of Operations
for the three month period ended March 31, 2008 and 2007 and from the
date of inception on March 26, 1959 through March 31, 2008 4  Consolidated Statements of Cash Flows
for the three months ended March 31, 2008 and 2007 and from the
date of inception on March 26, 1959 through March 31, 2008 5  Notes to
Financial Statements 7  Item 2:  Managements
Discussion and Analysis of Financial Condition and Results of Operations 10  Item 4:  Controls and
Procedures 16   PART II  OTHER INFORMATION  Item 2:  Unregistered
Sales of Equity Securities and Use of Proceeds 17  Item 5:  Other
Information 17  Item 6:  Exhibits 17  Signatures 18           2   PART I  FINANCIAL INFORMATION  Item 1.
 Financial Statements  Little Squaw Gold Mining
Company (An
Exploration Stage Company) Consolidated Balance
Sheets March 31, 2008 and December 31,
2007 (unaudited) March
31, December 31, 2008 2007 ASSETS Current assets: Cash and cash
equivalents $ 659,289 $ 1,483,885 Restricted
cash 31,799 31,561 Interest
receivable - 768 Prepaid
expenses and other assets 185,142 185,135 Deferred
financing costs 28,892 39,725 Total
current assets 905,122 1,741,074  Property, plant, equipment, and mining
claims: Equipment,
net of accumulated depreciation 855,044 898,898 Mining
properties and claims 416,604 502,604 Total
property, plant, equipment and mining claims 1,271,648 1,401,502  Other assets: Other
assets 99,437 103,224 Total other
assets 99,437 103,224  Total
assets $ 2,276,207 $ 3,245,800  LIABILITIES AND STOCKHOLDERS
EQUITY  Current liabilities: Accounts
payable $ 86,642 $ 251,607 Accrued
liabilities  other 26,066 19,831 Accrued
interest payable 20,055 5,096 Convertible
debenture, net of discounts  due within one year 983,259 970,358 Total
current liabilities 1,116,022 1,246,892  Long-term liabilities: Stock
subscriptions payable 159,000 - Accrued
remediation costs 50,000 50,000 Total
long-term liabilities 209,000 50,000  Total
liabilities 1,325,022 1,296,892  Stockholders' equity: Preferred stock; no
par value, 10,000,000 shares
authorized; no shares issued or outstanding - - Common stock; $0.10
par value, 200,000,000 shares authorized; 36,470,512
and 36,444,112 issued and outstanding, respectively 3,647,051 3,644,411 Additional
paid-in capital 6,866,355 6,847,083 Deficit
accumulated during the exploration stage (9,562,221) (8,542,586)
       Total stockholders
equity                                                                                              951,185              1,948,908 Total
liabilities and stockholders' equity $ 2,276,207 $ 3,245,800   The accompanying notes are an integral
part of these financial statements.  3


Little
Squaw Gold Mining Company (A
Exploration Stage Company) Consolidated Statements of
Operations (unaudited) From Inception (March 26, 1959) Three
Months Ended Through March
31, March 31, 2008 2007 2008 Revenue: Royalties,
net $ 398,752 Lease and
rental 99,330 Gold sales
and other   31,441   529,523  Expenses: Exploration
expense $ 426,177 $ 280,088 4,284,897 Management
fees and salaries 70,875 54,900 1,612,307 Professional
services 74,477 55,997 1,282,142 Other
general and administrative expense 162,760 70,881 1,205,111 Office
supplies and other expense 13,980 14,600 321,892 Directors'
fees 6,500 8,100 151,075 Directors'
fees  share based - - 187,450 Mineral
property maintenance 36,036 2,951 97,210 Depreciation 45,586 28,894 266,218 Reclamation
and miscellaneous - - 115,102 Loss on
partnership venture - - 53,402 Equipment
repairs - - 25,170 Other costs
of operations - - 8,030 Loss on
disposal of mining properties 100,000 - 100,000 936,391 516,411 9,710,006 Other (income) expense: Interest
income (6,952) (65,367) (274,793) Interest
expense and finance costs 90,196 54,705 656,531 Total other
(income) expense 83,244 (10,662) 381,738  Net loss $ 1,019,635 $ 505,749 $ 9,562,221  Net loss per common share -
basic $ 0.03 $ 0.02  Weighted average common shares outstanding
- basic 36,457,239 32,465,311                 The accompanying notes are an integral
part of these financial statements.


4


Little
Squaw Gold Mining Company (An
Exploration Stage Company) Consolidated Statements of Cash
Flows (unaudited) From Inception (March
26, 1959) Three
Months Ended Through March
31, March 31, 2008 2007 2008 Cash flows from operating activities: Net
loss Net loss $ (1,019,635) $ (505,749) $ (9,562,221) Adjustments to reconcile net loss to
net cash used in operating activities: Depreciation
and amortization 45,586 28,894 266,712 Loss on
disposal of mining property 100,000 - 100,000 Loss on sale
of equipment - - 3,443 Common stock, warrants, and options issued for
salaries and fees 21,912 - 714,777 Common stock
issued for interest - - 121,480 Amortization of discount on
convertible debenture
for value of warrant - 14,319 150,000 Amortization of discount on
convertible debenture
for beneficial conversion feature 12,902 14,319 133,260 Amortization
of deferred financing costs 10,833 10,833 101,108  Change in: Accrued
interest receivable 768 (3,855) - Prepaid
expenses and other current assets (8) (51,780) (202,393) Other
assets 3,787 - (99,437) Accounts
payable, other (164,966) 66,922 86,641 Accounts
payable, related party - - 20,000 Other
accrued liabilities 6,235 - 26,065 Accrued
interest payable 14,959 14,795 20,055 Accrued
compensation, related party - - 255,450 Accrued
commission payable - (180,720) 19,323 Convertible
success award, Walters LITS - - 88,750 Accrued
remediation costs - - 50,000 Net cash
used by operating activities (967,627) (592,022) (7,706,987)  Cash flows from investing activities: Purchases of
short-term investments - (1,000,000) - Receipts attributable to unrecovered promotional,
exploratory, and development costs - - 626,942 Proceeds
from the sale of equipment - - 60,324 Purchases of equipment, and
unrecovered promotional
and exploratory costs (1,731) (663,600) (1,141,588) Change in
restricted cash (238) (31,799) Additions to mining properties and
claims - direct costs for
claim staking and acquisition (14,000)  (491,354) Net cash
used - investing activities (15,969) (1,663,600) (977,475)         The accompanying notes are an integral
part of these financial statements.


5


Little
Squaw Gold Mining Company (An
Exploration Stage Company) Consolidated Statements of Cash
Flows (unaudited) From Inception (March 26, 1959) Three
Months Ended Through March
31, March 31, 2008 2007 2008 Cash flows from financing activities: Proceeds
from related party debt - - 100,000 Payments on
related party debt - (100,000) Proceeds
from issuing convertible debenture - - 700,000 Proceeds from issuance of warrants in
connection with
issuance of convertible debenture - - 150,000 Proceeds allocated to beneficial
conversion feature of
convertible debenture - - 150,000 Payment of financing costs from cash
proceeds of convertible
debenture - - (100,000) Proceeds from issuance of common stock
in connection with exercise of options and warrants,
net of offering
costs - 1,975,818 2,233,933 Proceeds
from stock subscription 159,000 - 159,000 Proceeds from issuance of common
stock, net of offering
costs - - 6,082,045 Payments on
capital lease payable - (22,061) (23,053) Acquisitions of treasury
stock - - (8,174) Net cash
provided - financing activities 159,000 1,953,757 9,343,751  Net increase (decrease) in cash and cash
equivalents (824,596) (301,865) 659,289  Cash and cash equivalents,
beginning of period 1,483,885 4,086,897 -  Cash and cash equivalents,
end of period $ 659,289 $ 3,785,032 $ 659,289   Non-cash investing and financing activities: Mining
claims purchased - common stock $
                    - $ - $ 43,000 Additions to property, plant and
equipment acquired
through capital lease $ - $ - $ 23,053 Related party liability converted to
common stock $ - $ - $ 301,086 Issuance of warrants for deferred
financing costs of
convertible debenture $ - $ - $ 30,000             The accompanying notes are an integral
part of these financial statements.


6


Little
Squaw Gold Mining Company (An Exploration Stage
Company) Notes to Financial
Statements (Unaudited)  1. BASIS
OF PRESENTATION:  The
unaudited financial statements have been prepared by the Company in accordance
with accounting principles generally accepted in the United States of America
for interim financial information, as well as the instructions to Form 10-Q.
 Accordingly, they do not include all of the information and footnotes
required by accounting principles generally accepted in the United States of
America for complete financial statements.  In the opinion of the Companys
management, all adjustments (consisting of only normal recurring accruals)
considered necessary for a fair presentation of the interim financial statements
have been included.  Operating results for the three-month period ended
March 31, 2008 are not necessarily indicative of the results that may be
expected for the full year ending December 31, 2008.  For further
information refer to the financial statements and footnotes thereto in the
Companys Annual Report on Form 10-KSB for the year ended December 31, 2007.  Consolidation of and Accounting for Subsidiary  During
the quarter ended March 31, 2008, the Company implemented operation of a
subsidiary in Mexico to account for expenses related to an exploration property
in that country.  This subsidiary, Minera LSG, is included in the
accompanying financial statements by consolidation of both the Balance Sheet and
Statement of Operations for the period then ended, with all intercompany
balances and investment accounts eliminated.  The Company accounts for
non-US activities, including transactions denominated in non-US dollar currency
and translation of non-US dollar denominated account balances, under Statement
of Financial Accounting Standards No. 52, Foreign Currency Translation.  Net
Loss Per Share  Statement of Financial Accounting Standards No. 128, Earnings per
Share, requires dual presentation of earnings per share (EPS) and diluted EPS
on the face of all income statements issued after December 15, 1997, for all
entities with complex capital structures.  Basic EPS is computed as net
income divided by the weighted average number of common shares outstanding for
the period.  Diluted EPS reflects the potential dilution that could occur
from common shares issuable through stock options, warrants, and other
convertible securities. The dilutive effect of convertible and exercisable
securities would be:  March 31,
March 31,For periods ended
2008
2007Stock options
515,000
465,000Selling agent options
225,900
-Warrants
4,647,807
9,897,000Convertible debenture
5,000,000
5,000,000Total possible
dilution
10,388,707
15,362,000  For the
periods ended March 31, 2008 and 2007, the effect of the Companys outstanding
options and common stock equivalents would have been anti-dilutive. Accordingly,
only basic EPS is presented.


7


Little
Squaw Gold Mining Company (An Exploration Stage
Company) Notes to Financial
Statements (Unaudited)  1. BASIS
OF PRESENTATION, CONTINUED:  New
Accounting Pronouncements Effective
January 1, 2008, we adopted the provisions of SFAS No. 157, Fair Value
Measurements, for our financial assets and financial liabilities without a
material effect on our results of operations and financial position.  The
effective date of SFAS No. 157 for non-financial assets and non-financial
liabilities has been deferred by FSP 157-2 to fiscal years beginning after
November 15, 2008, and we do not anticipate a material impact on our results of
operations and financial position as a result of adopting SFAS 157 for
non-financial assets and non-financial liabilities.  SFAS
No. 157 expands disclosure requirements to include the following information for
each major category of assets and liabilities that are measured at fair value on
a recurring basis: a. The fair value measurement; b. The level within the fair value hierarchy in which the fair value
measurements in their entirety fall, segregating fair value measurements using
quoted prices in active markets for identical assets or liabilities (Level 1),
significant other observable inputs (Level 2), and significant unobservable
inputs (Level 3); c. For fair value measurements using significant unobservable inputs
(Level 3), a reconciliation of the beginning and ending balances, separately
presenting changes during the period attributable to the following: 1) Total gains or losses for the period (realized and unrealized),
segregating those gains or losses included in earnings (or changes in net
assets), and a description of where those gains or losses included in earnings
(or changes in net assets) are reported in the statement of income (or
activities); 2) The amount of these gains or losses attributable to the change in
unrealized gains or losses relating to those assets and liabilities still held
at the reporting period date and a description of where those unrealized gains
or losses are reported; 3) Purchases, sales, issuances, and settlements (net); and 4) Transfers in and/or out of Level 3.  At
March 31, 2008, the Company had no assets or liabilities that are accounted for
at fair value on a recurring basis.  We also adopted the provisions of SFAS No. 159, The Fair Value
Option for Financial Liabilities, effective January 1, 2008.  SFAS No. 159
permits entities to choose to measure many financial assets and financial
liabilities at fair value.  The adoption of SFAS No. 159 has not had a
material effect on our financial position or results of operations as of and for
the three months ended March 31, 2008.  On March 19, 2008 the FASB issued
SFAS No. 161, Disclosures about Derivative Instruments and Hedging Activities
(SFAS 161).SFAS 161 requires
disclosures of the fair value of derivative instruments and their gains and
losses in a tabular format, provides for enhanced disclosure of an entitys
liquidity by requiring disclosure of derivative features that are credit-risk
related, and requires cross-referencing within footnotes to enable financial
statement users to locate information about derivative instruments.This statement is effective for fiscal
years and interim periods beginning after November 15, 2008.


8


Little Squaw Gold Mining Company (An Exploration Stage
Company) Notes to Financial
Statements  **2.        
RECLASSIFICATIONS**  The
Statements of Operations presented herein contains reclassifications of expenses
for the Inception to Date (March 26, 1959) through March 31, 2008 to conform to
revisions in the Companys financial reporting. The nature of these
reclassifications was to segregate Exploration Expenses and report them as a
separate item on the Statements of Operations. These reclassifications had no
effect on the reported Net Loss or Loss per Share for the periods.  3. 2003
SHARE INCENTIVE PLAN:  Stock Options:  As of
March 31, 2008, there was a total of 183,600 shares available for grant in the
2003 Share Incentive Plan, and 515,000 options exercisable and outstanding, with
no unrecognized compensation cost related to unvested stock options.  Common
Stock and Stock Warrants  During
the quarter ended March 31, 2008, we issued 26,400 shares of common stock under
the Plan to an investor relations firm for associated expense of $21,912
recorded in Other general and administrative expense.  Stock and Option Grants to Affiliates  There
were no grants or exercises of stock or options to affiliates during the quarter
ended March 31, 2008.  4. SUBSEQUENT EVENTS  On
April 8, 2008, the Company closed a private placement of 971,666 Units, at a
price of $0.60 per unit, each unit consisting of one share of our common stock
and one half of a two-year Class D warrant to purchase a share of common stock
at an exercise price of $0.85 for each full share in the first year and $1.25
for each full share in the second year.  The Company received net proceeds
of $582,987 in connection with the private placement. The Company granted
registration rights to the investors.  At a
meeting of shareholders on May 5, 2008, the shareholders approved the 2008
Equity Incentive Plan (the "2008 Plan").  The 2008 Plan authorizes the
issuance of up to 5,400,000 shares of common stock which includes the 1,200,000
shares reserved for issuance under the Little Squaw Mining Company Restated 2003
Share Incentive Plan (the "Current Plan"), subject to adjustment.  As in
the Current Plan, the 2008 Plan permits the grant of incentive stock options,
nonqualified stock options, restricted stock or restricted stock units and stock
appreciation rights.  Also at
that meeting, shareholders approved a change in the name of the Company to
Goldrich Mining Company.


9


Item 2. Managements Discussion and Analysis of Financial
Condition or Plan of Operation  Plan
of Operation  We,
Little Squaw Gold Mining Company, are a minerals company in the business of
acquiring and advancing mineral properties to the discovery point, where we
believe maximum shareholder returns can be realized. Little Squaw is an
Exploration Stage company by U.S. Securities and Exchange Commission (SEC)
definition. We intend to remain solely an exploration company because management
considers that most of a companys value is created during the discovery phase.
That is, based on capital returns, the payback for successful exploration is
very high.  We are
an exploration stage company.  None of the properties that we own or
control contain any known probable (indicated) or proven (measured) ore reserves
under the definition of ore reserves within SEC Industry Guide 7.  Although
there is a history of past lode and placer production on our Chandalar property,
the property is at an early stage of exploration. A great deal of further work
is required on our properties before a final determination as to the economic
and legal feasibility of a mining venture can be made. There is no assurance
that a commercially viable deposit will be proven through exploration efforts by
us at Chandalar.  We cannot assure you that funds expended on our
properties will be successful in leading to the delineation of ore reserves that
meet the criteria established under SEC mining industry reporting
guidelines.  Our
strategic initiatives are to undertake cost efficient and effective exploration
activities to discover mineralization and potentially mineral reserves, which
may upgrade the value of the properties and then either joint venture or sell
the properties to qualified major mining companies. Under certain circumstances,
we may choose to develop a mineral deposit discovery. We intend to focus our
activities only on projects that are primarily gold deposits.  At this
time we have four exploration stage mineral properties. Our principal property
is in Alaska and is referred to as the Chandalar property.  A second
property is in Nevada, known as the Broken Hills West property. A third property
is the Marisol gold exploration property in northern Sonora State, Mexico. The
fourth property is the Pedra de Fogo (Rock of Fire) gold exploration property
in Goias State, south central Brazil. Contingent on the success of a private
placement, our focus will continue to be drilling exploration of the Chandalar
and Marisol properties with possible surface evaluation activities involving
geochemical and geophysical surveys conducted on the Nevada and Brazil
properties in preparation for possible drilling exploration in 2009 and beyond.
 With the acquisition of the Nevada, Brazil and Mexico properties, our
exploration field activities will not be restricted to just the summer months as
it is in Alaska.  Chandalar, Alaska  The
Chandalar gold property is our flagship property. It is an exploration stage
property. Little Squaws management was attracted to the Chandalar district
because of its similarities to productive mining districts, its past positive
exploration results, and the opportunity to control multiple attractive gold
quartz-vein prospects and adjacent unexplored target areas. The gold potential
of the Chandalar district is enhanced by similarities to important North
American mesothermal gold deposits, a common attribute being a tendency for the
mineralization to continue for up to a mile or more at depth, barring structural
offset. Mesothermal ore deposits yield anywhere from less than 100,000 to over
10 million ounces of gold at 0.1 to over 1 oz/ton gold. We believe that our
dominant land control eliminates the risk of finding potential ore deposits
being located within competitor claims. Summarily, the scale of the Chandalar
district gold quartz vein frequency and length, and the number of gold anomalies
and exposures compare favorably to similar attributes of productive mining
districts.  The
Chandalar property is located approximately 190 air miles NNW of Fairbanks,
Alaska, and 48 miles NE of Coldfoot, in the Chandalar mining district.  The
center of the district is approximately 70 miles north of the Arctic Circle.
 The Company owns in fee 426.5 acres of patented federal mining claims
consisting of 21 lode


10


claims, one placer claim and one mill site.  We control
14,800 acres of unpatented State of Alaska mining claims consisting of 120
claims.  State mining claims provide exploration and mining rights to both
lode and placer mineral deposits.  Arctic
climate limits exploration activities to a summer field season that generally
starts in early May and lasts until freeze up in mid-September. There are many
operating mines located elsewhere within North America that are located above
the Arctic Circle. Management believes year-round operations at Chandalar are
feasible should an exploitable deposit of gold be proven through seasonal
exploration activities.  Broken Hills West, Nevada  The
Broken Hills West gold exploration property is located in the Walker Lane Belt
of west-central Nevada in Mineral County 15 miles north of the town of Gabbs. A
paved highway, State Route 361, runs through the property. The mineral rights
are secured by 28 unpatented federal lode mining claims located on U.S. Bureau
of Land Management ground. A private prospector known as the David C. and Debra
J. Knight Living Trust (the Trust) is the original locator of the claims, and
is the current owner. The 28 unpatented federal lode mining claims cover 560
acres. The property is in a prolific gold producing area. We acquired it on the
basis of favorable geology and surface geochemistry. Tertiary felsic volcanic,
high angle structures and widespread hydrothermal alteration and associated
iron-oxide impregnations are thought to be associated with hidden high-grade
epithermal vein mineralization.  Marisol Property, Sonora State, Mexico  The
1,411-acre Marisol property is in northern Sonora State, 130 miles south of
Tucson, Arizona, and 8 miles from the principal highway between Nogales and
Hermosillo, Sonora. Marisol exhibits good potential to host bulk-tonnage
gold-silver deposits that may be amenable to low-cost open-pit and heap leaching
mining methods. The property exhibits two subparallel, northeast-trending,
gold-silver mineralized structures separated at the surface by 230 feet of
argillic/sericite-altered Jura-Cretaceous age siltstone, limy siltstone and
clastic sediments. These sediments are similar in texture and composition to
some of those hosting the epithermal Carlin Trend (Nevada) gold deposits. They
are also similar to those at the Santa Gertrudis mine, 30 miles northeast of
Marisol, which produced more than 300,000 ounces of gold from similar
northeast-trending structures between 1991 and 1997.  The
Marisol deposit occurs adjacent to a major southeast-trending structure termed
the "Mojave-Sonora Megashear." The megashear is believed to be a left-lateral
transform fault system that stretches from central Sonora to south-central
California. A number of gold mines are located along this structure, including
La Herridura, the largest producing gold mine in Mexico with reserves of more
than 5 million ounces, and the San Francisco mine, which is 12 miles west of
Marisol with more than a million ounces of combined gold production and
resources.  The
favorable geological environments in Mexico, and Sonora State, in particular,
provide many precious-metals exploration opportunities. Marisol lies in the
Cucurpe Mining District where some 2 million ounces of gold have been produced
primarily from epithermal-type deposits. Current gold resources for the district
are thought to be on the order of 3 million ounces.  We have
formed and registered a wholly owned subsidiary, Minera LSG, S.A. de C.V.
("Minera LSG"), to hold our assets in Mexico.  Pedra de Fogo, Brazil  In
March of 2007, we acquired the Pedra de Fogo gold exploration property in Goias
State, south central Brazil.  The property covers about 45 square miles of
prospective Precambrian age greenstone geologic terrain within a prolific mining
region between two large producing gold mines: Chapada, 30 miles to the east,
and


11


Crixas, 20 miles to the south. Past production and current
resources for both mines total 8.7 million ounces of gold. Our property is
located near the town of Reisopolis and road access is excellent. This
acquisition is consistent with our philosophy to geographically diversify our
gold exploration activities into prospective and politically friendly areas and
to extend our capabilities to conduct field work year-round.  We
acquired the property under a 20-year mining lease agreement with private
prospectors.  The prospectors, both of whom are geologists, also provided
us with a significant technical data package, including geologic,
stream-sediment, and soil-geochemical maps. The property covers strong and
continuous geochemical gold anomalies in stream sediments that we confirmed
through due diligence sampling.  The mine rights consist of a series of
federal claims, or concessions that underlie private property, mainly small
cattle ranches. We have arranged for access permission with the affected ranch
owners in order to carry out our explorations.  2008
Exploration Plans At the
date of this writing, we have yet to secure sufficient financing to accomplish
our planned 2008 drilling activities beyond the current drill program in Mexico.
 We estimate that it would take about five million dollars to complete our
2008 exploration plans for all of our properties in Alaska, Nevada, Mexico and
Brazil, and to sustaining our corporation at current levels. While we believe
that we will be successful in obtaining additional financing, we can not assure
that financing may be obtained on terms acceptable to us or that it will be
obtained within a time frame sufficient to fund 2008 exploration activities. Due
to the limited funds currently available to us, we are taking the necessary
measures to secure, maintain and protect our corporation and its assets until
our financing efforts bear fruit.  These actions may include divesting
ourselves of properties for which contractual exploration costs or claims
maintenance fees could exhaust our available cash.  Broken
Hills West, Nevada In
times of limited cash, exploration priorities must be established. As a result,
no significant exploration activities are currently planned for 2008 on this
property.  The results of the exploration work performed in 2007 will be
further analyzed to determine future exploration activities when sufficient
funds become available. The next stage of evaluation would involve a geophysical
survey incorporating induced potential and ground magnetometry. These activities
would not be planned or undertaken without availability of additional funds to
engage a suitable geophysical contractor to do it. If sufficient funds are not
forthcoming during the first half of 2008, we would take measures to retrench
activities at Broken Hills West which may include finding a joint venture
partner or terminating the mining lease agreement. There are no work commitments
mandated by our lease.  Chandalar,
Alaska We
believe that we accumulated sufficient data during the 2007 placer drilling to
establish that we have a significant and potentially commercial gold deposit
discovery.  We also think that additional drilling of this placer gold
deposit will be needed to set ore reserves and to expand the size of the body of
mineralization. This would take about 300 drill holes over two years,
accumulating to about 60,000 feet of drilling. All exploration activities in
Chandalar are contingent upon successful financing during March and April of
2008.  Because of our inability to secure financing in the Spring of 2008,
the window of opportunity to organize a significant exploration program
involving drilling in Alaska for 2008 has closed. A lesser program of geology
and trenching could be initiated at any time during the coming summer field
season.  Marisol,
Sonora State, Mexico We have
contracted and paid for diamond core drilling currently being performed on the
Marisol property. We are engaged in a 10 to 12 hole 5,000 to 6,000 foot diamond
core drilling program to test the Marisol property for gold deposits that may
occur associated with the fault system. We have identified two subparallel zones
of gold mineralization in the area of old mine workings. These can be traced for
more than 4,000 feet along a NE-SW strike distance. Drilling of this zone
commenced in February, and, to date, four drill holes for 1,791 feet


12


have been completed. Multiple holes are being drilled from each
site in a vertical fan array to define the orientation of the two mineralized
structures. The drilling has encountered broad zones of hydrothermal alteration
(argillic sericite-calcite) and calcite-quartz veinlets of variable density
within the formation of Jura-Cretaceous sedimentary rocks. Multiple intercepts
of narrow quartz veins, which commonly carry high-grade precious metal values on
the surface, are observed in the core.   The drill core is logged and
sampled in the field. A core cutting saw is used to split the core into equal
parts; half of the core is then bagged for assay and shipped to the ALS-Chemex
sample preparation facility in Hermosillo, Mexico (ALS-Chemex maintains ISO
9001:2000 certification at all its facilities). All assay results for the drill
cores are pending.  Our
exploration work has found indications that the zone of gold mineralization may
extend far beyond the old mining area. A planned near-term exploration program
includes geological mapping and rock and soil geochemical sample surveys to
define the limits of mineralization.  If we
are unsuccessful in securing adequate financing, we may be required to suspend
the surface exploration program until sufficient financing can be obtained. If
sufficient funds are not forthcoming during the first half of 2008, we would
take measures to retrench activities at Marisol which may include finding a
joint venture partner or terminating the mining lease agreement.  Pedra
de Fogo By
contract, we are required to perform a minimum of $100,000 in 2008 on
exploration activities on this property to preserve our interest in it. If we
are successful in obtaining financing we may re-energize our exploration plans
to include the outlined mechanized follow-up soil sampling and trenching to
better examine the cause and extent of the gold anomalies we have identified.
Additional areas with similar gold signatures in previous stream-sediment
samples may also be sampled.  If sufficient funds are not forthcoming
during the first half of 2008, we would take measures to retrench activities at
Pedra de Fogo which may include finding a joint venture partner or terminating
the mining lease agreement.       Report
on Chandalar Alluvial Deposit During
March of 2008 we received a draft report, and subsequent to the end of the
quarter, in April 2008 we have received the final report of an independent
conceptual economic scoping study on its alluvial gold deposit discovery in the
Little Squaw Creek drainage located on the Companys wholly owned Chandalar,
Alaska, mining property (see the Companys press releases of March 19, 2008 and
April 30, 2008).  The study concludes gold-bearing gravels contain a
minimum of 216,602 ounces of recoverable gold within a global resource of
243,621 ounces that could be extracted at a cash cost of about $500 per ounce.
We believe the deposit can be substantially expanded through additional drilling
and that an increase in its size would significantly increase mine life and
lower unit costs.  The
table below sets out the resource data.  Little Squaw Creek Alluvial Gold
Deposit ResourcesCategory
Pay bcy­
Ounces of Gold per bcy
Ounces of Gold
Overburden­­
bcy
Total Material
bcy
Strip Ratio
OB/PayMeasured
3,197,376
0.0252
80,524Indicated
5,602,888
0.0243
136,078Subtotal
8,800,264
0.0246
216,602
10,064,960
18,865,224
1.14Inferred
1,232,005
0.0219
27,019Total
10,032,270
0.0243
243,621
8,832,955
18,865,224
0.88 ­bcy = bank cubic yard,
which is the measurement of material in place before excavation. ­­Measured + Indicated with a
45 degree highwall slope and inferred resources included as
interburden.


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The
scoping study was done by an independent licensed mining engineer experienced in
the operation of Alaskan alluvial gold mines. The resource calculations are
based on data from 100 drill holes and were made using the cross sectional
method that is described in detail in the Society for Mining, Metallurgy, and
Exploration, Inc. (SME) Mining Engineering Handbook.  We do
not purport to have a U.S. Securities and Exchange Commission (SEC) Industry
Guide 7 compliant mineral resource.  We do, however, believe that the
quantity of mineralized material as defined in the table qualifies as a Canadian
National Instrument 43-101 compliant resource.  It is
our opinion that we have discovered a commercially viable, industrial-scale
alluvial gold deposit that is geologically unique to Alaska but similar to the
big alluvial gold deposits being mined in neighboring Siberia. We have defined
more than 8 million cubic yards of near-surface pay gravels where we believe we
can gain the economies of scale in a surface bulk-mining operation. This amount
could double as drilling progresses. We believe that this alluvial gold deposit
can be streamlined into production because it does not require the use and
permitting of milling and chemicals in the gold recovery process.  An
open-pit mine plan was prepared based on the measured and indicated portion of
the estimated resources using a conventional drill, blast and haul mining
method. The discounted cash flow (DCF) based on the conceptualized mine plan
generates a positive internal rate of return at the current price of gold. The
mine would produce an average of about 20,000 ounces of gold annually for at
least 10 years.  The
projected cash operating cost of $503 per ounce (4/20/08) is particularly
sensitive to escalating energy prices, which have been greatly responsible for
rising production cost at most mining operations. This production cost compares
favorably to those at other Alaskan gold mines: NovaGolds Rock Creek mine
projected to be $467 per ounce (12/31/07), and Teck Cominco and Sumitomo Metal
Minings Pogo mine operating at $515 per ounce (12/31/07).  We
believe that additional drilling will advance all of the inferred and indicated
resources into measured resources at roughly the same grades indicated in the
table, and will also substantially increase the size of the deposit. The deposit
is open to expansion by drilling in three directions; drilling has also
indicated the existence of a separate, higher-level gold-bearing stream channel
overlying the east side of the known deposit. The possibility exists to double
the sizes of the current resources.  This
order-of-magnitude scoping analysis was prepared to determine the economic
viability of a remote, bulk, open-pit placer mining operation at Chandalar. The
complete report is available to the public on the Companys web site. The study
suggests that the deposit may offer a return on investment at todays gold
price. The author of the report recommends conducting in-fill development
drilling to solidify the inferred resources, to add the inferred resources to
the mine plan, and to conduct a Preliminary Feasibility Study to convert the
measured and indicated resources into proven and probable reserves. These
recommendations are subject to a positive return on the Preliminary Feasibility
Study and DCF and the permitting of the property for legal and economic
extraction. Pending these accomplishments and complete mine permitting, the
surface alluvial gold deposit would then contain SEC Guide 7 compliant reserves.  We are
proceeding with more in-depth engineering studies as we prepare for an
aggressive drilling program which will be financed by a private placement
offering prior to the 2009 summer exploration season. Should we be unsuccessful
in a financing effort the drilling program will of necessity be deferred until
sufficient funds can be raised to fund those drilling operations.


14


Financial
Condition and Liquidity We are an
Exploration Stage company and have incurred losses since our inception.  We
have no recurring source of revenue and our ability to continue as a going
concern is dependant on our ability to raise capital to fund our future
exploration and working capital requirements.  Our plans for the long term
continuation as a going concern include financing our future operations through
sales of our common stock and/or debt and the eventual profitable exploitation
of its mining properties.  With the recent reported success in our
determination of the size an alluvial ore body in the Little Squaw Creek
drainage, we are exploring the economics of beginning a mining operation of our
own to fund ongoing hard rock exploration activities and the needs of our
corporation in general. Our plans may also, at some future point, include the
formation of mining joint ventures with senior mining company partners on
specific mineral properties whereby the joint venture partner would provide the
necessary financing in return for equity in the property.  On
March 31, 2008 we had total liabilities of $1,325,022 and total assets of
$2,276,207.  This compares to total liabilities of $1,296,892 and total
assets of $3,245,800 on December 31, 2007.  As of March 31, 2008, the
Companys liabilities consist of $983,259 convertible debenture, net of
discounts, $20,055 accrued interest, $50,000 for environmental clean up,
$159,000 for stock subscriptions payable, $26,066 for accrued liabilities,
 and $86,642 in outstanding accounts payable.  The increase in
liabilities compared to December 31, 2007 was due to an increase in the
convertible debenture resulting from the continuing amortization of discounts
previously recognized as the debenture moves toward maturity, and an increase in
stock subscriptions payable at the end of March 2008 as we prepared to close on
a private placement early in the second quarter of 2008.  These increases
were offset by a decrease in accounts payable as exploration activities
consummated in the end of 2007 were paid for in 2008.  The decrease in
total assets was due to a decrease in cash as we paid for continuing operations
of the Company during the first quarter without commensurate cash inflows from
financing activities.  Our
principal source of liquidity during the respective three month periods ended
March 31, 2008 and 2007, has been through cash on hand at the beginning of 2008
and equity financing and exercises of warrants associated with previous private
placement activities during the first quarter of 2007, respectively. Financing
activities provided cash of $159,000 and $1,953,757 during the three months
ended March 31, 2008 and 2007, respectively.  We used cash in operating
activities of $967,627 and $592,022 during the three months ended March 31, 2008
and 2007, respectively.  Additionally, we used a total of $15,969 of cash
in investing activities, largely for payment of mining and mineral property
maintenance during the three months ended March 31, 2008, compared to $1,663,600
to purchase $1,000,000 of short-term investments and $663,600 to purchase
equipment during the three months ended March 31, 2007.  During
the quarter ended March 31, 2008, we issued 26,400 shares of common stock to an
investor relations firm for associated expense of $21,912 recorded in Other
general and administrative expense.  Exploration costs for calendar 2008 are expected to be well off of
the pace of calendar 2007, which totaled $3.8 million. We were unable to attract
capital funding during the first quarter of 2008 sufficient to plan and execute
similar significant exploration activities during 2008.  On April 8, 2008,
subsequent to the end of the quarter, we closed on a private placement of
approximately $583,000, but this is only sufficient to maintain the critical
operating activities of the Company until additional financing can be obtained.
While we are continuing to take action to attract additional funding, we
anticipate that, due to the short window of opportunity to prepare for the
summer exploration season at our Chandalar property, our activities there will
be limited to those that can be executed without significant supply or equipment
shipments and may be limited to caretaking activities until additional funding
can be obtained. Until additional funding can be secured, management has planned
and initiated a spending reduction plan which will result in lower operating
costs and may include disposition of some mining properties as we continue to
establish the priorities of spending in an environment of limited cash
resources.


15


We believe that we currently have sufficient cash for company
operations until approximately October 2008. To assure the continuing operations
of the Company, we will need to raise additional funds through debt or equity.
We can not assure you that we will be successful at attracting capital or debt
on terms acceptable to us.  Convertible Debenture   On November 21, 2008, the 6% Convertible Debenture in the
principal amount of $1,000,000 matures.  At the inception, the debenture
had a detached 2,500,000 Class A Warrant. The Debenture is convertible into
shares of Common Stock, $0.10 par value, at $0.20 per share, subject to certain
adjustments.  The Warrant was exercised on March 8, 2007, to acquire
2,500,000 common shares at an exercise price of $0.30 per share.  The
Convertible Debenture is transferable. The 6% Convertible Debenture contains a
mandatory conversion provision which grants us, at our option, the ability to
force conversion of the Debenture in whole or in part, subject to a 9.99%
limitation of outstanding shares ownership provision, if the market price of our
common stock is sustained at or above $0.50 per share for five (5) consecutive
trading days.  The holder, RAB Special Situations Fund Limited, currently
holds approximately 2,577,096 shares, or approximately 7% of the outstanding
shares of the Company.  Due to the 9.99% limitation, we do not have the
contractual ability to convert the entire debenture into common stock, and
unless additional funds can be attracted through a private placement, we will
not have the cash resources to pay the remaining obligation in cash.  We
have entered into discussions with the holder to extend the due date of the
debenture for some period to provide for the ability to pay or convert the
debenture at some future date.  We can not assure you that we will be
successful in negotiating extended terms for the debenture.  Subsequent
Events  On
April 8, 2008, we closed a private placement of 971,666 Units, at a price of
$0.60 per unit, each unit consisting of one share of our common stock and one
half of a two-year Class D warrant to purchase a share of common stock at an
exercise price of $0.85 for each full share in the first year and $1.25 for each
full share in the second year.  We net proceeds of $582,987 in connection
with the private placement. We granted registration rights to the investors.  At a
meeting of shareholders on May 5, 2008, the shareholders approved the 2008
Equity Incentive Plan (the "2008 Plan").  The 2008 Plan authorizes the
issuance of up to 5,400,000 shares of common stock which includes the 1,200,000
shares reserved for issuance under the Little Squaw Mining Company Restated 2003
Share Incentive Plan (the "Current Plan"), subject to adjustment.  As in
the Current Plan, the 2008 Plan permits the grant of incentive stock options,
nonqualified stock options, restricted stock or restricted stock units and stock
appreciation rights.  Also at
that meeting, shareholders approved a change in the name of the Company to
Goldrich Mining Company.  Off-Balance Sheet Arrangements  None.   Item 4. Controls
and Procedures  Evaluation of Disclosure Controls and Procedures  At the
end of the period covered by this report, an evaluation was carried out under
the supervision of, and with the participation of, the Companys management,
including the President and Chief Financial Officer, of the effectiveness of the
design and operation of the Companys disclosure controls and procedures (as
defined in


16


Rule 13a  15(e) and Rule 15d  15(e) of the Securities and
Exchange Act of 1934, as amended).  Based on that evaluation, the President
and Chief Financial Officer have concluded that as of the end of the period
covered by this report, the Companys disclosure controls and procedures were
adequately designed and effective in ensuring that information required to be
disclosed by the Company in its reports that it files or submits to the SEC
under the Exchange Act, is recorded, processed, summarized and reported within
the time period specified in applicable rules and forms.  Our
President and Chief Financial Officer have also determined that the disclosure
controls and procedures are effective to ensure that material information
required to be disclosed in our reports filed under the Exchange Act is
accumulated and communicated to our management, including the Companys
President and Chief Financial Officer, to allow for accurate required disclosure
to be made on a timely basis.  Changes in internal controls over financial reporting  During
the period covered by this report, there have been no changes in the Companys
internal control over financial reporting that have materially affected, or are
reasonably likely to materially affect, the Companys internal control over
financial reporting.   PART
II  OTHER INFORMATION  Item 2.
 Unregistered Sales Of Equity Securities And Use Of Proceeds  During
the quarter ended March 31, 2008, we issued 26,400 shares of common stock to an
investor relations firm for associated expense of $21,912 recorded in Other
general and administrative expense. The Registrant believes that the issuance of
these shares of common stock was exempt from registration pursuant to Section 4
(2) of the Securities Act of 1933.   Item 5.
 Other Information  The
Company's Corporate Governance and Nominating Committee adopted a charter
on May 7, 2007.  This Charter contains Corporate Governance Guidelines and
is available for review at the Company's website at
www.littlesquawgold.com.  The Charter does not include a policy with regard
to consideration of director candidates recommended by shareholders. 
Additional information is presented in the Proxy Statement filed on April 15,
2008 in the section entitled Corporate Governance; that information is
incorporated by reference.   Item 6.
 Exhibits  Exhibit
31.1 Certification
of Richard R. Walters, President and Principal Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.  Exhibit
31.2 Certification
of Ted R. Sharp, Chief Financial Officer and Principal Financial Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Exhibit
32.1 Certification
of Richard R. Walters, President and Principal Executive Officer, pursuant to 18
U.S.C. 1350.  Exhibit
32.2 Certification
of Ted R. Sharp, Chief Financial Officer and Principal Financial Officer,
pursuant to 18 U.S.C. 1350.


17


SIGNATURES  In
accordance with Section 12 of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.  Date:
 May 14, 2008   LITTLE SQUAW GOLD MINING COMPANY   By /s/  Richard R. Walters  Richard R. Walters, President     In
accordance with Section 12 of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.   Date:
 May 14, 2008  LITTLE SQUAW GOLD MINING COMPANY  By    /s/ Ted R.. Sharp  Ted R. Sharp, Chief Financial Officer


18