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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended December 31, 2010

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

For the transition period _________________ to
_________________

Commission file number 000-28837

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

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

89 Appleberg Road, Kellogg, Idaho 83837(Address of principal executive offices) (zip code)

(208) 783-3331Registrants telephone
number, including area code

Securities registered under Section 12(b) of the Exchange Act:
None

Securities registered under Section 12(g) of the Exchange Act:
Common Stock, No par value per share

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ 
 ]     No [X]

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ 
 ]     No [X ]

Indicate by check mark 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 [X]     No
[   ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate website, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).

Indicate by check mark if disclosure of delinquent filers in
response to Item 405 of Regulation S-K is not contained herein, and no
disclosure will be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K. [X]

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

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

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

The aggregate market value of the voting stock held by
non-affiliates of the registrant, based on the average of the bid and ask prices
on June 30, 2010 was $7,064,000.

On March 1, 2011 there were 45,022,862 shares of the
registrants Common Stock outstanding.

1

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TABLE OF CONTENTS

|Glossary of Significant Mining Terms | 3                                                                                                   
|------------------------------------ | ----------------------------------------------------------------------------------------------------
|                                     |                                                                                                     
|                                     | PART I                                                                                              
|                                     |                                                                                                     
|Item 1.                              | Description of the Business                                                                         
|Item 2.                              | Description of Properties                                                                           
|Item 3                               | Legal Proceedings                                                                                   
|Item 4.                              | Removed and Reserved                                                                                
|                                     |                                                                                                     
|                                     | PART II                                                                                             
|                                     |                                                                                                     
|Item 5.                              | Market for Common Equity and Related Stockholder
      Matters                                      
|Item 6.                              | Selected Financial Data                                                                             
|Item 7.                              | Management's Discussion and Analysis of
      Financial Condition and Results of Operations         
|Item 7A.                             | Quantitative and Qualitative Disclosures about Market Risk                                          
|Item 8.                              | Financial Statements                                                                                
|Item 9                               | Changes In and Disagreements With Accountants on Accounting
      and Financial Disclosure          
|Item 9A                              | Controls and Procedures                                                                             
|Item 9B                              | Other Information                                                                                   
|                                     |                                                                                                     
|                                     | PART III                                                                                            
|                                     |                                                                                                     
|Item 10.                             | Directors, Executive Officers, and Corporate Governance                                             
|Item 11.                             | Executive Compensation                                                                              
|Item 12.                             | Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters
|Item 13.                             | Certain Relationships and Related Transactions,
      and Director Independence                     
|Item 14.                             | Principal Accountant Fees and Services                                                              
|                                     |                                                                                                     
|                                     | PART IV                                                                                             
|                                     |                                                                                                     
|Item 15.                             | Exhibits                                                                                            
|                                     |                                                                                                     
|**Signatures**                       | 44                                                                                                  
|                                     |                                                                                                     
|**Certifications**                   | 45                                                                                                  

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GLOSSARY OF SIGNIFICANT MINING TERMS

Ag-Silver.

Au-Gold.

Alluvial-Adjectivally used to identify minerals deposited over
time by moving water.

Argillites-Metamorphic rock containing clay minerals.

Arsenopyrite-An iron-arsenic sulfide. Common constituent of
gold mineralization.

Ball Mill-A large rotating cylinder usually filled to about 45%
of its total volume with steel grinding balls. The mill rotates and crushed rock
is fed into one end and discharged through the other. The rock is pulverized
into small particles by the cascading and grinding action of the balls.

Bedrock-Solid rock underlying overburden.

Cu-Copper.

CIL-A standard gold recovery process involving the leaching
with cyanide in agitated tanks with activated carbon. CIL means
"carbon-in-leach."

Crosscut-A nominally horizontal tunnel, generally driven at
right angles to the strike of a vein.

Dip-Angle made by an inclined surface with the horizontal,
measured perpendicular to strike.

Deposit-A mineral deposit is a mineralized body which has been
intersected by sufficient closely-spaced drill holes or underground sampling to
support sufficient tonnage and average grade(s) of metal(s) to warrant further
exploration or development activities.

Development Stage-As defined by the SEC-includes all issuers
engaged in the preparation of an established commercially mineable deposit
(reserves) for its extraction which are not in the production stage.

Drift-A horizontal mine opening driven on the vein. Driving is
a term used to describe the excavation of a tunnel.

Exploration Stage-As defined by the SEC-includes all issuers
engaged in the search for mineral deposits (reserves) which are not in either
the development or production stage.

Fault-A fracture in the earth's crust accompanied by a
displacement of one side of the fracture with respect to the other and in a
direction parallel to the fracture.

Flotation-A physiochemical process for the separation of finely
divided solids from one another. Separation of these (dissimilar) discrete
solids from each other is affected by the selective attachment of the particle
surface to gas bubbles.

GPT-grams per metric tonne.

Galena-A lead sulfide mineral. The most important lead mineral
in the Coeur d'Alene Mining District.

Grade-A term used to assign the concentration of metals per
unit weight of ore. An example-ounces of gold per ton of ore (opt). One troy
ounce per short ton is 34.28 parts per million or 34.28 grams per metric tonne.

Mill-A general term used to denote a mineral processing plant.

Mineralization-The presence of minerals in a specific area or
geologic formation.

Net Smelter Royalty-A royalty, usually paid to a mineral claim
owner, that is a percentage of the proceeds from the sale of metal-bearing
concentrate or metal to a smelter or refinery. Also known as an NSR, the cost of
smelting, refining, and transport to the smelter is deducted before the royalty
is applied. However, the cost of mining and milling is not deducted. Typical net
smelter royalty rates are from 1% to 5%.

Ore-A mineral or aggregate of minerals which can be mined and
treated at a profit. A large quantity of ore which is surrounded by waste or
sub-ore material is called an orebody.

Patented Claim-A mineral claim where the title has been
obtained from the U.S. federal government through the patent process of the 1872
Mining Law. The owner of the patented claim is granted title to the surface and
mineral rights.

Production Stage-As defined by the SEC-includes all issuers
engaged in the exploitation of a mineral deposit (reserve).

Pyrite-An iron sulfide. A common mineral associated with gold
mineralization.

Quartz-Crystalline silica (SiO2). An important
rock-forming and gangue material in gold veins.

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Quartzites-Metamorphic rock containing quartz.

Raise-An underground opening driven upward, generally on the
vein.

Ramp-An underground opening usually driven downward, but not
always, to provide access to an orebody for rubber-tired equipment such as
loaders and trucks. Typically ramps are inclined at about a 15% grade.

Reserves-That part of a mineral deposit which could be
economically and legally extracted or produced at the time of the reserve
determination. Reserves are subcategorized as either proven (measured) reserves,
for which (a) quantity is computed from dimensions revealed in outcrops,
trenches, workings, or drill holes, and grade and/or quality are computed from
the results of detailed sampling, and (b) the sites for inspection, sampling,
and measurement are spaced so closely and geologic character is so well defined
that size, shape, depth, and mineral content are well-established; or probable
(indicated) reserves, for which quantity and grade and/or quality are computed
from information similar to that used for proven (measured) reserves, yet the
sites for inspection, sampling and measurement are farther apart.

Stope-An underground void created by the mining of ore.

Strike-The bearing or azimuth of the line created by the
intersection of a horizontal plane with an inclined rock strata, vein or body.

Tellurium-Relatively rare chemical element found with gold and silver which can
  form minerals known as tellurides.

Tetrahedrite-Sulfosalt mineral containing
  copper, antimony, and silver.

Vein-A zone or body of mineralized rock lying within boundaries
separating it from neighboring wallrock. A mineralized zone having a more or
less regular development in length, width and depth to give it a tabular form
and commonly inclined at a considerable angle to the horizontal.

Unpatented Claim-A mineral claim staked on United States Public
Domain (USPD) that is open for mineral entry. Unpatented lode claims can be no
more than 1,500 feet long by 600 feet wide. The claimant owns the mineral
rights, but does not own the surface which is USPD. Any exploration or mining on
the claim must first be submitted in a plan of operations (POO) for approval to
the appropriate federal land management entity.

Wallrock-Usually barren rock surrounding a vein.

PART I

ITEM 1.

DESCRIPTION OF THE BUSINESS

BUSINESS DEVELOPMENT

With the exception of historical matters, the matters discussed
in this report are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 and involve risks and uncertainties
that could cause actual results to differ materially from projections or
estimates contained herein. Such forward-looking statements include statements
regarding planned levels of exploration and other expenditures, anticipated mine
lives, timing of production and schedules for development and permitting.
Factors that could cause actual results to differ materially include, among
others, metals price volatility, permitting delays, and the Companys ability to
secure funding. Most of these factors are beyond the Companys ability to
predict or control. The Company disclaims any obligation to update any
forward-looking statement made herein. Readers are cautioned not to put undue
reliance on forward-looking statements.

Form and Year of OrganizationNew
Jersey Mining Company (the Company or NJMC) is a corporation organized under
the laws of the State of Idaho on July 18, 1996. The Company was dormant until
December 31, 1996, when all of the assets and liabilities of the New Jersey
Joint Venture (a partnership) were transferred to the Company in exchange for
10,000,000 shares of common stock. The New Jersey Joint Venture, a partnership,
was formed in 1994 to develop the New Jersey mine.

Any Bankruptcy, Receivership or Similar
ProceedingsThere have been no bankruptcy, receivership, or
similar proceedings.

Any Material Reclassification, Merger, Consolidation, or
Purchase or Sale of a Significant Amount of Assets Not in the
OrdinaryCourse of Business.There have
been no material reclassifications, mergers, consolidations, purchases, or sales
for the past three years.

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BUSINESS OF THE COMPANY

General Description of the BusinessThe Company is involved in exploring for and developing gold, silver,
and base metal ore resources in the Pacific Northwest of the USA. The Company
has a portfolio of mineral properties including: the Golden Chest mine, the
Niagara copper silver-deposit, the New Jersey mill, the Silver Strand mine, the
Toboggan exploration project, and several other exploration prospects.

The Company is executing a strategy of mineral exploration that
is focused on the Belt Basin area of northern Idaho and western Montana. See
Location Map. The Company is primarily focused on gold with silver and base
metals of secondary emphasis. The Company modified its strategy in 2010. The
former strategy was to conduct exploration for gold, silver and base metal
deposits in the greater Coeur dAlene Mining District of northern Idaho while
concurrently conducting mining and mineral processing operations on ore reserves
it has located on its exploration properties. The new strategy now de-emphasizes
the generation of cash by mining and milling and emphasizes the exploration of
its properties in order to increase the amount of reserves before making a
production decision. The new financial strategy involves forming joint ventures
with partners who contribute cash to earn their interest. The strategy includes
finding and developing ore reserves of significant quality and quantity to
justify investment in mining and mineral processing facilities.

The new strategy is less reliant on private placements of
common stock with qualified investors, though, the Companys exploration and
development progress is still dependant on securing financing in one form or
another.

Competitive Business ConditionsThe
Company competes on several different fronts within the minerals exploration
industry. The Company competes with other junior mining companies for the
capital necessary to sustain its exploration and development programs. Recently,
the Company has been successful in completing two joint ventures, one at the
Golden Chest mine and the other to expand the throughput capacity of its New
Jersey mill.

We also compete with other mining companies for exploration
properties especially for gold properties in the Coeur dAlene mining district.

The Company also competes for skilled labor within the mining
industry.

We are also subject to the risks inherent to the mineral
industry. The primary risk of mineral exploration is the low probability of
finding a major deposit of ore. We attempt to mitigate this risk by focusing our
efforts in an area already known to host ore deposits, and also by acquiring
properties we believe have the geologic and technical merits to host potentially
economic mineralization. Another significant risk is the price of metals such as
gold and silver. If the prices of these metals were to fall substantially, it
would, most likely, lead to a loss of investor interest in the mineral
exploration sector which would make it more difficult to raise the capital
necessary to move our exploration and development plans forward.

Effect of Existing or Probable Governmental Regulations
on the BusinessOur business is subject to extensive federal,
state and local laws and regulations governing development, production, labor
standards, occupational health, waste disposal, use of toxic substances,
environmental regulations, mine safety and other matters. The Company is subject
to potential risks and liabilities occurring as a result of mineral exploration
and production. Insurance against environmental risk (including potential
liability for pollution or other hazards as a result of the disposal of waste
products occurring from exploration and production) is not generally available
to the Company (or to other companies in the minerals industry) at a reasonable
price. To the extent that the Company becomes subject to environmental
liabilities, the satisfaction of any such liabilities would reduce funds
otherwise available to the Company and could have a material adverse effect on
the Company. Laws and regulations intended to ensure the protection of the
environment are constantly changing, and are generally becoming more
restrictive.

All operating and exploration plans have been made in
consideration of existing governmental regulations. Regulations that most affect
operations are related to surface water quality and access to public lands. An
approved plan of operations (POO) and a financial bond are usually required
before exploration or mining activities can be conducted on public land that is
administered by the United States Bureau of Land Management (BLM) or United
States Forest Service (USFS).

The New Jersey mine, the Silver Strand mine, and the Golden
Chest properties are part of the expanded Bunker Hill Superfund Site. Current
plans for expanded cleanup do not include any of our mines. There is no known
evidence that previous operations at the New Jersey mine prior to 1910 caused
any groundwater or stream pollution or discharged any tailings into the South
Fork of the Coeur d'Alene River; however, such evidence could be uncovered. The
nature of the risk would probably be to clean up or cover old mine tailings that
may have washed downstream from upstream mining operations. No mineral
processing operations were ever conducted at the Silver Strand mine and current
water sampling data has not indicated any pollution. There are no mineral
processing tailings deposits at the Golden Chest mine. However, at least two old
adits have small water discharges. The Company could conceivably be required to
conduct cleanup operations at its own expense, however, the Environmental
Protection Agencys (EPA) Record of Decision for the Bunker Hill Mining and
Metallurgical Complex Operating Unit 3 does not include any cleanup activities
at the Companys mines. Recently, the EPA has proposed a new cleanup plan that
greatly increases the number of historic mine sites to be reclaimed, however,
the plan has not been approved. NJMC has not received any notifications that it
could be liable for any environmental cleanup.

Estimate of the Amount Spent on Exploration for the Last
Two YearsDuring the years ending December 31, 2010 and 2009,
we have spent $158,223 and $80,733, respectively, on exploration activities.

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Costs and Effects of Compliance with Environmental Laws
(Federal, State and Local)No major Federal permits are
required for the New Jersey mine because most operations are on private land and
there are no process discharges to surface waters. Any exploration program
conducted by the Company on unpatented mining claims, usually administered by
the BLM or USFS, requires a POO to be submitted. Our exploration programs can be
delayed for significant periods of time (one to two years) because of the slow
permitting process applied by the USFS. We believe the USFS permitting delays
are caused by insufficient manpower, complicated regulations, misplaced
priorities, and sympathy for environmental groups who oppose all mining
projects.

As an example, the Company submitted a POO to the USFS in April
2003 for a seasonal, underground mining operation at the Silver Strand mine. The
USFS conducted an Environmental Assessment (EA) of the plan and requested public
comments on the EA in September 2004. In June 2005, the USFS issued a final
Decision Notice and Finding of No Significant Impact which essentially approved
the Companys POO, but with 26 stipulations. The stipulations cover various
aspects of the plan including, but not limited to, the operating season, public
access through the site, water quality monitoring, development rock monitoring,
slope stability monitoring, and reclamation standards. In August 2006, both the
USFS and the Company signed the final operating plan or Decision Notice. The
Company posted a reclamation bond of $119,725 in June of 2007 to begin
operations at the Silver Strand. An additional bond of $32,075 is due once
haulage of ore from the mine commences which gives a total bond of $151,800 for
the planned project. Permit compliance activities at the Silver Strand are
expected to cost about $3,500 per year.

The Company is also subject to the rules of the U.S. Department
of Labor, Mine Safety and Health Administration (MSHA) for the New Jersey and
Golden Chest operations. When an underground mine or mill is operating, MSHA
performs a series of regular quarterly inspections to verify compliance with
mine safety laws, and can assess financial penalties for violations of MSHA
regulations. A typical mine citation order for a violation that is not
significant or substantial is about $200.

The New Jersey mine has two important State of Idaho permits.
The first is an Idaho Cyanidation Permit and the second is a reclamation plan
for surface mining operations. No permit is required for the current flotation
process as there is no discharge of water to surface waters and the tailings
impoundments are less than 30 feet high from toe to crest. An Idaho cyanidation
permit was granted October 10, 1995 [No. CN-000027]. Construction of the
Concentrate Leach Plant (CLP) at the New Jersey mine was completed in November
of 2007. The Idaho Cyanidation permit requires monthly surface water and
quarterly groundwater monitoring during the operation of the CLP. It is
estimated that water monitoring cost associated with operating the CLP will be
approximately $6,000 per year.

A surface mining reclamation plan for the New Jersey mine was
approved by the Idaho State Department of Lands in 1993. The plan calls for
grading of steep fill slopes and planting of vegetation on the area disturbed by
the open pit mine. An annual reclamation fee of $133 is paid to the Idaho
Department of Lands for surface disturbance associated with the New Jersey mine
open pit. The Company has estimated its costs to reclaim the New Jersey mine
site to be $21,000.

When the Company plans an exploration drilling program on
public lands, it must submit a POO to either the BLM or USFS. Compilation of the
plan can take several days of professional time and a reclamation bond is
usually required to start drilling once the plan is approved. Bond costs vary
directly with surface disturbance area, but a small, single set-up drilling
program usually requires a bond amount of about $5,000. If a plan requires road
building, the bond amount can increase significantly. Upon completion of site
reclamation and approval by the managing agency, the bond amount is returned to
the Company.

Pursuant to Section 1503(a) of the recently enacted Dodd-Frank
Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act), issuers
that are operators, or that have a subsidiary that is an operator, of a coal or
other mine in the United States are required to disclose in their periodic
reports filed with the SEC information regarding specified health and safety
violations, orders and citations, related assessments and legal actions, and
mining-related fatalities. During the fiscal year ended December 31, 2010, the
Company had 3 such specified health and safety violations, orders or citations,
remedied during the 2010 year, which resulted in $508 in penalties being
remitted to the Mine Safety and Health Administration. There were no legal
actions, mining-related fatalities, or similar events in relation to the
Companys United States operations requiring disclosure pursuant to Section
1503(a) of the Dodd-Frank Act.

The Company complies with local building codes and ordinances
as required by law.

Number of Total Employees and Number of Full Time
EmployeesThe Company's total number of employees is 12
including President Fred Brackebusch and Vice President Grant Brackebusch.

REPORTS TO SECURITY HOLDERS

The Company is not required to deliver an annual report to
shareholders, however, it plans to deliver an annual report to shareholders in
2011. The annual report will contain audited financial statements. The Company
may also rely on the Internet to deliver annual reports to shareholders.

The Company filed a Form 10-SB with the Securities and Exchange
Commission on January 11, 2000. The filing became effective on January 27, 2000.
The Company has filed the required annual 10K reports, quarterly 10-Q reports,
and 8-K reports since that time.

The public may read a copy of any materials the Company files
with the SEC at the SEC's Public Reference Room at 100 F Street, NE.,
Washington, D.C. 20549, on official business days during the hours of 10 a.m. to
3 p.m. The public may obtain information on the operation of the Public
Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an
Internet site (http://www.sec.gov) that
contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the Commission and SEC.

The Company maintains a website where recent press releases and
other information can be found. A link to the Companys filings with the SEC is
provided on the Companys website-www.newjerseymining.com.

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ITEM 2.

DESCRIPTION OF PROPERTIES



Figure 1 - Project Location Map NEW JERSEY MINE

LocationThe New Jersey mine is an
underground mine and mill complex located four kilometers east of Kellogg,
Idaho, in the Coeur d'Alene Mining District. The property includes the gold
bearing Coleman vein system, a base metal Sullivan-type prospect known as the
Enterprise, and another gold prospect called the Scotch Thistle. The mine is
adjacent to U.S. Interstate 90 and is easily accessed by local roads throughout
the entire year. Three phase electrical power is supplied to the New Jersey mill
by Avista Utilities. The area is underlain by argillites and quartzites of the
Prichard Formation [member of Belt Supergroup] which commonly hosts gold
mineralization.

Mineral PropertyThe Company owns 62
acres of patented mining claims, mineral rights to 108 acres of fee land, and
approximately 130 acres of unpatented mining claims. The unpatented claims are
on federal land administered by the BLM. The Coleman pit and the current
underground workings are located on the patented mining claims wholly owned by
the Company.

Mineral LeasesA mineral lease from
William Zanetti in the New Jersey mill area contains about 60 acres. The lease
provides for the Company's exploration, development and mining of minerals on
fee land through October 2008 and thereafter as long as mining operations are
deemed continuous. The lessor may terminate the lease upon the Company's failure
to perform under the terms of the lease. The land covered by this lease was
purchased and the lease was terminated in January of 2011. Please see Note 13 to
Financial Statements, Subsequent Events.

A second mineral lease, known as the Grenfel lease, with Mine
Systems Design, Inc. (MSD) covers the mineral rights to 68 acres located north
of the New Jersey mine area. The lease has a fifteen year term and thereafter so
long as mining operations are deemed continuous. The lessor may terminate the
lease upon the Company's failure to perform under the terms of the lease. A 3%
net smelter return (NSR) royalty will be paid to the lessor if production is
achieved. However, the NSR royalty shall not exceed 10% of the net proceeds,
except the NSR royalty shall not be less than 1%. No advance royalties or other
advance payments are required by this lease.

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HistoryThere are at least 14 gold
prospects in or near the New Jersey mine area. In the late 1800s and early
1900s more than 2,500 feet of development workings including drifts, crosscuts,
shafts, and raises, were driven by the New Jersey Mining and Milling Company (an
unrelated company) to develop the Coleman vein and the northwest branch of the
Coleman vein. A 10 stamp gravity mill was built and operated for a short period.

Present Condition and Work Completed on the
PropertyA 100 tonne per day flotation mill has been built
and commissioned on the New Jersey mine property. A six foot by six foot ball
mill is used to grind crushed ore. The crushing plant and grinding circuit were
built in 1996, and the flotation circuit was built in 2004. Construction of a
Concentrate Leach Plant CLP was started in mid-2006, and was completed in
November of 2007. The CLP plant uses cyanidation and direct electro-winning to
produce a gold-silver dore from gold-bearing pyrite concentrates. Based on
leach cycles for the Golden Chest pyrite concentrate, the capacity of the leach
plant is about 10 tonnes per day.

Since 2001, the Company has drilled 14 holes for a total of
1,765 meters to explore the Coleman vein and associated zones of gold
mineralization. The drilling confirmed the continuity of the Coleman vein system
and discovered a broad zone of low grade (0.70 gpt gold) gold mineralization
known as the Grenfel zone. Ore reserves on the Coleman vein were not increased
as the drilling was too widely spaced to meet the criteria for a reserve
calculation. The best intercept was in DDH02-02 which assayed 2.76 gpt gold over
12.5 meters including 2.5 meters of 6.80 gpt gold. In 2008, about 400 meters of
drilling was completed at the Scotch Thistle gold prospect revealing areas of
silica enrichment and alteration, but no economic intervals of gold
mineralization.

In 2008, the Company completed an underground exploration
program of drifting on the Coleman vein on the 740 level. A total of 84 meters
of drifting were completed with 20 meters of that on the vein before it was
displaced by a fault. No exploration or development work was completed by the
Company in 2009. In 2010, a raise was driven upward on the 740 level to explore
a narrow high-grade vein that crosscut the main Coleman vein at nearly a right
angle. This raise was driven about 12 meters vertically and produced 367 dry
tonnes for the New Jersey mill that assayed 2.68 gpt gold.

As of December 31, 2010, the Company had a capital cost of
$1,143,511 associated with the mineral processing plant and a capitalized
development plus investment cost of $604,792 associated with the mine.

Exploration PlansThere are currently
no plans for exploration or mining at the New Jersey mine property.

Geology and ReservesThe description
of the geology of the New Jersey mine and the calculation of mineral resources
have been completed by the Company. The description of the geology of the area
can be verified from third party published reports by the U.S. Geological Survey
and unpublished reports by Oscar Hershey, former Coeur d'Alene District
geologist. The Company is solely responsible for the reserve calculations.

GeologyThe Prichard Formation, which
is 25,000 feet in thickness, underlies the New Jersey mine area which is
adjacent to and north of the major Osburn fault. The Prichard Formation is
divided into nine rock units of alternating argillites, siltites, and
quartzites, and the units exposed in the New Jersey mine area appear to belong
to the lower members. Gold mineralization is associated with sulfide-bearing
quartz veins which cut the bedding in Prichard argillite and quartzite.
Associated sulfides are pyrite, arsenopyrite, chalcopyrite, low-silver
tennatite, galena, and sphalerite.

ReservesThe reserves at the New
Jersey mine, as of this date, are those contained in an underground mine plan.
The designed stope block extends from the surface to the Keyhole Tunnel level.
Grade estimation for the block is based upon calculated head grades from
production from the Coleman vein over the past two years.

Underground Mine (Proven & Probable)

|Ore Block | Metric Tonnes | Gold Grade (grams per tonne) | Ounces (gold)
|--------- | ------------- | ---------------------------- | -------------
|Total     | 51,604        | 3.20                         | 5,310        

The reserve tonnage is diluted. That is, the expected dilution
from underground mining is accounted for in the grade and tonnage of the reserve
block. The ounces stated in the above table are contained ounces. The cutoff
grade used was 1.5 grams/tonne gold. The cutoff grade is based on historical
costs of underground mining on the Coleman vein with a flotation processing
plant recovering 85% of the gold. Gold prices used are based upon a three year
average or $32.89/gram ($1,022.95/troy ounce). Proven and probable reserves are
combined as they cannot be readily separated.

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SILVER STRAND MINE

LocationThe Silver Strand mine is an
underground mine located in Kootenai County, Idaho, about 20 kilometers
east-northeast of Coeur d'Alene, Idaho. It is situated on Lone Cabin Creek, a
tributary of Burnt Cabin Creek and of the Little North Fork Coeur d'Alene River.
Primary access is from Coeur d'Alene via paved and dirt roads from Fernan Lake
to Lone Cabin Creek.

Mineral PropertyThe Company's Silver
Strand mine consists of fifteen unpatented lode claims wholly owned by the
Company. The claims are on public lands administered by the U.S. Forest Service.
The claims were acquired from Trend Mining Company pursuant to a purchase
agreement dated July 14, 2000. Mine Systems Design, Inc. assumed Trends royalty
on the Silver Strand claims in July 2001. The royalty is a 1.5% NSR capped at
$50,000 after which the NSR royalty decreases to 0.5% .

HistoryThe Silver Strand deposit was
discovered during nearby logging activity during the 1960's and mined during the
1970's and 1980's for siliceous smelter flux. Production was 13,752 tons grading
0.093 ounces per ton gold (3.19 gpt), 9.6 ounces per ton silver (329 gpt) and
87.1% silica. The mining operation was shut down when the ASARCO Tacoma smelter
closed in the early 1980's. Previous owner/operators include Silver Strand
Mining Company, Silver Trend Mining Company, and Trend Mining Company. Mine
Systems Design, Inc. (MSD) had an exploration agreement with Silver Trend Mining
Company that was terminated in 1997. During the term of that lease, MSD made an
agreement with U.S. Bureau of Mines (USBM), Spokane Research Center to conduct a
mining research project at the Silver Strand mine. The USBM monitored water
quality and flows from the mine, maintained the underground openings, and
conducted some diamond drilling.

Present Condition and Work Completed on the
PropertyDuring 2002, the Company completed an exploration
drilling program which was successful in extending the ore shoot below the No. 3
Level. Given the successful drilling results, the Company initiated the
environmental permitting process for a 1,000 tonne per month seasonal,
underground mining operation. In April 2003, the Company submitted a POO to the
USFS. In June 2005, the USFS affirmed their original Finding of No Significant
Impact with respect to the Companys POO after an environmental group appealed
their earlier decision. In August 2006, both the USFS and the Company signed the
final operating plan or Decision Notice.

In May of 2007, the Company posted a reclamation bond of
$119,725 in order to begin work at the Silver Strand. Work completed at the
Silver Strand in 2008 included the completion of the new No. 3 portal. In 2009
no work was completed except for required environmental monitoring. In 2010, the
Company started mining operations at the Silver Strand, but mining was suspended
after poor metallurgical recoveries were experienced leaching the concentrate in
the concentrate leach plant. The concentrate leaching problem was later resolved
by laboratory testwork. A total of 112 tonnes were processed at the mill. No
surface infrastructure presently exists at the Silver Strand. There is no energy
available at the site, and electrical energy requirements are satisfied with an
on-site generator.

As of December 31, 2010, the Company had a capitalized
development plus investment cost of $152,576 associated with the Silver Strand
mine.

Exploration and Development PlansThe
Company plans to sell its interest in the Silver Strand mine and focus its
efforts on the Golden Chest mine.

Geology and ReservesCompany
geologists have completed the description of the geology of the Silver Strand
mine. Reserve calculations were completed by the Companys geologists and
engineers. Verification of the areas geology can be found from third party
published reports by Alfred L. Anderson of the Idaho Bureau of Mines and Geology
(Pamphlet 53).

GeologyThe upper part of the Revett
Formation outcrops at the mine. The upper Revett member contains alternating
sequences of quartzite and siltite-argillite. Beds dip shallowly to moderately
to the north (30 to 50 degrees). Alfred L. Anderson of the Idaho Bureau of Mines
and Geology mapped the geology and discussed the mineral resources of Kootenai
County in 1940 (Pamphlet 53). There are no large intrusive rock bodies near the
Silver Strand mine except for a diabase dike which has intruded the Silver
Strand mineralized zone. The Burnt Cabin fault is the major geologic structure
near the Silver Strand mine.

The Silver Strand orebody consists of a nearly-vertical,
silicified (quartz) replacement zone which cuts the flat to moderately dipping
Revett beds. The zone is not a fissure-filling vein. The boundaries and shape of
the silicified zone were determined to some extent by a 1997 diamond drilling
program completed by a previous operator. The sulfide ore mined to date appears
to be enclosed within the quartz zone. The ore is black and very fine-grained.
Sulfide minerals are not easy to identify because of the fine-grained texture.
Minerals observed by microscopic study during metallurgical tests include:
pyrite, tetrahedrite, tennantite, sphalerite, arsenopyrite and stibnite.

ReservesOre grades and dimensions of
the reserve blocks are based on chip sampling of the vein underground and
diamond drilling. Reserves were calculated using a gold equivalent cutoff grade
of 5 grams per tonne gold and a minimum mining width of 1.5 meters. The cutoff
grade is based on historical and estimated costs of a 1,000 tonne/month
underground mining operation, hauling ore to the Companys mineral processing
plant about 40 miles distant, and processing with flotation and recovering 75%
of the silver and gold. Silver and gold prices used are based upon a three year
average or $0.53/gram ($16.62/troy ounce) and $32.89/gram ($1,022.95/troy
ounce), respectively.

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|Classification    | Metric Tonnes  | Gold Grade      | Silver Grade  
|----------------- | -------------- | --------------- | --------------
|Grams Per Tonne   | Ounces Per Ton | Grams Per Tonne | Ounces Per Ton
|Proven & Probable | 6,903          | 5.43            | 0.158         

The reserve tonnages are diluted. That is, the expected
dilution from underground mining is accounted for in the grade and tonnage of
the reserve blocks. Proven and probable reserves are combined as they cannot be
readily separated.

GOLDEN CHEST

LocationThe Golden Chest mine is an
underground mine located in Reeder Gulch about 2.4 kilometers east of Murray,
Idaho along Forest Highway 9. The property consists of 24 patented mining claims
and 21 unpatented claims covering approximately 560 acres. The site is
accessible by an improved dirt road. A 30 ft by 20 ft steel-clad pole building
is present near the ramp portal and is used as a shop and a dry. Single phase
electrical power supplied by Avista Utilities has been installed to the portal
site in Reeder Gulch.

Property OwnershipPrior to December 2010 the
Company held two mining leases for the Golden Chest

On January 3, 2005, the Company signed a mining lease on the
Golden Chest with Metaline Contact Mines (MTLI) and J.W. Beasley Interests, LLC
(JWBI) that covers about 270 acres. The Company completed a pre-feasibility
study on an open pit resource drilled by Newmont Exploration Limited and issued
50,000 shares of its restricted common stock to both MTLI and JWBI to exercise
the mining lease. The term of the lease is fifteen years and as long thereafter
as Leased Substances are mined, processed or marketed from the property. A NSR
royalty of 3% is payable to the Lessors. An additional NSR royalty up to a
maximum 3% is payable based on a sliding scale of increasing gold prices
adjusted by the CPI using June 2003 (CPI=183.7) as the base.

Additionally, the Company will issue 50,000 shares of
restricted common stock for each increment of 10,000 troy ounces of gold
production. Production to date under the Mining Lease Agreement has been 1,471
ounces of gold.

On January 3, 2005, the Company signed a mining lease with
Prichard Creek Resource Partners, LLC that covers about 41 acres of unpatented
lode claims. Upon exercising the lease the Company issued 30,000 shares of
restricted common stock to Prichard Creek Resource Partners. The term of the
lease is fifteen years and as long thereafter as Leased Substances are mined,
processed or marketed from the Leased Premises. A NSR royalty of 3% is payable
to the Lessors. An additional NSR royalty is based on the same sliding scale,
presented in the table above, is also payable to Prichard Creek Resource
Partners. Finally, if commercial production is commenced from these claims a
one-time payment of 30,000 shares of the Companys common stock is payable to
Prichard Creek Resource Partners.

As of December 2010 the Golden Chest is owned by Golden Chest
LLC (GC) which is owned 50% by the Company (NJMC) and 50% by Marathon Gold
Corporation through its wholly owned US subsidiary Marathon Gold USA Corp.
(MUSA). GC purchased the mine from the lease holders for $3,750,000 and paid
$500,000 on the closing date of December 16, 2010, and has agreed to pay the
sellers $500,000 each year for the next six years and a final payment of
$250,000 on the seventh anniversary. The sellers have a first mortgage on the
mine as security for future payment owing.

In order to form Golden Chest LLC in December 2010, NJMC
contributed to GC certain mining claims it owned, all geological data and
certain mining equipment. Also in consideration for its interest in GC, NJMC
terminated, for the benefit of GC, two operating leases it held on the mine.
MUSA has contributed $1,000,000 cash and has agreed to contribute i) $500,000 by
March 31, 2011, ii) $500,000 by June 30, 2011, iii) $1,000,000 by September 30,
2011 and vi) $1,000,000 by November 30, 2011 for a total cash contribution of $4
million. If MUSA does not make all of the $4M payments to GC, its 50% ownership
interest will be reduced proportionally. MUSA has the right to contribute an
additional $3.5 million by November 30, 2012 to take its ownership interest to
60% of GC. MUSA also has the option to accelerate any of these contributions.

Present Condition and Work Completed on the
PropertyThe Company started work on the property in 2004. A
ramp 440 meters in length connecting the surface to the historic No. 3 level,
known as the North Ramp, was completed in the fourth quarter of 2008. The
Company has constructed a development rock storage site, a shop building,
improved the access road, and installed electrical power to the site.

For each year from 2004 through 2008, the Company completed an
exploration core drilling program on the Golden Chest property. A total of 3,415
meters of core drilling has been completed from the surface. The majority of
these holes were targeted at extending the Idaho vein below the No. 3 and were
successful. In June of 2010, the Company drilled a shallow core hole in the
Katie-Dora area and intercepted a narrow, high-grade vein in the hanging wall of
the Idaho fault. The intercept assayed 865 gpt over 0.27 meters. An exploration
drift and raise were mined from the ramp to the projection of this drill
intercept. Difficult ground conditions including caving and wet ground made it
unsafe to continue the raise to the intercept, and mining activity was suspended
in September.

The Company completed studies in 2007 on a potentially open
pitable resource drilled by Newmont in the 1980s. Handbook and scaled costs
were used in conjunction with current gold prices and three-year average prices.
It was concluded that the open pit resource would not be feasible as a
stand-alone project and does not meet the SEC Guide 7 requirements for reserves.

As of December 31, 2010, the Company had a capitalized
development plus investment cost of $553,205 associated with the Golden Chest
mine.

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Exploration and Development PlansThe
exploration and development plan for the Golden Chest will consist of both
surface and underground core drilling as well as underground development. About
7,200 meters of surface drilling and 3,600 meters of underground drilling are
planned for 2011. Underground rehabilitation of the No. 3 is also planned to
provide drill rig access to the northern part of the mine. The goals of the
drilling program will be to increase the density of drilling on the surface for
a Canadian NI 43-101 compliant resource estimate and also to extend the
mineralization down dip. An underground mapping and sampling program will also
be undertaken.

Geology and ReservesCompany
geologists have completed the description of the geology of the Golden Chest
mine. Reserve calculations were completed by the Companys geologist and
engineer. Verification of the areas geology can be found from third party
published reports by Philip J. Shenon (Idaho Bureau of Mines Pamphlet No. 47)
and unpublished reports by Newmont Mining Corporation.

GeologyGold mineralization occurs in
veins associated with a thrust fault that has exploited the top of a quartzite
unit on the east limb of a north-trending synclinal fold. The mineralization
occurs in two types of quartz veins which are generally conformable to bedding
of the Prichard Formation of Proterozoic age. Thin banded veins, occurring in
argillite, contain visible gold, pyrite, arsenopyrite, galena, and sphalerite.
Thicker, massive veins occur in quartzite and contain pyrite, sphalerite,
galena, chalcopyrite, scheelite and rare visible gold. Gold mineralization is of
Mesozoic age and related to granitic intrusive rocks.

ReservesOre grades and dimensions of
the reserve block are based on ten diamond drillholes through the Idaho vein
with an average spacing of 40 meters and 30 drift samples. Reserves were
calculated by the Companys geologist and chief mine engineer using a polygonal
method with a cutoff grade of 2.0 gpt gold, and a minimum mining width of 2
meters.

The reserves were calculated using estimated costs and
operating parameters of a 100 tonne-per-day underground mining and mineral
processing operation. The estimated costs are based on the Companys actual
costs of mining and processing ore from the Golden Chest. Overall metallurgical
recovery of gold is expected to be 92% based on the Companys experience at the
New Jersey mill and CLP. Gold prices used are based upon a three year average or
$32.89/gram ($1,022.95/troy ounce).

|Classification    | Metric Tonnes | Gold Grade (grams per tonne) | Ounces of Gold
|----------------- | ------------- | ---------------------------- | --------------
|Proven & Probable | 242,058       | 5.10                         | 39,694        

The reserve tonnages are diluted. That is, the expected
dilution from underground mining is accounted for in the grade and tonnage of
the reserve blocks. Proven and probable reserves are combined as they cannot be
readily separated.

NIAGARA PROJECT

LocationThe Niagara copper-silver
deposit is located near the forks of Eagle Creek about seven kilometers
northwest of the Company's Golden Chest operation. The property is without known
ore reserves, and consists of 39 unpatented claims that cover about 775 acres.
Access to the site is maintained through the use of a USFS road which is closed
to the general public. No electrical energy is present at the site.

Mineral AgreementThe Company signed
an exploration agreement with Revett Metals Associates (RMA) in December 2006.
The exploration agreement has a term of five years, beginning on December 2,
2006, and is for nine unpatented claims that cover the deposit. In addition, the
exploration agreement covers an area of mutual interest within 1⁄2 mile of the
property excluding properties which are valued primarily for their gold
mineralization. Upon signing the agreement, the Company issued 30,000 shares of
restricted common stock to RMA and paid $4,500. At each anniversary of the
signing, the Company has agreed to pay $3,000 and issue 30,000 shares of
restricted common stock to RMA. Any time prior to the expiration of the
exploration agreement, the Company can exercise an option to convert the
exploration agreement to a mining agreement. If exercised, the mining agreement
would have a term of 25 years, and the Company would pay a NSR royalty to RMA of
3.0% on ores or concentrates mined on the property. The Company is granted the
option to purchase 90% of the NSR royalty from RMA for $2,500,000 which would
leave a remaining royalty of 0.3% .

As part of the terms of the Companys Toboggan Exploration
Joint Venture agreement with Newmont Mining Corporation, Newmont retains an
option to include the Niagara property into the Toboggan Project which is
exercisable starting March 20, 2009 and extending for two years. If Newmont
elects to include the Niagara property, it would be required to spend at least
another $1,000,000 or twice what NJMC spends on exploration of the Niagara,
whichever is greater, to earn its 51% interest.

HistoryAn exploration program
completed by Earth Resources Company on the Niagara property in the 1970's
identified a large volume of copper-silver mineralization within the Revett
formation. Their exploration program included eight drill holes and six trenches
on the outcrop of the mineralized strata. Earth Resources also completed
metallurgical testwork that indicated conventional flotation will achieve
recoveries of 94% for copper and 90% for silver. Earth Resources also completed
preliminary economic studies on the deposit. Kennecott owned the claims that
cover the Niagara deposit for a period of time after Earth Resources. RMA
re-staked the property in 2004 after Kennecott dropped the claims.

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Present Condition and Work Completed on the
PropertyDuring 2008, the Company completed five holes of
core drilling for a total of 1,062 meters at the Niagara project. Three of the
holes were targeted to intercept the copper-silver deposit in the Revett
formation and were successful. The drilling increased the area of copper-silver
mineralization of the Niagara deposit. As an example, drillhole 08-9 drilled
through 19.4 meters grading 0.51% copper, 25 gpt silver and 0.029 gpt gold. A
preliminary engineering study assessing the economic potential of open pit
mining at the Niagara was completed. Two holes for a cumulative total of 413
meters were drilled in the hanging wall of the Murray Peak fault in the Prichard
formation to investigate a gold-in-soil anomaly and magnetic high. Low level,
anomalous gold and tellurium mineralization were found by this drilling.

Also during 2008, the Company staked claims over an area of
gold-telluride mineralization near the Niagara deposit and known as the Progress
prospect. Soil sampling indicates a gold anomaly 80 meters wide and 350 meters
long. A series of old prospect trenches and adits were found and sampled. No
work was completed at the Niagara in 2010.

Exploration and Development PlansThe
Company has submitted a POO to the USFS for a core drilling program at the
Progress gold prospect. The POO is scheduled for approval by the USFS in May of
2011, but the timing of the drilling will be dependent on the Companys ability
to raise funds.

As of December 31, 2010, the Company had an investment cost of
$52,500 associated with the Niagara project.

GeologyThe Niagara deposit occurs in
a section of mineralized upper Revett Formation near the axis of a north-south
striking syncline. The western limb of the syncline has been truncated by the
north-south striking Murray Peak fault, a steep, west dipping reverse fault.
Other faults offset the mineralized zone slightly. In the Niagara deposit, the
mineralization occurs in the upper Revett Formation, which here is a light gray,
massive quartzite with thin siltite interbeds. The mineralized horizon crops out
along the East Fork Eagle Creek and is approximately 30 meters below the contact
with the overlying St. Regis Formation. Copper minerals include bornite,
chalcopyrite, chalcocite, native copper, and some copper oxide minerals. Silver
minerals include stomeyerite and jalpaite. Pyrite and galena also occur in trace
amounts

TOBOGGAN PROJECT

LocationThe Toboggan project is an
exploration property without known ore reserves. The Toboggan project is a joint
venture with Newmont North American Exploration Limited, a subsidiary of Newmont
Mining Corporation (NYSE: NEM), exploring for gold deposits within a 38 square
mile area north of Murray, Idaho. The project consists of 414 unpatented lode
claims covering an area of approximately 8,000 acres in and near the East Fork
of Eagle Creek drainage. The Toboggan project consists of the following
prospects: Gold Butte, Mineral Ridge, Golden Reward, Progress South, and
Independence. The claims can be accessed from May through November using a USFS
dirt road. No electrical energy is available at the site.

Mineral AgreementOn March 25, 2008,
the Company announced that it signed a definitive agreement with Newmont North
American Exploration Limited, a subsidiary of Newmont Mining Corporation (NYSE:
NEM) under which the parties created a joint venture, the Toboggan Project, to
explore for gold deposits within a 38 square mile area north of Murray, Idaho.
Under the terms of the agreement, Newmont can earn a 51% interest in the joint
venture by spending $2,000,000 over three years. Newmont can increase its
interest to 70% by spending an additional $10,000,000 or completing a
feasibility study in the years four through seven, whichever comes first.

As part of the terms of the agreement, Newmont retains an
option to include the Niagara property into the Toboggan Project which is
exercisable starting March 21, 2009, and extends for two years. If Newmont
elects to include the Niagara property, it would be required to spend at least
another $1,000,000 or twice what NJMC spends on exploration of the Niagara,
whichever is greater, to earn its 51% interest.

HistoryHistoric workings are present
at the Gold Butte prospect and consist of seven adits connected by a system of
narrow roads. Most of the underground work appears to have been completed by
1941. Two holes were drilled on the Gold Butte prospect in the 1980s. Prior
geophysical exploration work by Cominco-American in the Toboggan Creek area in
the mid 1980s found a large CSAMT geophysical anomaly, roughly two square
kilometers in area. In 1987, Cominco American drilled a hole 500 meters in depth
that was located on the eastern edge of the anomaly. It appears that the hole
was located too far to the east, and that it was not drilled deep enough to
investigate the large geophysical anomaly. Nord-Pacific completed a gold
exploration program in the Mineral Ridge area including a soil sampling program
and a reverse-circulation drilling program in 1992. Nord-Pacific identified
several anomalous gold zones with their soil sampling and completed nine holes
totaling 850 meters in their drilling program. All of the drillholes intercepted
anomalous gold mineralization including a 1.5 meter intercept of 18.9 gpt gold.
Historic workings at the Mineral Ridge prospect, which were completed before
Nord-Pacifics work, include six adits as well as numerous pits and trenches.
The Independence area was originally staked in 1906 and was active
intermittently through the 1900s. Work completed included four adits, and
numerous pits and trenches.

Present Condition and Work Completed on the
PropertyDuring 2008, Newmont completed a comprehensive early-stage
exploration program. Work completed included the staking of additional claims
significantly increasing the area of the joint venture, soil sampling, rock
sampling, geologic mapping, a ground-based geophysical survey at the Gold Butte,
and an airborne geophysical survey over the entire joint venture area. During
2009, Newmont completed a core drilling program that consisted of six holes for
a total of 1,359 meters. Two holes were drilled at each of the following
prospects: Mineral Ridge, Golden Reward and Gold Butte. The best gold intercept
drilled was at the Gold Butte where a pyritic quartz vein was found at 24.0
meters below the surface that assayed 2.5 gpt gold over 4.0 meters including a
higher grade section that assayed 7.15 gpt gold over 1.0 meter. Thick intercepts
of anomalous, but low-grade gold mineralization were drilled at the Mineral
Ridge and the Golden Reward prospects. Newmont also completed geologic mapping, surface
rock sampling, soil sampling, and additional claim staking. During 2010, Newmont
completed both core and reverse-circulation (RC) drilling at the Toboggan
project. A total of eight core holes totaling 914.2 meters and seven RC holes
totaling 941 meters were drilled. Six of the core holes were drilled at Gold
Butte and intercepted a fault with anomalous gold mineralization. The remaining
two core holes were drilled at Mineral Ridge and both holes were terminated
before hitting the target due to difficult ground conditions. The seven RC holes
were drilled at various prospects near Toboggan Creek and RC-7 was the most
promising with 100 meters of 100 ppb gold at the Golden Reward prospect.
Unfortunately, Newmont was unable to obtain the required USFS permit to drill
their highest priority targets.

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Exploration and Development PlansThe
exploration plan for the Toboggan project is unknown at this time.

GeologyGold mineralization tends to
occur in structurally controlled zones within the Prichard Formation which are
associated with large potential feeder structures such as the Murray Peak fault,
the Bloom Peak fault, and the Niagara fault. The gold mineralization can occur
either as discrete, high-grade quartz veins or within wide zones of brecciation.
Geochemical analysis of soils and rocks has led to the discovery of very high
levels of tellurium associated with zones of higher grade gold mineralization.
Electron microprobe analysis has shown the presence of gold-silver electrum and
the telluride mineral petzite. The presence of telluride minerals along with the
presence of alkaline intrusive rocks and areas of potassic alteration has led
the Company to believe the gold mineralization is associated with a deeply
buried alkaline intrusion. Alkaline rocks are a type of igneous intrusive rock
characterized by high potassium and sodium and frequently associated with gold
mineralization.

GIANT LEDGE

The Giant Ledge prospect is an exploration project without
known ore reserves. It lies about six kilometers southeast of Murray, Idaho, in
the Granite Creek drainage and is accessed by an historic road that has been
washed out in areas. No electrical power is present at the site. The Companys
land position consists of 29 wholly owned unpatented lode claims covering an
area of 586 acres. The property hosts polymetallic lead, copper and gold
mineralization in and along the contact of an igneous intrusive.

HistoryThe Giant Ledge prospect was
active in the 1920s when a 122 meter deep shaft was sunk and about 450 meters
of drift development was completed. A flotation mill was erected and a minor
amount of production was achieved. Bunker Hill Mining Company examined and
mapped the mine workings in the 1950s. Sunshine Mining Company conducted
exploration at the Giant Ledge in the mid-1980s and drilled two core holes.

Present Condition and Work Completed on the
Property NJMC was able to procure the core from Sunshines drilling
program, and the core was re-logged and assayed. The best of the mineralization
showed 4.6 meters of 0.908 gpt gold and 0.24% combined copper and lead. An
extensive soil sampling program was completed in conjunction with a VLF and
magnetometer survey. Results of the soil sampling show a 600 meter diameter gold
anomaly and the magnetometer survey shows a magnetic low coincident with the
gold anomaly. No work was completed at the Giant Ledge property in 2010.

Exploration and Development Plans If sufficient
funds are available, the Company will perform a ground-based geophysical survey
utilizing induced polarization (IP).

MAC PROSPECT

The Mac prospect is an exploration project without known ore
reserves. It lies about three kilometers northwest of Murray, Idaho and is
accessed by USFS dirt roads. No electrical power is present at the site. The
Companys land position at the Mac Prospect consists of 32 wholly owned
unpatented lode claims covering an area of 528 acres. The Mac is a gold
exploration project hosted within the rocks of the Prichard formation and
geochemical analysis of the gold mineralization indicates anomalous levels of
tellurium similar to prospects within the Toboggan Joint Venture. Historic
placer and underground mining has taken place on the property, although it is
not well documented. Work completed by the Company in 2008 included claim
staking, soil sampling, geologic mapping and rock sampling. No work was
completed on the Mac prospect in 2010. Exploration plans are dependent on the
Companys ability to raise funds, but may include more soil sampling and
geologic analysis to define core drilling targets.

COPPER CAMP

Summary The Copper Camp is an exploration
project without known ore reserves. Copper Camp lies about eight kilometers
northwest of Murray, Idaho and is accessed by the Lost Creek USFS road.
Electrical power is located adjacent to the site. The Company signed an
exploration agreement with RMA in December of 2007 which covers nine unpatented
claims with an area of about 180 acres. Terms of the agreement call for an
exploration period of five years, and during or at the end of the exploration
period NJMC can decide to enter a mining agreement. Upon entering a mining
agreement, NJMC could exercise an option to buy 90% of the royalty interest for
$2.5 million or NJMC could decide to pay the full Net Smelter Royalty of 3% on
any production with annual minimum royalty requirements. Upon signing of the
agreement, the Company issued 30,000 shares of restricted common stock plus
$4,500. During the subsequent five-year exploration period, the required annual
payments are 30,000 shares and $3,000.

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The Copper Camp showing is an early-stage copper and silver
exploration project, having been explored with limited drilling by previous
operators which include Kennecott, Cominco, and U.S. Borax. Previous operators
drilled core holes down dip from the outcrop and three holes penetrated the
favorable Revett Formation beds showing low-grade copper-silver mineralization.
At least three intercepts were made averaging 10 meters in thickness and grading
0.10% to 0.20% copper and 1.7 to 3.3 grams per tonne (gpt) silver. One short
0.18 meter interval at 173.2 meters of depth had structurally controlled bornite
mineralization grading 4.45% copper and 84.0 gpt silver. The Company has
submitted a POO to the USFS for a core drilling program at Copper Camp. Approval
of the POO is expected in 2011. The timing of drilling will be dependent on the
Companys ability to secure adequate funding. An additional 13 unpatented lode
claims were also staked increasing the property area to about 440 acres. No work
was completed on the Copper Camp prospect in 2010.

WISCONSIN-TEDDY PROSPECT

SummaryThe Wisconsin-Teddy is an
exploration project without known ore reserves. The project area lies north of
the New Jersey mine and is accessed by a local frontage road. Electrical power
is available adjacent to the site. The Company's claims cover 83 acres. The
claims are unpatented and are on public land administered by the BLM. The
project is a base metal exploration project in the Prichard Formation. Several
tunnels with an aggregate length of 2,000 feet were driven on the property prior
to 1930. This development was related to two veins systems: a copper-gold vein
and a zinc-lead-silver vein. Work completed by the Company included the opening
of the Teddy underground workings, sampling on the surface and underground, and
geologic mapping. Two exploration holes were drilled in the summer of 2003 and
anomalous base metal mineralization was found. No exploration work has been
completed since 2003 and there are no plans for additional exploration work in
2011.

SILVER BUTTON/ROUGHWATER PROSPECT

SummaryThe Silver Button is an
exploration project without known ore reserves, covers an area of 20 acres, and
is located in the Clark Fork mining district of northern Idaho. Clark Fork is
about 96 kilometers north of Kellogg, Idaho. The property was staked by the
Company in 2004 and is located in the Lightning Creek drainage. Float collected
from over a 100 m length of a vein subcrop on a talus slope contained silver
minerals as identified by microscopic and chemical analyses. Access to the site
is via foot trail and no electrical power is available at the site. Only
preliminary field sampling and claim staking have taken place at the prospect. A
POO for a helicopter-mobilized core-drilling program has been submitted to the
USFS. Modifications to the POO were made after meeting with the USFS in June of
2005. A site visit was made with USFS personnel in 2006, but the USFS has yet to
indicate if or when the POO will be approved. Exploration drilling will be
dependent on the Companys ability to raise sufficient funds and the receipt of
a permit from the USFS. As of December 31, 2010, the Company had an investment
cost of $25,500 associated with this property.

ITEM 3.

LEGAL PROCEEDINGS

The Company is currently a plaintiff along with Shoshone
County, Idaho, and George E. Stephenson in a complaint against the USA,
Secretary of the Department of Agriculture, Chief of the Forest Service, etc.,
for Declaratory Judgment and Quiet Title regarding a public right-of-way for the
East Fork of Eagle Creek Road near Murray, Idaho. The complaint was filed on
October 5, 2009 in the United States District Court, District of Idaho. The
plaintiffs are bringing the action to adjudicate/declare under the Quiet Title
Act, and under the Declaratory Judgment Act that the East Fork Eagle Creek Road
is a public road as it crosses the lands owned by the USA in accordance with
R.S. 2477. A settlement conference was held with the defendants in May of 2010,
but no settlement was reached. The current litigation plan is for the plaintiffs
to file a Motion for Partial Summary Judgment.

ITEM 4.

(REMOVED AND RESERVED)

PART II

ITEM 5.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market InformationThe Company's
Common Stock currently trades on the OTCQB tier of the OTC Market under the
symbol "NJMC". The following table sets forth the range of high and low bid
prices as reported by the OTCQB for the periods indicated. These quotations
represent inter-dealer prices, without retail mark-up, markdown or commission
and may not represent actual transactions.

|Year Ending December 31, 2010 | High Bid | Low Bid
|----------------------------- | -------- | -------
|First Quarter                 | $0.29    | $0.19  
|Second Quarter                | $0.28    | $0.20  
|Third Quarter                 | $0.26    | $0.18  
|Fourth Quarter                | $0.35    | $0.18  
|Year Ending December 31, 2009 | High Bid | Low Bid
|First Quarter                 | $0. 37   | $0. 18 
|Second Quarter                | $0. 35   | $0. 18 
|Third Quarter                 | $0. 32   | $0. 19 
|Fourth Quarter                | $0. 34   | $0. 19 

14

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ShareholdersAs of March 10, 2011
there were approximately 1,200 shareholders of record of the Company's Common
Stock.

Dividend PolicyThe Company has not
declared or paid cash dividends or made distributions in the past and the
Company does not anticipate that it will pay cash dividends or make
distributions in the foreseeable future. The Company currently intends to retain
and reinvest future earnings, if any, to finance its operations.

Transfer AgentThe transfer agent for
the Company's Common Stock is Columbia Stock Transfer Company, 601 E. Seltice
Way Suite 202, Post Falls, Idaho 83854.

Securities Authorized for Issuance Under Equity
Compensation PlansThe Company has not adopted an equity
compensation plan for the award of options, warrants or rights to employees or
non-employees. However, in April of 2007, the Board of Directors approved a
compensation plan for our President, Fred W. Brackebusch, that states that any
time over 130 hours per month is compensated with restricted common stock at a
rate of $150 per hour. In January of 2009, the Board of Directors approved a
compensation plan for Vice President Grant Brackebusch that awarded him with
restricted common stock for an average of 84.5 hours per month at a rate of $100
per hour. The number of shares was calculated quarterly using the average bid
price for the quarter as quoted on the OTCQB. Additionally, in 2009, both Fred
W. Brackebusch and Grant Brackebusch were compensated with shares in lieu of
cash for some of their base salaries as well to conserve limited cash. During
the year ended December 31, 2009 the Company issued 651,320 shares of its
restricted common stock valued at $195,398 to Fred Brackebusch for management
services. In 2009 the Company issued 338,000 shares of its restricted common
stock valued at $101,400 to Grant Brackebusch for management services. In 2010,
the restricted stock compensation plans for both Fred W. Brackebusch and Grant
A. Brackebusch were discontinued.

Also, the Company has in the past issued 2,000 shares to each
  employee, excluding management and directors, three times per year after one
  year of service has been achieved.

Equity Compensation Plan Information

|Plan Category                                              | Number of securities to be
      issued upon
      exercise of
      outstanding options,
      warrants and rights | Weighted-average
      exercise price of
      outstanding options,
      warrants and rights | Number of securities remaining
      available for
      future issuance under equity compensation plans
      (excluding securities reflected in column (a))
|---------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                           | (a)                                                                                                                 | (b)                                                                                           | (c)                                                                                                                                                          
|Equity compensation plans approved by security holders     | 0                                                                                                                   | 0                                                                                             | 0                                                                                                                                                            
|Equity compensation plans not approved by security holders | 0                                                                                                                   | 0                                                                                             | 0                                                                                                                                                            
|Total                                                      | 0                                                                                                                   | 0                                                                                             | 0                                                                                                                                                            

Occasionally, we pay for goods and services with restricted
common stock. Our policy is to determine the fair value of the goods or
services, and then issue the number of corresponding shares using the bid price
for our common stock as quoted by the OTC Market.

Recent Sales of Unregistered SecuritiesFor the year ending December 31, 2010, the Company issued 305,600 shares
of restricted common stock for management and directors fees, equipment,
services, exploration, and mining lease payments. A value of $65,950 (for an
average value of $0.22 per share) was assigned to these fees, services, and
equipment. See the statement of shareholders' equity (Item 8 Financial
Statements) for a detailed list. The transactions were strictly limited to
persons in the United States who met certain minimum financial (accredited
investors) or sophistication requirements. In managements opinion, the
securities were issued pursuant to exemption from registration under Section
4(2) of the Securities Act of 1933, as amended.

ITEM 6.

SELECTED FINANCIAL DATA

Not required for smaller reporting companies.

15

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ITEM 7

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

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

Cautionary Statement about Forward-Looking Statements

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

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

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

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

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

The Company has two properties at which most exploration is
being conducted; the Golden Chest and the Toboggan Project. Other exploration
properties include the Niagara, the Silver Strand, the Coleman, and the Giant
Ledge.

Exploration activities at the Golden Chest during 2010 were not
substantial. One exploration hole from surface was drilled; however, and a very
high grade gold intercept was made. Efforts were made underground to find the
vein, which were successful in locating a new vein in the hangingwall of the
Idaho fault. The underground efforts had to be suspended due to poor ground
conditions before access was made to the actual intercept. In December 2010, the
Company was successful in finding a partner to greatly increase the exploration
efforts at the Golden Chest. A venture agreement was signed with Marathon Gold
USA Corp. (MUSA) on December 15, 2010. The main points of the venture agreement
are purchasing the mine from the underlying owner and setting out the terms of
the venture. A new limited liability company, called Golden Chest LLC (GC), was
created to operate the project. NJMC has contributed to GC certain mining claims
it owned, all geological data and certain mining equipment. Also in
consideration for its interest in GC, NJMC has terminated, for the benefit of
GC, two operating leases it held on the mine from Metaline Contact Mines, J.W.
Beasley Interests, LLC, and Prichard Creek Resource Partners, LLC. MUSA has
contributed $1,000,000 cash and has agreed to contribute i) $500,000 by March
31, 2011, ii) $500,000 by June 30, 2011, iii) $1,000,000 by September 30, 2011
and vi) $1,000,000 by November 30, 2011 for a total cash contribution of $4
million. GC has purchased the mine for $3,750,000 from the above mentioned
leasors. For the mine GC paid $500,000 in cash on closing the transaction and
has agreed to pay to $500,000 each year for the next six years and a final
payment of $250,000 on the seventh anniversary. The previous leasors have a
first mortgage on the mine as security for the future payments owing. If MUSA
does not make all of the $4M payments to GC, its 50% ownership interest will be
reduced. MUSA has the right to contribute an additional $3.5 million by November
30, 2012 to take its ownership interest to 60% of GC. MUSA also has the option
to accelerate any of these contributions. A work program was prepared to conduct
surface and underground drilling commencing early in 2011.

The Toboggan Project is a group of prospects in the Murray,
Idaho District that contain gold and silver telluride minerals. The Toboggan
Project is being explored by Newmont North America Exploration Limited under a
joint venture agreement. Newmont is conducting exploration in a 38 square mile
area centered on the prospects that the Company has staked previously and on new
claims staked by Newmont. During 2010 Newmont completed a drilling program,
conducted permitting activities and did geological mapping. Under the venture
agreement, Newmont has until March 20, 2011 to complete their earn-in
expenditures of $2 million. The Company conducted core drilling operations at
the Toboggan Project for Newmont under a service agreement.

16

---

The Niagara copper-silver deposit, also located in the Murray,
Idaho area, in the Revett formation was drilled in the 1970s, and the Company
drilled five holes since which expanded the resource. Results of the recent
drilling also indicate that gold would be a significant byproduct. Preliminary
open pit mining studies have been completed. The Company will continue in-fill
drilling on the known resource and is planning to drill to intercept a deeper
stratabound target in the Revett formation.

In May 2010 the Company mobilized a crew to the Silver Strand
mine in preparation for production from a reserve block above the lowest adit
level. Preparations were completed and a test shipment of ore was treated at the
New Jersey mill. Flotation recovery was acceptable but silver recovery in the
concentrate leach plant was not adequate. The crews were remobilized to the
Golden Chest mine in July 2010 to explore the high grade intercept made there
and the Silver Strand mine remained idle the rest of the year. The metallurgical
problem was later solved.

At the Coleman underground mine, an exploration raise was
commenced prior to mobilizing the mining crew to the Silver Strand. Tonnes
milled from the Coleman raise were 366 tonnes grading 2.68 gpt gold. Future
plans are to conduct further drilling to locate higher grade reserves.

The New Jersey mineral processing plant processed 620 tonnes
during 2010. A letter of intent to form a joint venture with United Mine
Services, Inc. was signed in September 2010 and a definitive venture agreement
was reached in January 2011. The plant will be expanded from a processing rate
of 4 tonnes/hr to 15 tonnes/hr during 2011. UMS will pay the expansion cost
estimated to be $2.3 million. After completion of the expansion, the Company
will own 2/3 of the venture and UMS will own 1/3. The Company is the operator of
the venture. UMS will have a minimum quota of ore of 7,000 tonnes per month and
the Company will have 3,000 tonnes per month. Each party will pay its processing
costs and the Company will charge a management fee of $2.50/tonne.

Changes in Financial ConditionThe Company
maintains an adequate cash balance by increasing or decreasing its exploration
expenditures as limited by availability of cash from operations or from
financing activities. The cash balance at the end of the year was $357,317, and
Figure 1 shows the corresponding balances for previous accounting periods.



The cash balance increased during the year, starting from
$34,087, due to financing activities.

Results of OperationsIncome Earned
during the Development Stage (Revenue) for 2010 was $204,737 as compared to
$450,883 for 2009. Revenue was lower in 2010 due to decreased sales of gold.
Figure 2 shows a net loss for 2010 of $540,828 compared to $850,786 for 2009.
The net loss for 2010 was less than 2009 because of lower management costs.

17

---



Gold production was 26 ounces in 2010 as compared to 230 ounces
for 2009. No gold production is expected for 2011 because the mill is shutdown
due to construction and only exploration activities are planned for the Golden
Chest mine.

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

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

About $2.3 million in capital expenditures are planned at the
New Jersey mineral processing plant to increase the processing rate to 15 tonnes
per hour. Expansion costs are paid by the joint venture partner, United Mine
Services.

The amount of money to be spent on exploration at the Companys
mines and prospects depends primarily on contributions of our joint venture
partners, particularly at the Golden Chest and Toboggan Project. Some
exploration may be done at the properties, including Niagara, Coleman and Giant
Ledge, if funds are available.

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

Changes in Direct Production Costs Direct
production costs, decreased from 2009 to 2010 due to decreased production in
2010 as more of the available funds were directed towards exploration.

Changes in management costsManagement
costs decreased from 2009 to 2010 because of the elimination of the stock
compensation.

Changes in Exploration costsExploration costs increased from 2009 to 2010 as available funds were
shifted from production to exploration.

Changes in General and Administrative CostsGeneral and administrative costs increased from 2009 to 2010 as
activities were resumed due to funding availability, Activities were curtailed
to a certain degree in 2009 due to a lack of discretionary funding.

ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required for smaller reporting companies.

18

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ITEM 8.

FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting
Firm

Board of DirectorsNew Jersey Mining Company

We have audited the accompanying balance sheets of New Jersey
Mining Company (A Development Stage Company) (the Company) as of
December 31, 2010 and 2009, and the related statements of operations and
comprehensive income (loss), changes in stockholders equity, and cash flows for
the years then ended. These financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States). 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, based on our audits, the financial statements
referred to above present fairly, in all material respects, the financial
position of New Jersey Mining Company as of December 31, 2010 and 2009, and the
results of its operations and its cash flows for the years then ended, in
conformity with accounting principles generally accepted in the United States of
America.

/s/ DeCoria, Maichel & Teague P.S.

DeCoria, Maichel & Teague P.S. Spokane, Washington
March 28, 2011

19

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New Jersey Mining Company(A Development Stage
Company)Table of Contents

|                                                                                                                                                                                                                                              | Page 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----
|                                                                                                                                                                                                                                              |      
|Balance
      Sheets, December 31, 2010 and 2009                                                                                                                                                                                              | 21   
|                                                                                                                                                                                                                                              |      
|Statements
      of Operations and Comprehensive Income (Loss) for the years ended
            December
      31, 2010 and 2009 and from the date of inception on July 18, 1996
           
      through
      December 31, 2010 (Unaudited) | 22   
|                                                                                                                                                                                                                                              |      
|Statement
      of Changes in Stockholders Equity for the years ended December 31,     
      2010
      and 2009 and for the period from inception on July 18, 1996 through     
      December 31, 2010 (Unaudited)                        | 23-26
|                                                                                                                                                                                                                                              |      
|Statements
      of Cash Flows for the years ended December 31, 2010 and 2009 and from the
             
      date of inception on July 18, 1996 through December 31, 2010 (Unaudited)                                                       | 27   
|                                                                                                                                                                                                                                              |      
|Notes
      to Financial Statements                                                                                                                                                                                                           | 28-36

20

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New Jersey Mining Company(A Development Stage
Company)Balance SheetsDecember 31, 2010 and 2009

|**ASSETS**                                                                                                                                                                                                                                                                              |  
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -
|                                                                                                                                                                                                                                                                                        |  
|Current assets:                                                                                                                                                                                                                                                                         |  
|Cash and cash equivalents                                                                                                                                                                                                                                                               | $
|Investment in marketable equity
      security at market 
                 (cost-$3,868)                                                                                                                                                                                                |  
|Interest receivable                                                                                                                                                                                                                                                                     |  
|Miscellaneous receivable                                                                                                                                                                                                                                                                |  
|Engineering services receivable                                                                                                                                                                                                                                                         |  
|Joint venture receivable                                                                                                                                                                                                                                                                |  
|Prepaid claim fees                                                                                                                                                                                                                                                                      |  
|Inventory                                                                                                                                                                                                                                                                               |  
|Total current assets                                                                                                                                                                                                                                                                    |  
|                                                                                                                                                                                                                                                                                        |  
|Property, plant and equipment, net of accumulated
      depreciation                                                                                                                                                                                                                    |  
|Mineral properties, net of accumulated amortization                                                                                                                                                                                                                                     |  
|Investment in Golden Chest LLC                                                                                                                                                                                                                                                          |  
|Reclamation bonds                                                                                                                                                                                                                                                                       |  
|Total assets                                                                                                                                                                                                                                                                            | $
|                                                                                                                                                                                                                                                                                        |  
|                                                                                                                                                                                                                                                                                        |  
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                                                                                                                                                    |  
|                                                                                                                                                                                                                                                                                        |  
|Current liabilities:                                                                                                                                                                                                                                                                    |  
|Accounts payable                                                                                                                                                                                                                                                                        | $
|Note and interest payable, related party                                                                                                                                                                                                                                                |  
|Accrued payroll and related payroll
      expenses                                                                                                                                                                                                                                      |  
|Deposit received on sale of mineral property                                                                                                                                                                                                                                            |  
|Obligations under capital lease,
      current                                                                                                                                                                                                                                          |  
|Notes payable, current                                                                                                                                                                                                                                                                  |  
|Total current liabilities                                                                                                                                                                                                                                                               |  
|                                                                                                                                                                                                                                                                                        |  
|Asset retirement obligation                                                                                                                                                                                                                                                             |  
|Obligations under capital lease-non-current                                                                                                                                                                                                                                             |  
|Notes payable, non-current                                                                                                                                                                                                                                                              |  
|Total non-current liabilities                                                                                                                                                                                                                                                           |  
|                                                                                                                                                                                                                                                                                        |  
|Total liabilities                                                                                                                                                                                                                                                                       |  
|                                                                                                                                                                                                                                                                                        |  
|Commitments and contingencies (Note 12)                                                                                                                                                                                                                                                 |  
|                                                                                                                                                                                                                                                                                        |  
|Stockholders equity:                                                                                                                                                                                                                                                                   |  
|Preferred stock, no par value,
      1,000,000 shares           authorized;
      no shares issued or outstanding     Common stock,
      no par value, 50,000,000           shares
      authorized; 2010-45,017,862 and           2009-38,685,232
      shares issued and outstanding |  
|Deficit accumulated during the development stage                                                                                                                                                                                                                                        |  
|Accumulated other comprehensive
      income:                                                                                                                                                                                                                                           |  
|Unrealized
      gain on marketable equity security                                                                                                                                                                                                                                     |  
|Total stockholders equity                                                                                                                                                                                                                                                              |  
|                                                                                                                                                                                                                                                                                        |  
|Total
      liabilities and stockholders equity                                                                                                                                                                                                                                        | $

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

21

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New Jersey Mining Company(A Development Stage
Company)Statements of Operations and Comprehensive Income (Loss)For the Years Ended December 31, 2010 and 2009,And from Inception (July 18, 1996) through December 31, 2010

|                                                           |   |                    |   |   |            |   |   | From Inception    |  
|---------------------------------------------------------- | - | ------------------ | - | - | ---------- | - | - | ----------------- | -
|                                                           |   |                    |   |   |            |   |   | (July 18, 1996)   |  
|                                                           |   | December
      31, |   |   | Through    |  
|                                                           |   |                    |   |   |            |   |   | December 31, 2010 |  
|                                                           |   | 2010               |   |   | 2009       |   |   | (Unaudited)       |  
|Income earned during the development stage:                |   |                    |   |   |            |   |   |                   |  
|Sales of gold                                              | $ | 11,410             |   | $ | 275,997    |   | $ | 437,122           |  
|Sales of concentrate                                       |   |                    |   |   |            |   |   | 601,168           |  
|Drilling and exploration
      contract income             |   | 161,305            |   |   | 174,886    |   |   | 359,916           |  
|Engineering services income                                |   | 32,022             |   |   |            |   |   | 32,022            |  
|                                                           |   | 204,737            |   |   | 450,883    |   |   | 1,430,228         |  
|                                                           |   |                    |   |   |            |   |   |                   |  
|Costs and expenses:                                        |   |                    |   |   |            |   |   |                   |  
|Direct production costs                                    |   | 51,770             |   |   | 317,664    |   |   | 1,318,971         |  
|Drilling and exploration
      contract expense            |   | 118,381            |   |   | 88,686     |   |   | 207,067           |  
|Engineering services expense                               |   | 13,090             |   |   |            |   |   | 13,090            |  
|Management                                                 |   | 133,596            |   |   | 416,048    |   |   | 1,829,627         |  
|Exploration                                                |   | 158,223            |   |   | 80,733     |   |   | 2,408,231         |  
|Gain on sale of mineral
      property                     |   |                    |   |   |            |   |   | (90,000           | )
|Gain on default of mineral property
      sale             |   | (50,000            | ) |   |            |   |   | (320,000          | )
|Net gain on sale of equipment                              |   | (35,098            | ) |   |            |   |   | (35,098           | )
|Depreciation and amortization                              |   | 59,687             |   |   | 125,465    |   |   | 729,780           |  
|General and administrative
      expenses                  |   | 302,165            |   |   | 265,186    |   |   | 2,693,724         |  
|Total operating
      expenses                             |   | 751,814            |   |   | 1,293,782  |   |   | 8,755,392         |  
|                                                           |   |                    |   |   |            |   |   |                   |  
|Other (income) expense:                                    |   |                    |   |   |            |   |   |                   |  
|Timber sales                                               |   |                    |   |   |            |   |   | (54,699           | )
|Timber expense                                             |   |                    |   |   |            |   |   | 14,554            |  
|Royalties and other income                                 |   | (15,745            | ) |   | (373       | ) |   | (87,821           | )
|Royalties expense                                          |   |                    |   |   | 9,816      |   |   | 44,089            |  
|Gain on sale of marketable
      equity security           |   |                    |   |   | (22,160    | ) |   | (92,269           | )
|Interest income                                            |   | (887               | ) |   | (651       | ) |   | (47,981           | )
|Interest expense                                           |   | 10,383             |   |   | 21,255     |   |   | 91,887            |  
|Write-off of goodwill                                      |   |                    |   |   |            |   |   | 30,950            |  
|Write-off of investment                                    |   |                    |   |   |            |   |   | 90,000            |  
|Total other
      (income) expense                         |   | (6,249             | ) |   | 7,887      |   |   | (11,290           | )
|                                                           |   |                    |   |   |            |   |   |                   |  
|Net loss                                                   |   | 540,828            |   |   | 850,786    |   |   | 7,313,874         |  
|                                                           |   |                    |   |   |            |   |   |                   |  
|Other comprehensive (income) loss:                         |   |                    |   |   |            |   |   |                   |  
|Unrealized (gain) loss on marketable equity
      security |   | 2,321              |   |   | (7,999     | ) |   | (15,475           | )
|                                                           |   |                    |   |   |            |   |   |                   |  
|Comprehensive loss                                         | $ | 543,149            |   | $ | 842,787    |   | $ | 7,298,399         |  
|                                                           |   |                    |   |   |            |   |   |                   |  
|Net loss per common share-basic                            | $ | 0.01               |   | $ | 0.02       |   | $ | 0.34              |  
|                                                           |   |                    |   |   |            |   |   |                   |  
|Weighted average common shares outstanding-basic           |   | 42,434,985         |   |   | 37,745,957 |   |   | 21,763,458        |  

The accompanying notes are an integral part of these
financial statements.22

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New JerseyMiningCompany(ADevelopmentStageCompany)StatementofChangesinStockholders'EquityFor the Years EndedDecember31, 2010, and 2009(audited),and for the
PeriodFromInception(July 18, 1996)ThroughDecember31, 2010(unaudited)

|                                                           |  |                    |  |   |             |   |   |               |   |   | Accum. Other |  |   |               |   |   | Total     |  
|---------------------------------------------------------- |  | ------------------ |  | - | ----------- | - | - | ------------- | - | - | ------------ |  | - | ------------- | - | - | --------- | -
|                                                           |  | Common
      Stock |  |   | Accumulated |   |   | Comprehensive |   |   | Treasury     |  |   | Stockholders' |  
|                                                           |  | Shares             |  |   | Amount      |   |   | Deficit       |   |   | Income       |  |   | Stock         |   |   | Equity    |  
|Issuance of common stock for:                              |  |                    |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Assets and liabilities of New Jersey Joint Venture         |  | 10,000,000         |  | $ | 207,968     |   | $ |               |   | $ |              |  | $ |               |   | $ | 207,968   |  
|Acquisition of Plainview Mining
      Company              |  | 1,487,748          |  |   | 148,000     |   |   |               |   |   |              |  |   |               |   |   | 148,000   |  
|Cash from sales                                            |  | 228,816            |  |   | 110,115     |   |   |               |   |   |              |  |   |               |   |   | 110,115   |  
|Services                                                   |  | 14,000             |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Net loss                                                   |  |                    |  |   |             |   |   | (44,174       | ) |   |              |  |   |               |   |   | (44,174   | )
|Balance, December 31, 1997                                 |  | 11,730,564         |  |   | 466,083     |   |   | (44,174       | ) |   |              |  |   |               |   |   | 421,909   |  
|Issuance of common stock for:                              |  |                    |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Acquisition of Plainview Mining
      Company              |  | 1,512,252          |  |   | 152,000     |   |   |               |   |   |              |  |   |               |   |   | 152,000   |  
|Cash from sales                                            |  | 117,218            |  |   | 29,753      |   |   |               |   |   |              |  |   |               |   |   | 29,753    |  
|Services                                                   |  | 18,000             |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Treasury stock acquired with Plainview acquisition         |  |                    |  |   |             |   |   |               |   |   |              |  |   | (136,300      | ) |   | (136,300  | )
|Net loss                                                   |  |                    |  |   |             |   |   | (30,705       | ) |   |              |  |   |               |   |   | (30,705   | )
|Balance, December 31, 1998                                 |  | 13,378,034         |  |   | 647,836     |   |   | (74,879       | ) |   |              |  |   | (136,300      | ) |   | 436,657   |  
|Issuance of common stock for services                      |  | 79,300             |  |   | -           |   |   |               |   |   |              |  |   |               |   |   |           |  
|Net loss                                                   |  |                    |  |   |             |   |   | (23,738       | ) |   |              |  |   |               |   |   | (23,738   | )
|Balance, December 31, 1999                                 |  | 13,457,334         |  |   | 647,836     |   |   | (98,617       | ) |   |              |  |   | (136,300      | ) |   | 412,919   |  
|Issuance of common stock for:                              |  |                    |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Silver Strand property                                     |  | 50,000             |  |   | 68,750      |   |   |               |   |   |              |  |   |               |   |   | 68,750    |  
|Services                                                   |  | 62,100             |  |   | 4,313       |   |   |               |   |   |              |  |   |               |   |   | 4,313     |  
|Net loss                                                   |  |                    |  |   |             |   |   | (20,492       | ) |   |              |  |   |               |   |   | (20,492   | )
|Balance, December 31, 2000                                 |  | 13,569,434         |  |   | 720,899     |   |   | (119,109      | ) |   |              |  |   | (136,300      | ) |   | 465,490   |  
|Issuance of common stock for:                              |  |                    |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Grenfel lease                                              |  | 1,000,000          |  |   | 100,000     |   |   |               |   |   |              |  |   |               |   |   | 100,000   |  
|Lost Eagle property                                        |  | 50,000             |  |   | 5,000       |   |   |               |   |   |              |  |   |               |   |   | 5,000     |  
|Roughwater property                                        |  | 255,000            |  |   | 25,500      |   |   |               |   |   |              |  |   |               |   |   | 25,500    |  
|Services                                                   |  | 68,400             |  |   | 6,840       |   |   |               |   |   |              |  |   |               |   |   | 6,840     |  
|Net loss                                                   |  |                    |  |   |             |   |   | (6,448        | ) |   |              |  |   |               |   |   | (6,448    | )
|Balance, December 31, 2001                                 |  | 14,942,834         |  |   | 858,239     |   |   | (125,557      | ) |   |              |  |   | (136,300      | ) |   | 596,382   |  
|Issuance of common stock for:                              |  |                    |  |   |             |   |   |               |   |   |              |  |   |               |   |   |           |  
|Cash                                                       |  | 1,700,000          |  |   | 255,000     |   |   |               |   |   |              |  |   |               |   |   | 255,000   |  
|Services                                                   |  | 9,835              |  |   | 1,475       |   |   |               |   |   |              |  |   |               |   |   | 1,475     |  
|Directors fees                                            |  | 15,000             |  |   | 2,250       |   |   |               |   |   |              |  |   |               |   |   | 2,250     |  
|Acquisition of Gold Run Gulch Mining Company               |  | 1,916,250          |  |   | 273,954     |   |   |               |   |   |              |  |   |               |   |   | 273,954   |  
|Net loss, as previously reported                           |  |                    |  |   |             |   |   | (51,307       | ) |   |              |  |   |               |   |   | (51,307   | )
|Balance, December 31, 2002, as previously reported         |  | 18,583,919         |  |   | 1,390,918   |   |   | (176,864      | ) |   |              |  |   | (136,300      | ) |   | 1,077,754 |  
|Change in accounting for exploration costs                 |  |                    |  |   |             |   |   | (9,883        | ) |   |              |  |   |               |   |   | (9,883    | )
|Correction of error in accounting for stock issuance costs |  |                    |  |   | (25,500     | ) |   | 25,500        |   |   |              |  |   |               |   |   |           |  
|Balance, December 31, 2002, restated                       |  | 18,583,919         |  |   | 1,365,418   |   |   | (161,247      | ) |   |              |  |   | (136,300      | ) |   | 1,067,871 |  

Theaccompanyingnotes are anintegralpart of thesefinancialstatements.

23

---

New JerseyMiningCompany(ADevelopmentStageCompany)StatementofChangesinStockholders'Equity,continued:For the Years EndedDecember31, 2010, and 2009(audited),and for the PeriodFromInception(July 18, 1996)ThroughDecember31, 2010(unaudited)

|                                              |  |                    |   |  |             |   |  |               |   |  | Accum. Other |  |  |               |   |  | Total     |  
|--------------------------------------------- |  | ------------------ | - |  | ----------- | - |  | ------------- | - |  | ------------ |  |  | ------------- | - |  | --------- | -
|                                              |  | Common
      Stock |   |  | Accumulated |   |  | Comprehensive |   |  | Treasury     |  |  | Stockholders' |  
|                                              |  | Shares             |   |  | Amount      |   |  | Deficit       |   |  | Income       |  |  | Stock         |   |  | Equity    |  
|Balance, December 31, 2002                    |  | 18,583,919         |   |  | 1,365,418   |   |  | (161,247      | ) |  |              |  |  | (136,300      | ) |  | 1,067,871 |  
|Issuance of common stock for:                 |  |                    |   |  |             |   |  |               |   |  |              |  |  |               |   |  |           |  
|Exercise of stock purchase warrants           |  | 810,000            |   |  | 200,750     |   |  |               |   |  |              |  |  |               |   |  | 200,750   |  
|Cash, net of issuance costs                   |  | 795,000            |   |  | 318,000     |   |  |               |   |  |              |  |  |               |   |  | 318,000   |  
|Management and directors
      fees          |  | 381,200            |   |  | 144,326     |   |  |               |   |  |              |  |  |               |   |  | 144,326   |  
|Equipment                                     |  | 5,000              |   |  | 3,000       |   |  |               |   |  |              |  |  |               |   |  | 3,000     |  
|Services                                      |  | 21,915             |   |  | 7,262       |   |  |               |   |  |              |  |  |               |   |  | 7,262     |  
|Exploration lease                             |  | 20,000             |   |  | 8,000       |   |  |               |   |  |              |  |  |               |   |  | 8,000     |  
|Treasury stock cancelled                      |  | (1,947,144         | ) |  | (136,300    | ) |  |               |   |  |              |  |  | 136,300       |   |  |           |  
|Net loss                                      |  |                    |   |  |             |   |  | (379,274      | ) |  |              |  |  |               |   |  | (379,274  | )
|Balance, December 31, 2003                    |  | 18,669,890         |   |  | 1,910,456   |   |  | (540,521      | ) |  |              |  |  | 0             |   |  | 1,369,935 |  
|Issuance of common stock for:                 |  |                    |   |  |             |   |  |               |   |  |              |  |  |               |   |  |           |  
|Exercise of stock purchase warrants           |  | 1,437,500          |   |  | 398,750     |   |  |               |   |  |              |  |  |               |   |  | 398,750   |  
|Cash                                          |  | 1,184,550          |   |  | 511,440     |   |  |               |   |  |              |  |  |               |   |  | 511,440   |  
|Management and directors
      fees          |  | 153,460            |   |  | 102,273     |   |  |               |   |  |              |  |  |               |   |  | 102,273   |  
|Equipment                                     |  | 28,650             |   |  | 16,476      |   |  |               |   |  |              |  |  |               |   |  | 16,476    |  
|Services                                      |  | 26,750             |   |  | 14,550      |   |  |               |   |  |              |  |  |               |   |  | 14,550    |  
|Exploration lease                             |  | 20,000             |   |  | 12,000      |   |  |               |   |  |              |  |  |               |   |  | 12,000    |  
|Net loss                                      |  |                    |   |  |             |   |  | (922,555      | ) |  |              |  |  |               |   |  | (922,555  | )
|Balance, December 31, 2004                    |  | 21,520,800         |   |  | 2,965,945   |   |  | (1,463,076    | ) |  |              |  |  | 0             |   |  | 1,502,869 |  
|Issuance of common stock for:                 |  |                    |   |  |             |   |  |               |   |  |              |  |  |               |   |  |           |  
|Cash                                          |  | 309,100            |   |  | 125,000     |   |  |               |   |  |              |  |  |               |   |  | 125,000   |  
|Exercise of stock purchase warrants           |  | 195,250            |   |  | 78,100      |   |  |               |   |  |              |  |  |               |   |  | 78,100    |  
|Management and directors fees                |  | 334,275            |   |  | 132,725     |   |  |               |   |  |              |  |  |               |   |  | 132,725   |  
|Services                                      |  | 82,170             |   |  | 37,826      |   |  |               |   |  |              |  |  |               |   |  | 37,826    |  
|Exploration and lease                         |  | 149,400            |   |  | 74,321      |   |  |               |   |  |              |  |  |               |   |  | 74,321    |  
|Equipment                                     |  | 11,500             |   |  | 4,700       |   |  |               |   |  |              |  |  |               |   |  | 4,700     |  
|Value of shares issued in prior years         |  |                    |   |  | 24,050      |   |  |               |   |  |              |  |  |               |   |  | 24,050    |  
|Net loss                                      |  |                    |   |  |             |   |  | (590,485      | ) |  |              |  |  |               |   |  | (590,485  | )
|Balance, December 31, 2005                    |  | 22,602,495         |   |  | 3,442,667   |   |  | (2,053,561    | ) |  |              |  |  | 0             |   |  | 1,389,106 |  
|Issuance of common stock for:                 |  |                    |   |  |             |   |  |               |   |  |              |  |  |               |   |  |           |  
|Cash                                          |  | 4,521,250          |   |  | 1,368,500   |   |  |               |   |  |              |  |  |               |   |  | 1,368,500 |  
|Management and directors
      fees          |  | 236,480            |   |  | 127,063     |   |  |               |   |  |              |  |  |               |   |  | 127,063   |  
|Services                                      |  | 162,860            |   |  | 56,137      |   |  |               |   |  |              |  |  |               |   |  | 56,137    |  
|Exploration                                   |  | 10,000             |   |  | 5,750       |   |  |               |   |  |              |  |  |               |   |  | 5,750     |  
|Lease                                         |  | 30,000             |   |  | 15,000      |   |  |               |   |  |              |  |  |               |   |  | 15,000    |  
|Equipment                                     |  | 23,400             |   |  | 12,200      |   |  |               |   |  |              |  |  |               |   |  | 12,200    |  
|Unrealized gain in marketable equity security |  |                    |   |  |             |   |  |               |   |  | 911,250      |  |  |               |   |  | 911,250   |  
|Net loss                                      |  |                    |   |  |             |   |  | (991,602      | ) |  |              |  |  |               |   |  | (991,602  | )
|Balance, December 31, 2006                    |  | 27,586,485         |   |  | 5,027,317   |   |  | (3,045,163    | ) |  | 911,250      |  |  | 0             |   |  | 2,893,404 |  

Theaccompanyingnotes are anintegralpart of thesefinancialstatements.

24

---

New JerseyMiningCompany(ADevelopmentStageCompany)StatementofChangesinStockholders'Equity,continued:For the Years EndedDecember31, 2010, and 2009(audited),and for the PeriodFromInception(July 18, 1996)ThroughDecember31, 2010(unaudited)

|                                                           |  |                    |  |   |             |  |   |               |   |   | Accum. Other      |   |   | Total      |  
|---------------------------------------------------------- |  | ------------------ |  | - | ----------- |  | - | ------------- | - | - | ----------------- | - | - | ---------- | -
|                                                           |  | Common
      Stock |  |   | Accumulated |  |   | Comprehensive |   |   | **Stockholders'** |  
|                                                           |  | Shares             |  |   | Amount      |  |   | Deficit       |   |   | Income            |   |   | Equity     |  
|                                                           |  |                    |  |   |             |  |   |               |   |   |                   |   |   |            |  
|                                                           |  |                    |  |   |             |  |   |               |   |   |                   |   |   |            |  
|Balance, December 31, 2006                                 |  | 27,586,485         |  | $ | 5,027,317   |  | $ | (3,045,163    | ) | $ | 911,250           |   | $ | 2,893,404  |  
|Issuance of common stock for:                              |  |                    |  |   |             |  |   |               |   |   |                   |   |   |            |  
|Cash                                                       |  | 4,014,761          |  |   | 1,533,319   |  |   |               |   |   |                   |   |   | 1,533,319  |  
|Exercise of warrants                                       |  | 200,000            |  |   | 120,000     |  |   |               |   |   |                   |   |   | 120,000    |  
|Management and directors fees                              |  | 274,386            |  |   | 142,500     |  |   |               |   |   |                   |   |   | 142,500    |  
|Services                                                   |  | 52,104             |  |   | 27,157      |  |   |               |   |   |                   |   |   | 27,157     |  
|Exploration                                                |  | 52,200             |  |   | 32,560      |  |   |               |   |   |                   |   |   | 32,560     |  
|Mineral property agreement                                 |  | 60,000             |  |   | 30,000      |  |   |               |   |   |                   |   |   | 30,000     |  
|Property, plant and equipment                              |  | 20,756             |  |   | 10,239      |  |   |               |   |   |                   |   |   | 10,239     |  
|Accounts payable                                           |  | 30,500             |  |   | 12,205      |  |   |               |   |   |                   |   |   | 12,205     |  
|Unrealized gain (loss) in marketable equity
      security |  |                    |  |   |             |  |   |               |   |   | (525,909          | ) |   | (525,909   | )
|Net loss                                                   |  |                    |  |   |             |  |   | (1,453,268    | ) |   |                   |   |   | (1,453,268 | )
|Balance, December 31, 2007                                 |  | 32,291,192         |  |   | 6,935,297   |  |   | (4,498,431    | ) |   | 385,341           |   |   | 2,822,207  |  
|Issuance of common stock for:                              |  |                    |  |   |             |  |   |               |   |   |                   |   |   |            |  
|Cash                                                       |  | 2,400              |  |   | 950         |  |   |               |   |   |                   |   |   | 950        |  
|Exercise of warrants                                       |  | 4,350,000          |  |   | 1,740,000   |  |   |               |   |   |                   |   |   | 1,740,000  |  
|Management and directors fees                              |  | 318,700            |  |   | 108,000     |  |   |               |   |   |                   |   |   | 108,000    |  
|Services                                                   |  | 74,000             |  |   | 32,000      |  |   |               |   |   |                   |   |   | 32,000     |  
|Exploration                                                |  | 35,100             |  |   | 15,390      |  |   |               |   |   |                   |   |   | 15,390     |  
|Mineral property agreement                                 |  | 75,000             |  |   | 21,000      |  |   |               |   |   |                   |   |   | 21,000     |  
|Property, plant and equipment                              |  | 14,000             |  |   | 5,600       |  |   |               |   |   |                   |   |   | 5,600      |  
|Unrealized gain (loss) in marketable equity security       |  |                    |  |   |             |  |   |               |   |   | (375,544          | ) |   | (375,544   | )
|Net loss                                                   |  |                    |  |   |             |  |   | (1,423,829    | ) |   |                   |   |   | (1,423,829 | )
|Balance December 31, 2008                                  |  | 37,160,392         |  |   | 8,858,237   |  |   | (5,922,260    | ) |   | 9,797             |   |   | 2,945,774  |  
|Issuance of common stock for:                              |  |                    |  |   |             |  |   |               |   |   |                   |   |   |            |  
|Cash                                                       |  | 138,000            |  |   | 34,500      |  |   |               |   |   |                   |   |   | 34,500     |  
|Management and directors fees                              |  | 1,139,320          |  |   | 334,298     |  |   |               |   |   |                   |   |   | 334,298    |  
|Services                                                   |  | 125,520            |  |   | 29,098      |  |   |               |   |   |                   |   |   | 29,098     |  
|Exploration                                                |  | 50,000             |  |   | 11,250      |  |   |               |   |   |                   |   |   | 11,250     |  
|Mineral property agreement                                 |  | 72,000             |  |   | 18,000      |  |   |               |   |   |                   |   |   | 18,000     |  
|Unrealized gain (loss) in marketable equity
      security |  |                    |  |   |             |  |   |               |   |   | 7,999             |   |   | 7,999      |  
|Net loss                                                   |  |                    |  |   |             |  |   | (850,786      | ) |   |                   |   |   | (850,786   | )
|Balance, December 31, 2009                                 |  | 38,685,232         |  | $ | 9,285,383   |  | $ | (6,773,046    | ) | $ | 17,796            |   | $ | 2,530,133  |  

Theaccompanyingnotes are anintegralpart of thesefinancialstatements.

25

---

New JerseyMiningCompany(ADevelopmentStageCompany)StatementofChangesinStockholders'Equity,continued:For the Years EndedDecember31, 2010, and 2009(audited),and for the PeriodFromInception(July 18, 1996)ThroughDecember31, 2010(unaudited)

|                                                           |  |                    |  |   |             |  |   |               |   |   | Accum. Other      |   |   | Total     |  
|---------------------------------------------------------- |  | ------------------ |  | - | ----------- |  | - | ------------- | - | - | ----------------- | - | - | --------- | -
|                                                           |  | Common
      Stock |  |   | Accumulated |  |   | Comprehensive |   |   | **Stockholders'** |  
|                                                           |  | Shares             |  |   | Amount      |  |   | Deficit       |   |   | Income            |   |   | Equity    |  
|                                                           |  |                    |  |   |             |  |   |               |   |   |                   |   |   |           |  
|Balance December 31, 2009                                  |  | 38,685,232         |  | $ | 9,285,383   |  | $ | (6,773,046    | ) | $ | 17,796            |   | $ | 2,530,133 |  
|Issuance of common stock for:                              |  |                    |  |   |             |  |   |               |   |   |                   |   |   |           |  
|Cash                                                       |  | 5,820,530          |  |   | 980,160     |  |   |               |   |   |                   |   |   | 980,160   |  
|Exercise of warrants                                       |  | 206,500            |  |   | 33,936      |  |   |               |   |   |                   |   |   | 33,936    |  
|Management and directors fees                              |  | 150,000            |  |   | 30,000      |  |   |               |   |   |                   |   |   | 30,000    |  
|Services                                                   |  | 81,000             |  |   | 17,425      |  |   |               |   |   |                   |   |   | 17,425    |  
|Mineral property agreement                                 |  | 72,000             |  |   | 18,000      |  |   |               |   |   |                   |   |   | 18,000    |  
|Accounts payable                                           |  | 2,600              |  |   | 525         |  |   |               |   |   |                   |   |   | 525       |  
|Unrealized gain (loss) in marketable equity
      security |  |                    |  |   |             |  |   |               |   |   | (2,321            | ) |   | (2,321    | )
|Net loss                                                   |  |                    |  |   |             |  |   | (540,828      | ) |   |                   |   |   | (540,828  | )
|Balance December 31, 2010                                  |  | 45,017,862         |  | $ | 10,365,429  |  | $ | (7,313,874    | ) | $ | 15,475            |   | $ | 3,067,030 |  

Theaccompanyingnotes are anintegralpart of thesefinancialstatements.

26

---

New Jersey Mining Company(A Development Stage
Company)Statements of Cash FlowsFor the Years Ended
December 31, 2010 and 2009,And from Inception (July 18, 1996) through December 31, 2010

|                                                               |   |                    |   |   |                 |   |   | From Inception    |  
|-------------------------------------------------------------- | - | ------------------ | - | - | --------------- | - | - | ----------------- | -
|                                                               |   | Years Ended        |   |   | (July 18, 1996) |  
|                                                               |   | December
      31, |   |   | through         |  
|                                                               |   |                    |   |   |                 |   |   | December 31, 2010 |  
|                                                               |   | 2010               |   |   | 2009            |   |   | (Unaudited)       |  
|Cash flows from operating activities:                          |   |                    |   |   |                 |   |   |                   |  
|Net loss                                                       | $ | (540,828           | ) | $ | (850,786        | ) | $ | (7,313,874        | )
|Adjustments to reconcile
      net loss to net cash            |   |                    |   |   |                 |   |   |                   |  
|Used by operating
      activities:                            |   |                    |   |   |                 |   |   |                   |  
|Depreciation
      and amortization                            |   | 59,687             |   |   | 125,465         |   |   | 729,780           |  
|(Gain) loss
      on sale of equipment                         |   | (35,098            | ) |   |                 |   |   | (23,826           | )
|Write-off
      of goodwill and investment                     |   |                    |   |   |                 |   |   | 120,950           |  
|Gain on sale
      of mineral property                         |   | (50,000            | ) |   |                 |   |   | (410,000          | )
|Gain
      on sale of marketable equity security               |   |                    |   |   | (22,160         | ) |   | (92,269           | )
|Accretion of
      asset retirement obligation                 |   | 3,472              |   |   | 443             |   |   | 4,615             |  
|Common stock issued for:                                       |   |                    |   |   |                 |   |   |                   |  
|Management
      and directors fees                           |   | 30,000             |   |   | 334,298         |   |   | 1,139,335         |  
|Services
      and other                                       |   | 17,426             |   |   | 29,098          |   |   | 239,834           |  
|Exploration                                                    |   |                    |   |   | 11,250          |   |   | 95,521            |  
|Mineral
      property agreement                               |   |                    |   |   |                 |   |   | 15,000            |  
|Change in:                                                     |   |                    |   |   |                 |   |   |                   |  
|Prepaid
      expense                                          |   |                    |   |   | 572             |   |   |                   |  
|Prepaid claim
      fees                                       |   | 5,133              |   |   | (18,573         | ) |   | (13,440           | )
|Inventory                                                      |   | (14,549            | ) |   | 97,259          |   |   | (16,382           | )
|Miscellaneous
      receivable                                 |   | (757               | ) |   | 4,597           |   |   | (1,676            | )
|Interest
      receivable                                      |   | 34                 |   |   | 15              |   |   | (275              | )
|Engineering
      services receivable                          |   | (9,848             | ) |   |                 |   |   | (9,848            | )
|Joint
      venture receivable                                 |   | (2,065             | ) |   |                 |   |   | (2,065            | )
|Other assets                                                   |   |                    |   |   |                 |   |   | (778              | )
|Accounts
      payable                                         |   | (19,376            | ) |   | 18,181          |   |   | 52,720            |  
|Accrued payroll
      and related payroll expense              |   | 8,827              |   |   | (38,546         | ) |   | 15,986            |  
|Accrued
      reclamation costs                                |   |                    |   |   | (20,743         | ) |   | (1,443            | )
|Net
      cash used by operating activities                    |   | (547,942           | ) |   | (329,630        | ) |   | (5,471,835        | )
|Cash flows from investing activities:                          |   |                    |   |   |                 |   |   |                   |  
|Purchases of property, plant and equipment                     |   | (21,043            | ) |   | (4,391          | ) |   | (1,105,291        | )
|Purchase of mineral property                                   |   | (3,000             | ) |   | (3,000          | ) |   | (23,904           | )
|Proceeds from sale of mineral property                         |   |                    |   |   |                 |   |   | 120,000           |  
|Deposit received on sale
      of mineral property             |   |                    |   |   | 50,000          |   |   | 320,000           |  
|Proceeds from sale of equipment                                |   | 36,498             |   |   |                 |   |   | 36,498            |  
|Redemption (purchase) of
      reclamation bonds               |   | (45                | ) |   | 2,432           |   |   | (121,133          | )
|Purchase of marketable equity security                         |   |                    |   |   |                 |   |   | (7,500            | )
|Proceeds from sales of
      marketable equity securities      |   |                    |   |   | 24,823          |   |   | 95,901            |  
|Cash of acquired companies                                     |   |                    |   |   |                 |   |   | 38,269            |  
|Deferral of development
      costs                            |   |                    |   |   |                 |   |   | (759,209          | )
|Net cash provided (used) by investing activities               |   | 12,410             |   |   | 69,864          |   |   | (1,406,369        | )
|Cash flows from financing activities:                          |   |                    |   |   |                 |   |   |                   |  
|Exercise of stock purchase warrants                            |   | 33,936             |   |   |                 |   |   | 2,571,536         |  
|Sales of common stock,
      net of issuance costs             |   | 980,160            |   |   | 34,500          |   |   | 5,241,236         |  
|Principal payments on capital lease                            |   | (11,268            | ) |   | (26,665         | ) |   | (194,765          | )
|Principal payments on notes
      payable                      |   | (71,959            | ) |   | (107,343        | ) |   | (382,486          | )
|Note and interest payable, related party,
      net            |   | (72,107            | ) |   | 72,107          |   |   |                   |  
|Net
      cash provided (used) by financing activities         |   | 858,762            |   |   | (27,401         | ) |   | 7,235,521         |  
|Net change in cash and cash equivalents                        |   | 323,230            |   |   | (287,167        | ) |   | 357,317           |  
|Cash and cash equivalents, beginning of period                 |   | 34,087             |   |   | 321,254         |   |   | 0                 |  
|Cash and cash equivalents, end of period                       | $ | 357,317            |   | $ | 34,087          |   | $ | 357,317           |  
|Supplemental disclosure of cash flow information               |   |                    |   |   |                 |   |   |                   |  
|Interest paid in cash, net of amount capitalized               | $ | 10,383             |   | $ | 18,598          |   | $ | 79,867            |  
|Non-cash investing and financing activities:                   |   |                    |   |   |                 |   |   |                   |  
|Common stock issued for:                                       |   |                    |   |   |                 |   |   |                   |  
|Property,
      plant and equipment                            |   |                    |   |   |                 |   | $ | 50,365            |  
|Mineral properties
      agreement                             | $ | 18,000             |   | $ | 18,000          |   | $ | 351,600           |  
|Payment
      of accounts payable                              | $ | 525                |   |   |                 |   | $ | 12,730            |  
|Acquisitions
      of companies, excluding cash                |   |                    |   |   |                 |   | $ | 743,653           |  
|Capital lease obligation
      incurred for equipment acquired | $ | 5,625              |   |   |                 |   | $ | 184,213           |  
|Notes payable for property and equipment
      acquired        |   |                    |   |   |                 |   | $ | 482,634           |  
|Mineral property transferred
      to Golden Chest LLC         | $ | 553,205            |   |   |                 |   | $ | 553,205           |  

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

27

---

New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

1.          
Description of Business

New Jersey Mining Company (the Company) was incorporated as
an Idaho corporation on July 18, 1996. The Company's primary business is
exploring for and developing gold, silver, and base metal mineral resources in
the Greater Coeur dAlene Mining District of North Idaho and extending into
Western Montana.

The Company has started minor production from high grade
reserves located near the surface with the strategy to generate cash to be used
for additional exploration to discover major mineral resources on its
properties. The Company has not yet developed sufficient reserves to justify
investment in a major mine, thus it remains in the development stage.

2.          
Summary of Significant Accounting Policies

Development Stage EnterpriseThe
Company's financial statements are prepared in accordance with accounting
guidance for development stage entities as it devotes substantially all of its
efforts to acquiring and developing mining interests that will eventually
provide sufficient net profits to sustain the Companys existence. Until such
interests are engaged in major commercial production, the Company will continue
to prepare its financial statements and related disclosures in accordance with
entities in the development stage.

In conjunction with development stage disclosure requirements,
  inception to date figures are included in the financial statements. These figures
  while labeled unaudited have all been audited by various accounting
  firms in their respective years. However, they have not as a whole been audited
  by the current auditing firm resulting in the unaudited classification.

Use of EstimatesThe preparation of financial
statements in conformity with accounting principles generally accepted in the
United States requires management to make estimates and assumptions that affect
the amounts reported in the financial statements and accompanying notes. Actual
results could differ from those estimates.

Revenue RecognitionAs a development
stage company, our revenue from operations is referred to as income earned
during the development stage. Revenue is recognized when title and risk of
ownership of metals or metal bearing concentrate have passed and collection is
reasonably assured. Revenue from the sale of metals may be subject to adjustment
upon final settlement of estimated metal prices, weights and assays, and are
recorded as adjustments to revenue in the period of final settlement of prices,
weights and assays; such adjustments are typically not material in relation to
the initial invoice amounts.

InventoryDore' and process
inventories are stated at the lower of average cost incurred or net realizable
value.

Timber SalesRevenue from harvest of
raw timber is recognized when a contract has been established, the timber has
been shipped, and payment is deemed probable. These sales of timber found on the
Companys mineral properties are not a part of normal operations.

Drilling and Exploration Contract IncomeRevenue received from drilling and exploration contracts with third
parties is recognized when the contract has been established, the services are
rendered and payment is deemed probable. These services are not a part of normal
operations.

Engineering Services IncomeRevenue
received from engineering services provided is recognized when services are
rendered and payment is deemed probable. These services are not a part of normal
operations.

Accounting for Investments in Joint VenturesThe Companys investments in joint ventures are recorded at cost or the
net carrying value of assets contributed to the venture. Joint ventures in which
the Company does not have the ability to exercise significant influence are
accounted for using the cost method. Under the cost method, these investments
are carried at the lower of cost or fair value. For joint ventures in which the
Company is deemed to have the ability to exercise significant influence, the
Company will utilize the equity method of accounting whereby it will recognize
its proportionate share of the joint ventures earnings and losses. The Company
recognizes an impairment charge when a decline in the fair value of its
investment in joint venture below the carrying value is judged to be
other-than-temporary.

Income TaxesIncome taxes are
accounted for under the liability method. Under this method deferred income tax
liabilities or assets at the end of each period are determined using the tax
rate expected to be in effect when the taxes are expected to be paid or
recovered. A valuation allowance is recorded to reduce the deferred tax assets,
if there is uncertainty regarding their realization.

28

---

New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

2.          
Summary of Significant Accounting Policies, continued:

Fair Values of Financial InstrumentsThe table below sets forth our financial assets that were accounted for
at fair value at December 31, 2010 and 2009, and their respective hierarchy
level. Hierarchy level is determined by 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).We had no other assets or liabilities accounted for at fair
value at December 31, 2010 or 2009.

|                                            | Balance at 
    December 31, 2010 | Balance at 
    December 31, 2009 | Hierarchy 
    Level
|------------------------------------------- | --------------------------------- | --------------------------------- | --------------------
|Investments in marketable equity securities | $19,344                           | $21,665                           | Level 1             

The carrying amounts of financial instruments including cash
and cash equivalents, reclamation bonds, investment in marketable equity
securities, note payable to related party, obligations under capital lease and
notes payable approximate their fair values.

Investment in Marketable Equity SecuritiesMarketable equity securities are classified as available for sale and
are valued at the market price. Realized gains and losses on the sale of
securities are recognized on a specific identification basis. Unrealized gains
and losses are included as a component of accumulated other comprehensive income
(loss), unless an other than temporary impairment in value has occurred, which
would then be charged to current period net income (loss).

Net Loss Per ShareNet loss per share
is computed by dividing net loss by the weighted average number of common shares
outstanding during the year. Diluted net loss per share reflects the potential
dilution that could occur from common shares issuable through stock options,
warrants, and other convertible securities. For the years ended December 31,
2010 and 2009, the effect of the Companys potential issuance of shares from the
exercise of warrants would have been anti-dilutive. Accordingly, only basic net
loss per share has been presented. Outstanding warrants are discussed in detail
in Note 9 of the financial statements.

ReclassificationsCertain prior period
amounts have been reclassified to conform to the 2010 financial statement
presentation. These reclassifications had no effect on net loss or stockholders'
equity as previously reported.

Cash and Cash EquivalentsThe Company
considers cash in banks and other deposits with an original maturity of three
months or less, that can be liquidated without prior notice or penalty, to be
cash and cash equivalents.

Property, Plant and EquipmentProperty, plant and equipment are stated at the lower of cost or
estimated net realizable value. Depreciation and amortization are based on the
estimated useful lives of the assets and are computed using straight-line or
units-of-production methods. The expected useful life of most of the Companys
buildings is up to 50 years and equipment life expectancy ranges between two and
ten years. When assets are retired or sold, the costs and related allowances for
depreciation and amortization are eliminated from the accounts and any resulting
gain or loss is reflected in operations.

Mineral PropertiesSignificant
payments related to the acquisition of mineral properties, mineral rights, and
mineral leases are capitalized.

If a commercially mineable ore body is discovered, such costs
are amortized when production begins using the units-of-production method based
on proven and probable reserves. If no commercially mineable ore body is
discovered, or such rights are otherwise determined to have no value, such costs
are expensed in the period in which it is determined the property has no future
economic value.

Mine Exploration and Development CostsThe Company records exploration costs as such in the period they occur.
Mine development costs are capitalized as deferred development costs after
proven and probable reserves have been identified. Interest costs incurred
during the development stage are capitalized. Amortization is calculated using
the units-of-production method over the expected life of the operation based on
the estimated recoverable mineral ounces.

Claim FeesUnpatented claim fees paid
at time of staking are expensed when incurred. Recurring renewal fees which are
paid annually are recorded as prepaid and expensed over the course of the year.

29

---

New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

2.          
Summary of Significant Accounting Policies, continued:

Property EvaluationsAnnually, or more
frequently as circumstances require, the Company evaluates the carrying amounts
of its mineral properties, including deferred development costs, to assess
whether such amounts are recoverable. Estimated undiscounted future net cash
flows from each mineral property are calculated using estimated future
production, three year average metals prices, operating capital and costs, and
reclamations costs. An impairment loss is recognized when the estimated future
cash flows (undiscounted and without interest) expected to result from the use
of an asset are less than the carrying amount of the asset. The Companys
estimates of future cash flows are subject to risks and uncertainties. It is
reasonably possible that changes in estimates could occur which may affect the
expected recoverability of the Companys investments in mineral properties.

Asset Retirement Obligations and Remediation
CostsMineral properties are subject to standards for mine reclamation that have
  been established by various governmental agencies. Asset retirement obligations
  are related to the retirement of the mine, if a reasonable estimate of fair
  value can be determined. These obligations are initially measured at fair value
  with the resulting cost capitalized at the present value of estimated reclamation
  costs. An asset and a related liability are recorded for the present value of
  these costs. The liability is accreted and the asset amortized over the life
  of the related asset. Adjustments are made for changes resulting from either
  the timing or amount of the original present value estimate underlying the obligation.
  If there is an impairment to an assets carrying value and a decision is
  made to permanently close the property, changes to the liability are recognized
  and charged to the provision for closed operations and environmental matters.

Reclamation BondsVarious laws and
permits require that financial assurances be in place for certain environmental
and reclamation obligations and other potential liabilities. The reclamation
bond balances at December 31, 2010 and 2009, represent an investment in U.S.
government agency bonds. The bonds are restricted to ensure that reclamation is
performed at certain properties where the Company is conducting mining and
exploration activities.

Share Based Compensation or PaymentsAll transactions in which goods or services are received for the
issuance of shares of the Companys common stock are accounted for based on the
fair value of the consideration received or the fair value of the common stock
issued, whichever is more reliably measurable.

3.          
Property, Plant and Equipment

Property, plant and equipment at December 31, 2010 and 2009,
consisted of the following:

|                                    |   | 2010      |   |   | 2009      |  
|----------------------------------- | - | --------- | - | - | --------- | -
|Mill building at cost               | $ | 128,566   |   | $ | 128,566   |  
|Milling equipment at cost           |   | 1,095,330 |   |   | 1,068,662 |  
|Less
      accumulated depreciation |   | (80,385   | ) |   | (77,856   | )
|Total mill                          |   | 1,143,511 |   |   | 1,119,372 |  
|                                    |   |           |   |   |           |  
|Building and equipment at cost      |   | 479,720   |   |   | 638,795   |  
|Less
      accumulated depreciation |   | (379,038  | ) |   | (483,935  | )
|Total building and equipment        |   | 100,682   |   |   | 154,860   |  
|                                    |   |           |   |   |           |  
|Land                                |   | 79,137    |   |   | 79,137    |  
|                                    |   |           |   |   |           |  
|Total                               | $ | 1,323,330 |   | $ | 1,353,369 |  

For years ending December 31, 2010 and 2009, milling and other
equipment include assets under capital lease amounting to $49,763 and $132,769
respectively. The leases are being amortized over the terms of the respective
lease. Accumulated amortization at December 31, 2010 and 2009 was $33,740 and
$103,239, respectively. At December 31, 2010, the estimated future minimum lease
payments under capital leases were as follows:

|Year ending December 31,                        |   |         |  
|----------------------------------------------- | - | ------- | -
|****2011                                        | $ | 14,619  |  
|****2012                                        |   | 1,488   |  
|Total                                           |   | 16,107  |  
|Less: Amounts representing interest costs       |   | (1,458  | )
|Net present values                              |   | 14,649  |  
|Less: Capital lease obligations-current portion |   | (13,246 | )
|Long-term capital lease obligations             | $ | 1,403   |  

30

---

New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

4.          
Notes Payable

|At December 31, 2010 and 2009, notes payable are as
      follows:                                                                                                                                                               |   | 2010    |  |   | 2009    | 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ------- |  | - | ------- | 
|Dodge pickup 60
      month note payable, 0.00% interest rate; collateralized by
      pick-up,               monthly
      payments of $557                                                                                     | $ | 2,786   |  | $ | 9,471   | 
|Hagby Diamond
      Drill 48 month note payable, 8.00% interest rate
      payable               monthly,
      collateralized by drill, monthly payments of $4,093                                                              |   | 35,642  |  |   | 76,407  | 
|Ingersoll Rand
      Compressor 36 month note payable, 4.90% interest rate
      payable               monthly,
      collateralized by compressor, monthly payments of $670                                                     |   |         |  |   | 667     | 
|Caterpillar 305
      Excavator 48 month note payable, 7.81% interest rate
      payable               monthly,
      collateralized by excavator, monthly payments of $956                                                      |   | 4,685   |  |   | 15,335  | 
|Kubota 5700
      Tractor 36 month note payable, 0.00% interest rate,
      collateralized               by
      tractor, monthly payments of $674                                                                              |   |         |  |   | 3,370   | 
|Property with
      shop 36 month note payable, 4.91% interest rate
      payable               monthly,
      remaining principal of note due in one payment at end of
      term,               monthly
      payments of $474 |   | 58,875  |  |   | 60,000  | 
|Bobcat S250 50
      month note payable, 0.00% interest rate collateralized by
      bobcat,               monthly
      payments of $725                                                                                        |   | 17,393  |  |   | 26,089  | 
|                                                                                                                                                                                                                                 |   |         |  |   |         | 
|Total notes
      payable                                                                                                                                                                                                        |   | 119,381 |  |   | 191,339 | 
|Due
      within one year                                                                                                                                                                                                        |   | 54,661  |  |   | 134,689 | 
|Due
      after one year                                                                                                                                                                                                         | $ | 64,720  |  | $ | 56,650  | 

Maturities of debt outstanding at December 31, 2010 are as
follows: $54,661 in 2011, $11,702 in 2012, and $53,018 in 2013.

5.          
Mineral Properties

Mineral properties and deferred development costs are as
follows:

| |                  |   | December
      31, 2010 |  
| | ---------------- | - | ----------------------- | -
| |                  |   |                         |  
| |                  |   | Properties              |  
| | New Jersey Mine  |   |                         |  
| | Grenfel/Coleman  | $ | 365,000                 |  
| | Silver Strand    |   | 74,704                  |  
| | Roughwater       |   | 25,500                  |  
| | Lost Eagle       |   | 5,000                   |  
| | Revett Niagara   |   | 52,500                  |  
| | Copper Camp      |   | 52,500                  |  
| | Less Accumulated |   |                         |  
| | Amortization     |   | (11,743                 | )
| | Total            | $ | 563,461                 |  

| |                  |   | December
      31, 2009 |  
| | ---------------- | - | ----------------------- | -
| |                  |   |                         |  
| |                  |   | Properties              |  
| | New Jersey Mine  |   |                         |  
| | Grenfel/Coleman  | $ | 365,000                 |  
| | Golden Chest     |   | 65,000                  |  
| | Silver Strand    |   | 74,704                  |  
| | Roughwater       |   | 25,500                  |  
| | Lost Eagle       |   | 5,000                   |  
| | Revett Niagara   |   | 42,000                  |  
| | Copper Camp      |   | 42,000                  |  
| | Less Accumulated |   |                         |  
| | Amortization     |   | (59,059                 | )
| | Total            | $ | 560,145                 |  

31

---

New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

5.          
Mineral Properties, continued:

Grenfel The Company's Grenfel property is a
leasehold interest covering the mineral rights of 68 acres located at the New
Jersey Mine area of interest. The lease was acquired from Mine Systems Design
(MSD) in 2001 in exchange for 1,000,000 shares of the Companys common stock.
The 1,000,000 shares were valued at $0.10 per share, which approximated the
market price for the restricted common stock on the date of the lease. MSD is
also a major shareholder of the Company and is owned by Fred Brackebusch and
Grant Brackebusch, officers and directors of the Company. The lease has a
fifteen year term, and includes a 3% net smelter return (NSR) royalty that will
be paid to MSD on any production achieved from the property.

Coleman The Coleman property is located at
the New Jersey Mine area of interest and consists of 62 acres of patented mining
claims, mineral rights to 108 acres of fee land, and approximately 130 acres of
unpatented mining claims. The Coleman property was acquired in October 2002,
with the acquisition of Gold Run Gulch Mining Company. At December 31, 2010 and
2009 deferred development includes asset retirement costs of $6,341.

Silver Strand The Silver Strand mine consists
of 15 unpatented claims and was acquired from Trend Mining Company (Trend) in
2000. The property was purchased in exchange for 50,000 shares of the Companys
common stock and a 1.5% NSR royalty initially capped at $50,000 and then
decreasing to 0.5% . In July of 2001, MSD assumed Trends position in the
agreement, and retained the NSR royalty interest. Deferred development includes
asset retirement costs of $19,572 at December 31, 2010 and 2009.

Revett NiagaraThe Company signed an
exploration agreement with Revett Metals Associates (RMA) in December 2006. The
exploration agreement has a term of five years, beginning on December 2, 2006,
and is for nine unpatented claims that cover the deposit. In addition, the
exploration agreement covers an area of mutual interest within 1⁄2 mile of the
property excluding properties which are valued primarily for their gold
mineralization. Upon signing the agreement, the Company issued 30,000 shares of
restricted common stock valued at $0.50 to RMA and paid $4,500. At each
anniversary of the signing, the Company has agreed to pay $3,000 and issue
30,000 shares of restricted common stock to RMA. Any time prior to the
expiration of the exploration agreement, the Company can exercise an option to
convert the exploration agreement to a mining agreement. If exercised, the
mining agreement would have a term of 25 years, and the Company would pay a NSR
royalty to RMA of 3.0% on ores or concentrates mined on the property. The
Company is granted the option to purchase 90% of the NSR royalty from RMA for
$2,500,000 which would leave a remaining royalty of 0.3% .

Copper Camp The Company signed an exploration
agreement with RMA in November 2007. The exploration agreement has a term of
five years, beginning on November 28, 2007, and is for nine unpatented claims
that cover the prospect. In addition, the exploration agreement covers an area
of mutual interest within 1⁄2 mile of the property, excluding properties which are
valued primarily for their gold mineralization. Upon signing the agreement, the
Company issued 30,000 shares of restricted common stock valued at $0.50 to RMA
and paid $4,500. At each anniversary of the signing, the Company had agreed to
pay $3,000 and issue 30,000 shares of restricted common stock to RMA. In
addition to the 30,000 share scheduled stock payment, in 2009 and 2010, 12,000
shares of restricted common stock were issued, annually, in lieu of the
scheduled cash payment. Any time prior to the expiration of the exploration
agreement, the Company can exercise an option to convert the exploration
agreement to a mining agreement. If exercised, the mining agreement would have a
term of 25 years, and the Company would pay a NSR royalty to RMA of 3.0% on ores
or concentrates mined on the property. The Company is granted the option to
purchase 90% of the NSR royalty from RMA for $2,500,000 which would leave a
remaining royalty of 0.3% .

Roughwater/Silver Button The Silver Button
claim is the remaining property of the ten claims acquired from Roughwater
Mining Company. During 2005, the other nine Roughwater unpatented claims were
dropped. In 2001, the Company purchased the property through the issuance of
255,000 shares of its common stock to Roughwater Mining Company. The shares were
valued at $0.10 per share, for a total acquisition cost of $25,500.

Lost Eagle Lost Eagle is a gold and silver
exploration project consisting of five claims covering 100 acres of federal land
administered by the U.S. Forest Service. In 2001, the Company issued 50,000
shares of stock to an individual to acquire the property. The shares were valued
at $0.10 per share for a total acquisition cost of $5,000.

Wisconsin Teddy 
  The Wisconsin Teddy is an exploration project that lies north of the New Jersey
  Mine and covers 83 acres of unpatented claims on federal land administered by
  the U.S. BLM. The project has no carrying value.

32

---

New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

5.          
Mineral Properties, continued

Zanetti Mining Lease The Company has been
assigned a mining lease with William Zanetti. The lease provides for the
Company's exploration, development and mining of minerals on fee land through
October 2008 and thereafter, as long as mining operations are deemed continuous.
The lease provides for production royalties of 5% of net sales of ores or
concentrates. Additional production royalties of 1% to 5% are due if gold
exceeds a certain price per troy ounce as adjusted annually for inflation. At
December 31, 2009, the gold price that would cause additional production
royalties to be payable was $717 per troy ounce. Also, advance royalties of $500
are required annually under the lease. These advance royalties are charged to
expense as incurred, but are still accumulated and will be credited against
production royalty obligations if and when production ensues. The lessor may
terminate the lease upon the Company's failure to perform under the terms of the
lease; and the Company has the right to terminate the lease at any time. See
Note 13 Subsequent Events.

Golden Chest Mining LeasesOn January
3, 2005, the Company signed mining leases on the Golden Chest with Metaline
Contact Mines (MTLI), J.W. Beasley Interests, LLC (JWBI) and Prichard Creek
Resource Partners, LLC (PCRP) that covered approximately 300 acres. The term of
the leases was fifteen years, with stipulations. A NSR royalty of 3%, and
additional royalties and share issuances were also part of the lease.

In December 2010, Golden Chest LLC (GC) (See Note 7) purchased
the patented mining claims from MTLI, JWBI, and PCRP for $3.75 million. At
closing, $500,000 was paid and the remainder is due under a Promissory Note and
Mortgage at the rate of $500,000 per year and $250,000 in the seventh and final
year. As part of the purchase, the leases were cancelled and the Company's
interest in the Golden Chest was transferred to GC. See Note 7 for further
information.

6.          
Asset Retirement Obligation

The Company has established asset retirement obligations
associated with the ultimate closing of its properties. Below is a
reconciliation as of December 31, 2010 and 2009 of the Companys asset
retirement obligations. The estimated reclamation costs were discounted using a
credit adjusted, risk-free interest rate of 5.6% .

|                                                                                  |   | 2010   |  |   | 2009    |  
|--------------------------------------------------------------------------------- | - | ------ |  | - | ------- | -
|Balances at January 1                                                             | $ | 25,913 |  | $ | 53,500  |  
|Changes in obligations due to disturbance of properties                           |   |        |  |   |         |  
|Changes in obligations due to changes in
      timing of reclamation expenditures |   |        |  |   | (28,030 | )
|Accretion expense                                                                 |   | 3,472  |  |   | 443     |  
|Balances at December 31                                                           | $ | 29,385 |  | $ | 25,913  |  

7.          
Mining Venture Agreements

Golden Chest LLC (GC)In December of
2010, a limited liability company (LLC) was formed between the Company and
Marathon Gold USA (MUSA). MUSA's contribution to GC is $4,000,000 payable in
installments ending on November 30, 2011. The Company's contribution to GC with a carrying value of $553,205 includes all of the its interests in the Golden Chest mine, including unpatented claims and some mining equipment. In connection with this
transaction, the 2005 mining leases with Metaline Contact Mines, J.W. Beasley
Interests, LLC, and Prichard Creek Resource Partners, LLC (see Note 5) were
cancelled in December 2010. GC purchased the patented mining claims from
Metaline Contact Mines, J.W. Beasley Interests, LLC, and Prichard Creek Resource
Partners, LLC for $3.75 million with $500,000 paid at closing in December 2010
and the remainder due under a Promissory Note and Mortgage at the rate of
$500,000 per year with the $250,000 balance due in the seventh and final year.

Newmont Venture AgreementThe Company
entered into a venture agreement with Newmont North America Exploration Limited
("Newmont") in March 2008, relating to exploration of the Company's Toboggan
Project which includes the following prospects: Gold Butte, Mineral Ridge,
Golden Reward, Progress, and Independence. Newmont is conducting exploration in
a 38 square mile area centered on the prospects that the Company has staked in
the past two years. To earn a participating interest in the Venture, Newmont is
required to contribute $2,000,000 in exploration expenditures as follows:
$300,000 on or before March 2009, an additional $700,000 by March 2010, and an
additional $1,000,000 by March 2011. Newmont has made satisfactory progress
toward competing their required expenditures to date and completed three field
seasons of exploration work.

8.          
Income Taxes

The Company did not recognize a provision (benefit) for income
taxes for the years ended December 31, 2010 and 2009.

At December 31, 2010 and 2009, the Company had deferred tax
assets principally arising from the net operating loss carry forwards for income
tax purposes multiplied by an expected rate of 40%. As management of the Company
cannot determine that it is more likely than not that the Company will realize
the benefit of the deferred tax assets, a valuation allowance equal to the
deferred tax asset has be established at December 31, 2010 and December 31, 2009. The
significant components of the deferred tax asset at December 31, 2010 and 2009
were as follows:

33

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New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

8.          
Income Taxes, continued

| |                                        |   | December 31, |   |   | December 31, |  
| | -------------------------------------- | - | ------------ | - | - | ------------ | -
| |                                        |   | 2010         |   |   | 2009         |  
| | Deferred tax asset                     |   |              |   |   |              |  
| | Net operating loss carry forward       | $ | 2,900,000    |   | $ | 2,700,000    |  
| | Exploration costs                      |   | 198,000      |   |   | 160,000      |  
| |                                        |   | 3,098,000    |   |   | 2,860,000    |  
| | Deferred tax asset valuation allowance |   | (3,098,000   | ) |   | (2,860,000   | )
| | Net deferred tax asset                 | $ |             |   | $ |             |  

At December 31, 2010 and 2009 the Company had net operating
loss carry forwards of approximately $7,260,000 and $6,720,000 respectively,
which expire in the years 2017 through 2030.

The income tax benefit shown in the financial statements for
the years ended December 31, 2010 and 2009 differs from the statutory rate as
follows:

| |                                   |   | December 31, |   |   | December 31, |  
| | --------------------------------- | - | ------------ | - | - | ------------ | -
| |                                   |   | 2010         |   |   | 2009         |  
| | Benefit at statutory rate         | $ | (184,000     | ) | $ | (290,000     | )
| | State taxes, net of federal taxes |   | (54,000      | ) |   | (50,000      | )
| | Increase in valuation allowance   |   | 238,000      |   |   | 340,000      |  
| | Total provision (benefit)         | $ | 0            |   | $ | 0            |  

The Company has analyzed its filing positions in all
jurisdictions where it is required to file income tax returns and found no
positions that would require a liability for unrecognized income tax benefits to
be recognized.

We have determined that we are open to examination of our
income tax filings in the United States and state jurisdictions for the 2007
through 2010 tax years. In the event that the Company is assessed penalties and
or interest, penalties will be charged to other operating expense and interest
will be charged to interest expense.

9.          
Equity

The Company has authorized 50,000,000 shares of no par common
stock. In addition, the Company has authorized 1,000,000 shares of no par
preferred stock, none of which had been issued at December 31, 2010 or 2009.

Private PlacementsIn March of 2010
the Company completed a private placement which was initiated in September of
2009, each unit selling for $0.17 and consisting of one share of restricted
common stock and one common stock purchase warrant, whereby each warrant may
purchase one share of the Companys unregistered common stock at $0.30 until
January 31, 2013. A total of 3,658,530 units were sold in the private placement
and resulted in net proceeds of $563,670. Of those units, 138,000 were issued in
2009 for net proceeds of $34,500.

In August of 2010, the Company sold 300,000 units at $0.17 per
unit, providing net proceeds of $51,000 to the Company. Each unit consists of
one share of restricted common stock and one common stock purchase warrant,
whereby each warrant may purchase one share of the Companys unregistered common
stock at $0.30 until January 31, 2013.

In December of 2010, the Company sold 2,000,000 units at $0.20
per unit, providing net proceeds of $399,990 to the Company. Each unit consists
of one share of restricted common stock and one common stock purchase warrant,
whereby each warrant may purchase one share of the Companys unregistered common
stock at $0.30 until January 31, 2013.

Exercise of Stock Purchase WarrantsNo common stock purchase warrants were exercised in 2009. During 2010 common
  stock purchase warrants were exercised by warrant holders that had purchased
  units of common stock and common stock purchase warrants during the Company's
  previous private placement offerings. During 2010, the Company issued 206,500
  shares of its restricted common stock at $0.17 per share, generating net proceeds
  of $33,936 pursuant to the exercise of these warrants.

34

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New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

9.          
Equity continued:

Stock Purchase Warrants OutstandingTransactions in common stock purchase warrants for the years ended
December 31, 2010 and 2009, are as follows:

| |                                                    |  | Number of  |   |  | Exercise   | 
| | -------------------------------------------------- |  | ---------- | - |  | ---------- | 
| |                                                    |  | Warrants   |   |  | Prices     | 
| | Balance, December 31, 2008                         |  | 1,676,677  |   |  | $0.50-0.60 | 
| | Issued in connection with private placement        |  | 138,000    |   |  | 0.40       | 
| | Expired                                            |  | (1,451,427 | ) |  | 0.50       | 
| | Balance, December 31, 2009                         |  | 363,250    |   |  | 0.40-0.60  | 
| | Issued in connection with
      private placements |  | 5,961,550  |   |  | 0.30       | 
| | Exercised                                          |  | (206,500   | ) |  | 0.17       | 
| | Expired                                            |  | (18,750    | ) |  | 0.60       | 
| | Balance, December 31, 2010                         |  | 6,099,550  |   |  | 0.30-0.40  | 

These warrants expire as follows:

|Shares    | Exercise Price | Expiration Date 
|--------- | -------------- | ----------------
|138,000   | $0.40          | October 19, 2012
|5,961,550 | $0.30          | January 31, 2013
|6,099,550 |                |                 

Common Stock Issued for Property, Plant and
EquipmentDuring 2010 and 2009, the Company issued 72,000
shares, annually, of its restricted common stock for mineral properties. The
Company recorded $18,000 each year, during 2010 and 2009, based upon the value
of the shares issued.

Common Stock Issued for Services and
ExplorationDuring 2010 and 2009, the Company issued 81,000
and 175,520 shares, respectively, of its restricted common stock for exploration
and other services rendered the Company. The Company recorded $17,426 and
$40,348, respectively, based upon the value of the services rendered and the
shares issued.

Common Stock Issued in Exchange for Accounts
PayableDuring 2010 the Company issued 2,600 shares of its
restricted common stock in exchange for accounts payable related to buildings
and equipment purchases. The Company recorded $525 based upon the value of the
accounts payable and the shares issued.

10.         Related
Party Transactions

Fred Brackebusch is President, Treasurer, and a Director of the
Company. Grant Brackebusch, Fred Brackebusch's son, is the Vice-President and a
Director of the Company. Grant Brackebusch's wife, Tina Brackebusch, is the
Company's Corporate Secretary. Fred Brackebusch and Grant Brackebusch own 89.6%
and 10.4%, respectively of Mine Systems Design, Inc. ("MSD"), a firm that has
various related party transactions with the Company. NJMC owns 50% of GC LLC
formed to develop the Golden Chest area of interest near Murray Idaho.

In addition to the related party transactions described in Note
5 and 7, the Company had the following transactions with related parties:

- During the year ended December 31, 2009, the Company issued 651,320 of its
  restricted common stock valued at $195,398 to Fred Brackebusch for management
  services. During the year ended December 31, 2009 the Company issued 338,000
  shares of its restricted common stock valued at $101,400 to Grant Brackebusch
  for management services. No shares were issued to either party for management
  services in 2010
- During 2010 and 2009 the Company issued 25,000 shares of its restricted
  stock valued at $5,000 and $6,250, respectively, to Tina Brackebusch for
  services as the Corporate Secretary.
- During the years ended December 31, 2010 and 2009, the Company issued
  125,000 shares, of its restricted common stock to members of the Board of
  Directors for their services as directors. These stock awards were recorded as
  directors' fees of $25,000 and $31,250, respectively, based upon the estimated
  value of the shares issued and services rendered. Fred and Grant Brackebusch
  each received 25,000 shares in 2010 and 2009, as Directors of the Company.
- During each of the two years ended December 31, 2010 and 2009 the Company
  paid $6,000 to MSD for office rent. The December 31, 2009 note payable to
  related party balance includes $6,000 for the 2009 office rent.
- During 2009 an unsecured line of credit with annual interest rates ranging
  from 1% to 5.25% and a maximum of $100,000 was extended to the Company by
  President Fred Brackebusch for cash shortfalls. As of December 31, 2009 the
  note payable to related party balance was $72,107 which included $2,657 in
  interest and fees that was recognized as an expense during the year ended
  December 31, 2009. This note was paid in full during 2010.
- At December 31, 2010 NJMC was owed $2,065 in miscellaneous receivable from
  GC LLC.

35

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New Jersey Mining Company(A Development Stage
Company) Notes to Financial Statements

11.         Investment
in Marketable Security

In 2006, the Company purchased 1,875,000 common shares of Gold
Crest Mines Inc for $7,500. In 2009 the Company sold 665,620 of those shares for
cash proceeds of $24,823, resulting in a realized gain of $22,160. No shares
were sold in 2010.

At December 31, 2010, the Company held 967,180 of these shares
with a market value of $0.02 per share, for a total market value of $19,344. At
December 31, 2010, the excess market value of $15,475 over the $3,868 remaining
cost basis of the shares was recognized as accumulated other comprehensive
income in the equity section of the Companys balance sheet.

12.         Commitments
and Contingencies

The Company owns or leases several mineral properties located
in the Coeur dAlene River Basin. In recent years, certain other companies
involved in mining activities on property interests upland of the Coeur d'Alene
River Basin have been identified as potentially responsible parties under the
Comprehensive Environmental Response, Compensation, and Liability Act of 1980
(CERCLA), and have entered into consent decrees with the EPA and the state of
Idaho, concerning environmental remediation obligations and damages to or loss
of natural resources in the Coeur d'Alene River Basin. The Company has not
received any notification of a pending action or proceeding against the Company
relating to environmental claims or assessments. It is possible, however, that
the Companys obligation could change in the near or longer term, and the
resultant liability or claim for damages could have a material adverse effect on
the Company.

NJMC's property holdings include approximately 161 unpatented
mining claims from the Bureau of Land Management for which payment of $125 each
is due September 1, 2011. If these fees are not paid, the claims will be
considered abandoned.

13.         Subsequent
Events

In January 2011, a venture agreement was signed by the Company
and United Mine Services, Inc. (UMS) relating to the New Jersey mineral
processing plant. To earn a one third interest in the venture, UMS will provide
funding to expand the processing plant to 15 tonnes/hr, which is estimated to
cost $2.3 million. The proposed expansion budget included purchasing land held
by the Company, known as the Zanetti Mining Lease, the lease was cancelled by
the purchase of the land. The Company is the Operator of the venture and will
charge operating costs to UMS for milling its ore up to 7,000 tonnes/month,
retain a milling capacity of 3,000 tonnes/month, and as the operator of the
venture receive a fee of $2.50/tonne milled.

36

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ITEM 9

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

None

ITEM 9A(T).

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

At December 31, 2010, our President who also serves as our
Chief Accounting Officer evaluated the effectiveness of the design and operation
of our disclosure controls and procedures pursuant to Rule 13a-15(e) of the
Securities Exchange Act of 1934 (the Exchange Act), which disclosure controls
and procedures are designed to insure that information required to be disclosed
by a company in the reports that it files under the Exchange Act is recorded,
processed, summarized, and reported within required time periods specified by
the Securities & Exchange Commission rules and forms.

Based upon that evaluation, it was concluded that our
disclosure controls were effective as of December 31, 2010, to ensure timely
reporting with the Securities and Exchange Commission. Specifically, the
Companys corporate governance and disclosure controls and procedures provided
reasonable assurance that required reports were timely and accurately reported
in our periodic reports filed with the Securities and Exchange Commission.

Internal Control over Financial Reporting

Managements Annual Report on Internal Control Over
Financial Reporting

The management of New Jersey Mining Company is responsible for
establishing and maintaining adequate internal control over financial reporting.
This internal control system has been designed to provide reasonable assurance
to the Companys management and Board of Directors regarding the preparation and
fair presentation of the Companys published financial statements.

All internal control systems, no matter how well designed, have
inherent limitations. Therefore, even those systems determined to be effective
can provide only reasonable assurance with respect to financial statement
preparation and presentation.

The management of New Jersey Mining Company has assessed the
effectiveness of the Companys internal control over financial reporting as of
December 31, 2010. To make this assessment, we used the criteria for effective
internal control over financial reporting described in Internal
Control-Integrated Framework, issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on our assessment, we believe
that, as of December 31, 2010, the Companys internal control over financial
reporting is effective.

Fred Brackebusch, President, CEO and CFO 
  New Jersey Mining
Company

Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within our Company have been detected. These
inherent limitations include the realities that judgments in decision-making can
be faulty, and that breakdowns can occur because of simple error or mistake.
Controls can also be circumvented by the individual acts of some persons, by
collusion of two or more people, or by management override of the controls. The
design of any system of controls is based in part upon certain assumptions about
the likelihood of future events, and any design may not succeed in achieving its
stated goals under all potential future conditions.

Over time, controls may become inadequate because of changes in
conditions or deterioration in the degree of compliance with policies or
procedures. Because of the inherent limitation of a cost-effective control
system, misstatements due to error or fraud may occur and not be detected.

Changes in internal control over financial reporting

The President and Principal Accounting Officer conducted
evaluations of our internal controls over financial reporting to determine
whether any changes occurred during the quarter ended December 31, 2010 that
have materially affected, or are reasonably likely to materially affect, the
Companys internal control over financial reporting. There was no material
change in internal control over financial reporting in the quarter ended
December 31, 2010.

37

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ITEM 9B

OTHER INFORMATION

None.

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE;

|Name & Address                                                     | Age | Position                        | Date First Elected
|------------------------------------------------------------------ | --- | ------------------------------- | ------------------
|Fred W. Brackebusch P.O. Box 1019 Kellogg, Idaho
      83837       | 66  | President, Director & Treasurer | 7/18/1996         
|Grant A. Brackebusch P.O. Box 131 Silverton, ID
      83867        | 41  | Vice President & Director       | 7/18/1996         
|Ivan R. Linscott 7150 Burke Road Wallace, ID 83873                 | 68  | Director                        | 9/21/2004         
|William C. Rust (1)P.O. Box 648
      Wallace, ID 83873            | 64  | Director                        | 9/21/2004         
|M. Kathleen Sims (1)2745 Seltice Way
      Coeur dAlene, ID 83814 | 66  | Director                        | 9/25/2003         
|Tina C. Brackebusch P.O. Box 131 Silverton, ID
      83867         | 41  | Secretary                       | 1/1/1997          

(1) Member of the Audit Committee

Directors are elected by shareholders at each annual
shareholders meeting to hold office until the next annual meeting of
shareholders or until their respective successors are elected and qualified.

Fred W. Brackebusch, P.E. has served as Chairman of the
Board, President, Chief Executive Officer and Treasurer of the Company since
1996. He has a B.S. and an M.S. in Geological Engineering both from the
University of Idaho. He is a consulting engineer with extensive experience in
mine development, mine backfill, mine management, permitting, process control,
and mine feasibility studies. He has over 40 years of experience in the Coeur
d'Alene Mining District, about half of which was with Hecla Mining Co. He has
been the principal owner of Mine Systems Design, Inc., a mining consulting
business which is a large shareholder in the Company, since 1987.

Grant A. Brackebusch, P.E. has served as the Vice
President and a Director of the Company since 1996. He holds a B.S. in Mining
Engineering from the University of Idaho. He worked for Newmont Gold Co. on the
Carlin Trend in open pit mine planning and pit supervision for three years. He
also has worked with Mine Systems Design, Inc. performing various engineering
and geotechnical tasks. He has worked for New Jersey Mining Company since 1996;
he supervises the daily operations of the various mining operations, mill
operations, performs various engineering tasks, and coordinates environmental
permitting.

Ivan R. Linscott, PhD has served as a Director of the
Company since 2004. Heis a physicist at Stanford University. He is a
Senior Research Associate for radioscience spacecraft instrument development and
is Co-Investigator and Science Team Member for the New Horizons Mission to
encounter the planet Pluto. Dr. Linscott has a strong interest in doing research
on exploration techniques in the Coeur dAlene Mining District. He has made
significant contributions to the Companys exploration program by performing
geophysical surveys on the Companys properties with the innovative use of
experimental geophysical techniques.

William C. Rust has served as a Director of the Company
since 2004. He is a metallurgical engineer with extensive experience in the
Silver Valley. He worked for Asarco as Chief Metallurgist. Later he worked for
CoCa mines at the Grouse Creek mine in Central Idaho and for McCulley, Frick,
and Gilman, an environmental consulting firm. He was with Getchell Gold Inc. in
Nevada where he was Mill Manager and Senior Metallurgist for a 3,200 ton/day
gold plant. Currently, Mr. Rust is self-employed as a metallurgical engineering
consultant. Mr. Rust is a member of the Audit Committee.

M. Kathleen Sims has served as a Director of the Company
since 2004. She is a successful businesswoman who is majority owner of a Honda
car dealership in Coeur dAlene, Idaho. She is currently a Congresswoman and
formerly a State Senator in the Idaho Legislature. She is a former member of the
State of Idaho Human Rights Commission and is active in the Idaho Republican
Party. She has extensive experience in starting a business with all the
necessary experience in financing, business plans and management. Ms. Sims is
the chairperson of the Audit Committee.

38

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Tina C. Brackebuschhas served as Secretary of the
Company since 1996. She has served as Office Manager for the Company since 1996.
She holds a B.S. in Secondary Education from the University of Idaho and teaches
English at Wallace High School.

Family RelationshipsFred W.
Brackebusch is the father of Grant A. Brackebusch. Tina C. Brackebusch is the
wife of Grant A. Brackebusch.

Legal ProceedingsNo Director or
Officer has been involved in any legal action involving the Company for the past
five years.

Section 16(a) Beneficial Ownership Reporting
ComplianceUnder Section 16(a) of the Securities Exchange Act of 1934, as amended,
  and the regulations thereunder, the Companys Directors, Executive Officers
  and beneficial owners of more than 10% of any registered class of the Companys
  equity securities are required to file reports of their ownership of the Companys
  securities and any changes in that ownership with the SEC. Based solely on its
  review of copies of these reports and any written representations from such
  reporting persons, the Company believes that during 2010 such filing requirements
  were complied with.

Code of EthicsThe Company adopted a
Code of Ethics at a Board of Directors meeting on December 9, 2003, that applies
to the Company's executive officers. It can be found at the Companys website
www.newjerseymining.com. The Company also
adopted a Code of Ethics for all employees at the Board of Directors meeting on
February 18, 2008.

Board CommitteeAt a Board of
Directors meeting on September 21, 2004, the Directors approved an audit
committee comprised of William C. Rust and M. Kathleen Sims. Each member of the
audit committee is deemed to be an independent director as that term is defined
in Rule 4200(a)(14) of the NASDs listing standards. M. Kathleen Sims is the
Audit Committee Financial Expert as defined by Section 407 of the Sarbanes-Oxley
Act. The Board adopted an audit committee pre-approval policy. The audit
committee is required to pre-approve the audit and non-audit services performed
by the independent auditor in order to assure that the provision of such
services do not impair the auditors independence.

ITEM 11.

EXECUTIVE COMPENSATION

Compensation of Officers

A summary of cash and other compensation for Fred Brackebusch,
the Companys President and Chief Executive Officer, and Grant Brackebusch, the
Companys Vice President, (the Named Executive Officers), for the two most
recent years is as follows:

Executive Officer Compensation Table

|Name & Principal Position         | Year   | Salary ($) | Bonus ($) | Stock Awards1
      ($) | Option Awards 
      ($) | Nonequity Incentive Plan
    Compensation 
    ($) | Nonqualified Deferred
    Compensation Earnings 
    ($) | All Other
    Compensation 
    ($) | Total ($)
|--------------------------------- | ------ | ---------- | --------- | ----------------------- | ------------------------ | -------------------------------------------------- | -------------------------------------------------------- | ----------------------------------- | ---------
|Fred Brackebusch 
    President   | 2010   | 30,000     | 0         | 5,000                   | 0                        | 0                                                  | 0                                                        | 0                                   | 35,000   
|2009                              | 26,250 | 0          | 201,648   | 0                       | 0                        | 0                                                  | 0                                                        | 227,898                            
|Grant Brackebusch 
    Vice Pres. | 2010   | 67,708     | 0         | 5,000                   | 0                        | 0                                                  | 0                                                        | 0                                   | 72,708   
|2009                              | 46,263 | 0          | 107,650   | 0                       | 0                        | 0                                                  | 0                                                        | 153,913                            

(1) Stock Awards include fees earned as
Directors.

The compensation of the Named Executive Officers has been set
by disinterested members of the Board of Directors. In April of 2007, the Board
of Directors approved a compensation plan for our President, Fred W.
Brackebusch, that states that any time over 130 hours per month is compensated
with restricted common stock at a rate of $150 per hour. In January of 2009, the
Board of Directors approved a compensation plan for Vice President Grant
Brackebusch that awarded him with restricted common stock for an average of 84.5
hours per month at a rate of $100 per hour. The number of shares was calculated
quarterly using the average bid price for the quarter as quoted on the OTCQB.
Additionally, in 2009, both Fred W. Brackebusch and Grant Brackebusch were
compensated with shares in lieu of cash for some of their base salaries as well
to conserve limited cash.

In 2010, the restricted stock compensation plans for both Fred
W. Brackebusch and Grant A. Brackebusch were discontinued. During the years
ended December 31, 2010 and 2009, the Company issued zero and 651,320 shares,
respectively, of its restricted common stock valued at $0 and $195,398,
respectively, to Fred Brackebusch for management services. During the years
ended December 31, 2010 and 2009, the Company issued zero and 338,000 shares,
respectively, of its restricted common stock valued at $0 and $101,400,
respectively, to Grant Brackebusch for management services.

39

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The Company does not have a retirement plan for its executive
officers and there is no agreement, plan or arrangement that provides for
payments to executive officers in connection with resignation, retirement,
termination or a change in control of the Company.

Outstanding Equity Awards at Fiscal Year-endThe Company does not currently award the Named Executive Officers
options to purchase the Companys shares, and there were no outstanding equity
awards as of December 31, 2010.

Director Compensation

A summary of compensation for the Companys non-employee
Directors, including Ivan R. Linscott, William C. Rust and M. Kathleen Sims for
the two most recent years is as follows:

Director Compensation Table

|Name 1           | Year | Fees Earned or Paid in Cash
      ($) | Stock Awards ($) | Option Awards ($) | Nonequity Incentive Plan Compensa-
      tion ($) | Nonqualified Deferred Compensa-
      tion Earnings ($) | All Other Compensa- tion ($) | Total ($)
|---------------- | ---- | ------------------------------------- | ---------------- | ----------------- | ------------------------------------------------- | ------------------------------------------------------- | ---------------------------- | ---------
|Ivan R. Linscott | 2010 | 0                                     | 5,000            | 0                 | 0                                                 | 0                                                       | 0                            | 5,000    
|2009             | 0    | 6,250                                 | 0                | 0                 | 0                                                 | 0                                                       | 6,250                       
|William C. Rust  | 2010 | 0                                     | 5,000            | 0                 | 0                                                 | 0                                                       | 0                            | 5,000    
|2009             | 0    | 6,250                                 | 0                | 0                 | 0                                                 | 0                                                       | 6,250                       
|M. Kathleen Sims | 2010 | 0                                     | 5,000            | 0                 | 0                                                 | 0                                                       | 0                            | 5,000    
|2009             | 0    | 6,250                                 | 0                | 0                 | 0                                                 | 0                                                       | 6,250                       

(1) Directors Fred W. Brackebusch and Grant A. Brackebusch are
executive officers of the Company, therefore, disclosure regarding their
compensation as Directors is included in the Executive Officer Compensative
Table above

At a Board of Directors meeting on November 9, 2009, the
Directors approved a compensation plan for the Board of Directors under which
each Director receives 25,000 shares of unregistered Common Stock. In 2009 and
2010 these shares were valued at $6,250 and $5,000, respectively. No additional
fees are paid for attendance at Board of Directors meetings, committee
membership or committee chairmanship. On occasion, Directors are retained for
consulting services unrelated to their duties as Directors. These consulting
services are either paid in cash or with unregistered Common Stock according to
the Companys policy for share-based payment of services.

The Company does not have a retirement plan for its Directors
and there is no agreement, plan or arrangement that provides for payments to
Directors in connection with resignation, retirement, termination or a change in
control of the Company.

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets forth information as of March 1, 2011
regarding the shares of Company Common Stock beneficially owned by: (i) each
person known by the Company to own beneficially more than 5% of the Companys
Common Stock; (ii) each Director of the Company; (iii) the CEO and CFO of the
Company (the Named Executive Officers); and (iv) all Directors and the Named
Executive Officers of the Company as a group. Except as noted below, each holder
has sole voting and investment power with respect to the shares of the Company
Common Stock listed as owned by that person.

Security Ownership of Certain Beneficial Owners

|Title of Class | Name and Address Of Beneficial
      Owner                             | Amount and Nature of Beneficial Owner         | Percent of Class1
|-------------- | ---------------------------------------------------------------------- | --------------------------------------------- | -----------------
|Common         | Fred W. Brackebusch P.O. Box
      1019 Kellogg, Idaho 83837           | 7,900,077 indirect (a)
      1,807,861 direct | 21.56%           
|Common         | Constance Meisel 105 East
      Atlantic Avenue Delray Beach, FL 33444 | 3,158,607                                     | 7.02%            
|Common         | Terry & Marguerite Tyson
      County Road U Lipscomb, TX 79056        | 1,608,528 direct 933,900
      indirect       | 5.65%            
|Common         | William Ritger 750 Ocean
      Royale Way Juno Beach, FL 33408         | 3,162,425                                     | 7.02%            

(1)Based upon 45,022,862 outstanding shares of common stock as
of March 1, 2011.

40

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(a) Fred Brackebusch owns 89.6% of Mine Systems Design, Inc.
(MSD) which is an S corporation that owns 8,817,050 common shares of the
Company. Neither MSD nor Fred Brackebusch has the right to acquire any
securities pursuant to options, warrants, conversion privileges or other rights.

Security Ownership of Management

|Title of Class | Name and Address of Beneficial
      Owner                                   | Amount and Nature of Beneficial Owner         | Percent of Class1
|-------------- | ---------------------------------------------------------------------------- | --------------------------------------------- | -----------------
|Common         | Fred W. Brackebusch 89
      Appleberg Road Kellogg, Idaho 83837             | 7,900,077 indirect (a)
      1,807,861 direct | 1.56%            
|Common         | Grant A. Brackebusch 89 Appleberg Road
      Kellogg, Idaho 83837            | 916,973 indirect (b)
      725,920 direct     | 3.65%            
|Common         | Ivan R. Linscott, Director
      7150 Burke Road Wallace, Idaho 83873        | 160,500                                       | 0.36%            
|Common         | William C. Rust, Director
      P.O. Box 648 Wallace, Idaho 83873            | 120,000                                       | 0.27%            
|Common         | M. Kathleen Sims, Director
      2745 Seltice Way Coeur dAlene, Idaho 83814 | 133,000                                       | 0.29%            
|Common         | All Directors and Executive
      Officers as a group (5 individuals)        | 11,764,331                                    | 26.13%           

(1) Based upon 45,022,862 outstanding shares of common stock at
March 1, 2011.

(a) Fred Brackebusch owns 89.6% of Mine Systems Design, Inc.
(MSD) which is an S corporation that owns 8,817,050 common shares of the
Company. Neither MSD nor Fred Brackebusch has the right to acquire any
securities pursuant to options, warrants, conversion privileges or other rights.

(b) Grant Brackebusch owns 10.4% of Mine Systems Design, Inc.
(MSD) which is an S corporation that owns 8,817,050 common shares of the
Company. Neither MSD nor Grant Brackebusch has the right to acquire any
securities pursuant to options, warrants, conversion privileges or other rights.

None of the Directors or Officers has the right to acquire any
securities pursuant to options, warrants, conversion privileges or other rights.
No shares are pledged as security.

Securities Authorized for Issuance under Equity
PlansThe Company does not have an equity compensation plan
for issuance of warrants, options or rights. However, the Board of Directors has
awarded Fred Brackebusch unregistered Common Stock in addition to his salary,
for 2009, for any hours worked over 130 hours per month at a rate of $150 per
hour. The Board awarded Grant Brackebusch unregistered Common Stock in addition
to his salary in 2009, for an average of 84.5 hours per month at a rate of $100
per hour. The number of shares to be awarded is calculated quarterly by using
the average bid price of the Companys Common Stock. The payment of management
with unregistered Common Stock was discontinued in 2010. The Company also
occasionally pays for goods or services with unregistered Common Stock and uses
the average bid price of the stock at the time to determine the number of shares
to be issued.

Changes in ControlNone.

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

Certain Relationships and Related TransactionsDuring each of the years ended December 31, 2009 and 2010, the Company issued
  150,000 shares of its unregistered common stock to members of the Board of Directors
  and Officers for their services. These stock awards were recorded as directors'
  fees of $31,250 and $25,000, respectively, for directors and $6,250 and $5,000,
  respectively, for management based upon the estimated value of the shares issued
  and services rendered. Fred, Grant, and Tina Brackebusch each received 25,000
  shares in 2009 and 2010 as Directors or Officers in each respective year.

During the year ended December 31, 2009, the Company issued
651,320 of its unregistered common stock valued at $195,398, to Fred Brackebusch
for management services. During the year ended December 31, 2009, the Company
issued 338,000 shares of its unregistered common stock valued at $101,400 to
Grant Brackebusch for management services. No shares were issued to either party
in 2010 for management services.

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Director IndependenceThe Board of
Directors has determined that each of the following Directors is an independent
director as such term is defined by the rules of the Financial Industry
Regulatory Authority (FINRA), and the Securities and Exchange Commission
(SEC): Ivan R. Linscott, William C. Rust, and M. Kathleen Sims. These three
Directors comprise a majority of the Board of Directors. The rules of FINRA and
the SEC generally provide that an independent director is a person other than
an officer or employee of the Company or any individual having a relationship
that, in the opinion of the Board of Directors, would interfere with the
exercise of independent judgment in carrying out the responsibilities of a
Director. The FINRA rules also provide specific criteria that, if met,
disqualify a director from being independent.

The Board of Directors does not have separately designated
nominating or compensation committees. The entire Board performs these
functions. At a Board of Directors meeting on September 21, 2004, the Directors
approved an audit committee comprised of William C. Rust and M. Kathleen Sims.
Each member of the audit committee is deemed to be an independent director as
that term is defined in Rule 4200(a)(14) of the NASDs listing standards. M.
Kathleen Sims is the chairperson of the Audit Committee and the Audit Committee
Financial Expert as defined by Section 407 of the Sarbanes-Oxley Act.

ITEM 14.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit FeesThe aggregate fees billed
for professional services rendered by the Companys principal accountant for the
audit of the annual financial statements included in the Companys annual report
on Form 10-K for the fiscal years ended December 31, 2009 and December 31, 2010
and the review for the financial statements included in the Companys quarterly
reports on Form 10-Q during those fiscal years, were $29,479 and $23,948
respectively.

Audit Related FeesThe Company
incurred no fees during the last two fiscal years for assurance and related
services by the Companys principal accountant that were reasonably related to
the performance of the audit or review of the Companys financial statements,
and not reported under Audit Fees above.

Tax FeesThe Company incurred no fees
during the last two fiscal years for professional services rendered by the
Companys principal accountant for tax compliance, tax advice and tax planning.

All Other FeesThe Company incurred no
other fees during the last two fiscal years for products and services rendered
by the Companys principal accountant.

Audit Committee Pre-Approval PoliciesThe Board of Directors has adopted an audit committee pre-approval
policy. The audit committee is required to pre-approve the audit and non-audit
services performed by the independent auditor in order to assure that the
provision of such services do not impair the auditors independence.

42

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PART IV

ITEM 15.

EXHIBITS

|(3)(i)  | Articles of Incorporation-Filed
          as an exhibit to the registrant's registration statement on Form 10-SB
          (Commission File No. 000-28837) and incorporated by reference herein.                                                                                                                                                  
|------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(3)(ii) | Bylaws-Filed as an exhibit
          to the registrant's registration statement on Form 10-SB (Commission
          File No. 000-28837) and incorporated by reference herein.                                                                                                                                                                     
|(10)(1) | Lease Agreement with William
          Zanetti-Filed as an exhibit to the registrant's registration statement
          on Form 10-SB (Commission File No. 000-28837) and incorporated by reference
          herein.                                                                                                                             
|(10)(2) | Articles of Merger For Plainview
          Mining Company Inc. and New Jersey Mining Co.-Filed as an exhibit to
          the registrant's registration statement on Form 10-SB (Commission File
          No. 000-28837) and incorporated by reference herein.                                                                                   
|(10)(3) | Lease Agreement with Mine
          Systems Design, Inc.-Filed as an exhibit to the registrant's annual
          report on Form 10-KSB for the year ended December 31, 2001 and incorporated
          by reference herein.                                                                                                                      
|(10)(4) | Articles of Merger for Gold
          Run Gulch Mining Company and New Jersey Mining Co.-Filed as an exhibit
          to the registrant's annual report on Form 10-KSB for the year ended
          December 31, 2002 and incorporated by reference herein.                                                                                      
|(10)(5) | Exploration Agreement and
          Option to Lease between Paymaster Resources, Inc. and New Jersey Mining
          Company with the approval of J.W. Beasley Interests LLC.-Filed as an
          exhibit to the registrants annual report on Form 10-KSB for the
          year ended December 31, 2003 and incorporated by reference herein.
|(10)(6) | Exploration Agreement and
          Option to Lease between Prichard Creek Resource Partners LLC and New
          Jersey Mining Company.-Filed as an exhibit to the registrants
          annual report on Form 10-KSB for the year ended December 31, 2003 and
          incorporated by reference herein.                                     
|(10)(7) | Exploration Agreement and
          Option to Convert to Mining Agreement between RMA and New Jersey Mining
          Company. Filed as an exhibit to the registrants annual report
          on Form 10-KSB for the year ended December 31, 2006 and incorporated
          by reference herein.                                                
|(10)(8) | Exploration Agreement and
          Option to Convert to Mining Agreement between RMA and New Jersey Mining
          Company. Filed as an exhibit to the registrants annual report
          on Form 10-KSB for the year ended December 31, 2007.                                                                                               
|(14)    | Code of Ethics.-Filed as an
          exhibit to the registrants annual report on Form 10-KSB for the
          year ended December 31, 2003, and incorporated by reference herein.                                                                                                                                                              
|(16)    | Letter on Change in Certifying
          Accountant.-Filed as an 8-K report on December 10, 2003 and later filed
          as an 8-K/A on February 2, 2004, and incorporated by reference herein.                                                                                                                                                 
|(31)    | Rule 13a-15(e)/15d-15(e) Certifications                                                                                                                                                                                                                                                                                                           
|(31)(i) | Certification
          of Fred W. Brackebusch                                                                                                                                                                                                                                                                                                    
|(32)    | Section 1350 and Rule 13a-15(d)
          Certifications                                                                                                                                                                                                                                                                                          
|(32)(i) | Certification
          of Fred W. Brackebusch                                                                                                                                                                                                                                                                                                    
|(99)(i) | Audit Committee Pre-Approval
          Policies.-Filed as an exhibit to the registrants annual report
          on Form 10-KSB for the year ended December 31, 2003 and incorporated
          by reference herein.                                                                                                                              

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SIGNATURES

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

New Jersey Mining Company

|Date: | March
      30, 2011 | By /s/ FRED W. BRACKEBUSCH                                 | 
|----- | -------------------- | ---------------------------------------------------------- | 
|      |                      | Fred W. Brackebusch, President,
      Treasurer & Director | 
|      |                      |                                                            | 
|Date: | March
      30, 2011 | By /s/ GRANT A. BRACKEBUSCH                                | 
|      |                      | Grant A. Brackebusch, Vice
      President & Director      | 
|      |                      |                                                            | 
|Date: | March
      30, 2011 | By /s/ IVAN R. LINSCOTT                                    | 
|      |                      | Ivan R.
      Linscott, Director                           | 
|      |                      |                                                            | 
|Date: | March
      30, 2011 | By /s/ WILLIAM C. RUST                                     | 
|      |                      | William C.
      Rust, Director                            | 
|      |                      |                                                            | 
|Date: | March
      30, 2011 | By /s/ M. KATHLEEN SIMS                                    | 
|      |                      | M. Kathleen Sims, Director                                 | 

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