FORM 10-QSB

                    U. S. SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

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


                      For Quarter Ended: September 30, 2001


                        Commission File Number: 001-04026



                            PRINCETON MINING COMPANY
        (Exact name of small business issuer as specified in its charter)


                           Idaho                   82-6008727
                  (State of Incorporation)     (IRS Employer ID No)



                 1111 South Main, Suite 127, Grapevine, TX 76051
                     (Address of principal executive office)

                                  817-410-5762
                           (Issuer's telephone number)


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes     No    X
                                                             ----     ----

The number of shares outstanding of registrant's common stock, par value $.10
per share, as of September 30, 2001 was 27,677,140 shares.

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





                                       1
<PAGE>



                     Princeton Mining Company and Subsidiary

                                      INDEX
<TABLE>
<S>                                                                                                  <C>

                                                                                                         Page
                                                                                                          No.
Part I.       Financial Information (unaudited)

       Item 1.Consolidated Balance Sheet - September 30, 2001                                              3

              Consolidated Statements of Operations -                                                      4
              Three and Nine Months Ended September 30, 2001 and 2000

              Consolidated Statement of Stockholders' Equity -                                             5
              Nine Months Ended September 30, 2001

              Consolidated Statements of Cash Flows -                                                      6
              Nine Months Ended September 30, 2001 and 2000

              Notes to Consolidated Financial Statements -                                                7-10
              Nine Months Ended September 30, 2001 and 2000

       Item 2.Managements Discussion and Analysis or Plan of Operation                                   11-13


Part II.      Other Information                                                                            14






</TABLE>
                                       2
<PAGE>



Princeton Mining Company and Subsidiary
Consolidated Balance Sheet
September 30, 2001
(Unaudited)
<TABLE>
<CAPTION>
<S>                                                                                 <C>




Assets

Current assets
  Cash and cash equivalents                                                                          $ 13,787
                                                                                     -------------------------
Total current assets                                                                                   13,787

Mineral property                                                                                        2,000
Real estate, net                                                                                       45,551

                                                                                     -------------------------
  Total assets                                                                                       $ 61,338
                                                                                     =========================



Liabilities and Stockholder's Equity

Current liabilities
 Note payable                                                                                        $ 35,225
 Due to related party                                                                                   1,482
                                                                                     -------------------------
Total current liabilities                                                                              36,707


Stockholder's equity
  Preferred stock, $.10 par value.  Authorized 1,000,000 shares;                                            -
    no shares issued and outstanding.
  Common stock, $.10 par value.  Authorized 29,000,000 shares;                                      2,767,714
   issued and outstanding 27,677,140 shares
  Common stock discount                                                                           (2,735,464)
  Retained earnings (deficit)                                                                         (7,619)
                                                                                     -------------------------
Total stockholder's equity                                                                             24,631
                                                                                     -------------------------
                                                                                                     $ 61,338
                                                                                     =========================

See accompanying notes to financial statements.

</TABLE>




                                       3
<PAGE>



Princeton Mining Company and Subsidiary
Consolidated Statements of Operations
Three and nine months ended September 30, 2001 and 2000
(Unaudited)
<TABLE>
<CAPTION>

                                               Three Months            Three Months            Six Months            Six Months
                                                   Ended                   Ended                  Ended                 Ended
                                               September 30,           September 30,          September 30,         September 30,
                                                   2001                    2000                   2001                   2000
<S>                                    <C>                 <C>                      <C>                   <C>

Sales and revenues                                 $ 1,789                   $    -              $ 3,004                  $   -
Cost of operations                                   1,459                        -                4,432                      -
                                          ---------------- ------------------------ --------------------  ---------------------
Gross profit                                           330                        -              (1,428)                      -

Other expense
  General and administrative expense                 4,302                        -                4,360                      -
  Interest expense                                   1,047                        -                1,831                      -
                                         ----------------- ------------------------ --------------------  ---------------------
                                                     5,349                        -                6,191                      -
                                         ----------------- ------------------------ --------------------  ---------------------
Loss before income taxes                           (5,019)                        -              (7,619)                      -
Income taxes                                             -                        -                    -                      -
                                         ----------------- ------------------------ --------------------  ---------------------
Net loss                                           (5,019)                        -              (7,619)                      -
                                         ================= ======================== ====================  =====================

Net loss per share, basic and diluted             $ (0.00)                    $   -             $ (0.00)                   $  -
                                         ================= ======================== ====================  =====================

Weighted Average Shares Outstanding             27,677,140               18,000,000           23,614,752             18,000,000
                                         ================= ======================== ====================  =====================


See accompanying notes to financial statements.
</TABLE>





                                       4
<PAGE>



Princeton Mining Company and Subsidiary

Consolidated Statement of Stockholder's Equity
Nine months ended September 30, 2001
(Unaudited)
<TABLE>
<CAPTION>

                                                                                                     Retained
                                                 Common Stock                  Common stock          Earnings
                                         Shares            Par Value             Discount            (Deficit)         Total
                                         ------            ---------             --------           ----------       -------
<S>                           <C>                <C>                   <C>                  <C>                <C>
Inception, March 30, 2001             18,000,000           $ 1,800,000         $(1,790,000)              $  -        $ 10,000

Acquire Princeton Mining               9,569,140               956,914            (954,914)                 -           2,000
  Company
Issue common stock for cash              108,000                10,800                9,450                 -          20,250
Net loss                                      -                     -                    -             (7,619)         (7,619)
                               ----------------- --------------------- -------------------- -----------------  ---------------
Balance, September 30, 2001           27,677,140           $ 2,767,714         $(2,735,464)          $ (7,619)        $ 24,631
                               ================= ===================== ====================  ================= ===============



See accompanying notes to financial statements.
</TABLE>




                                       5
<PAGE>



Princeton Mining Company and Subsidiary

Consolidated Statements of Cash Flows
Nine months ended September 30, 2001 and 2000
(Unaudited)
<TABLE>
<CAPTION>

                                                                            Nine Months              Nine Months
                                                                               Ended                    Ended
                                                                           September 30,            September 30,
                                                                               2001                     2000
<S>                                                                 <C>                        <C>
Cash flows used in operating activities
Net loss                                                                           $ (7,619)                    $   -
Adjustments to reconcile net loss to net
 cash used in operating activities:
  Depreciation                                                                           843                        -

                                                                       ----------------------   ----------------------
Net cash used in operating activities                                                (6,776)                        -
                                                                       ----------------------   ----------------------


Cash flows provided by financing activities
Common stock issued for cash                                                          20,250                        -
Loans from related party                                                               1,482                        -
Repayment of note payable                                                            (1,169)                        -

                                                                       ----------------------   ----------------------
Net cash provided by financing activities                                             20,563                        -
                                                                       ----------------------   ----------------------
Net increase in cash and cash equivalents                                             13,787                        -
Cash and cash equivalents, beginning of period                                             -                        -
                                                                       ----------------------   ----------------------
Cash and cash equivalents, end of period                                            $ 13,787                    $   -
                                                                       ======================   ======================



Supplemental Cash Flow Information

Cash paid for interest and income taxes are as follows:
  Interest                                                                           $ 1,831                     $  -
  Income taxes                                                                          $  -                     $  -

See accompanying notes to consolidated financial statements.
</TABLE>





                                       6
<PAGE>


Princeton Mining Company and Subsidiary
Notes to Consolidated Financial Statements
Nine months ended September 30, 2001 and 2000
(Unaudited)


A.       Summary of Significant Accounting Policies

      (1)     PRINCIPLES OF CONSOLIDATION - The consolidated financial
              statements include the accounts of Princeton Mining Company
              ("Princeton") and its wholly owned subsidiary, Brittany
              Enterprises, Inc. ("Brittany") (collectively the "Company"). All
              material intercompany accounts and transactions have been
              eliminated.

      (2)     ORGANIZATION - Princeton was organized in September 1950, under
              the laws of the State of Idaho. On April 24, 2001, Princeton
              acquired Brittany, a Nevada corporation organized on October 29,
              1998. For accounting purposes, the acquisition has been treated as
              the acquisition of Brittany by Princeton with Brittany as the
              purchaser (reverse acquisition). The historical financial
              statements prior to April 24, 2001 are those of Brittany. Brittany
              did not have operations until March 30, 2001, when it acquired two
              condominium units that it is leasing.

      (3)     NATURE OF BUSINESS - Princeton is the owner of an interest in two
              unpatented mining claims situated east of the village of Mullan in
              the Coeur d'Alene Mining District, Shoshone County, Idaho. To the
              knowledge of the Company, no commercial ore deposit has been found
              as the result of any exploration work done to date on the
              Company's property. Consequently, there has been no production of
              ore from the property and the Company makes no claim to the
              existence of ore reserves in the property.

              Brittany is the owner of two condominium units that are located in
              Dallas, Texas which are currently under lease.

      (4)     USE OF ESTIMATES - The preparation of the financial statements in
              conformity with generally accepted accounting principles requires
              management to make estimates and assumptions that affect the
              reported amounts of assets and liabilities and disclosure of
              contingent assets and liabilities at the date of the financial
              statements and the reported amounts of revenues and expenses
              during the reporting period. Actual results could differ from
              those estimates.

      (5)     CASH AND CASH EQUIVALENTS - For purposes of the statement of cash
              flows, the Company considers all highly liquid investments
              purchased with an original maturity of three months or less to be
              cash equivalents.

                                       7
<PAGE>

      (6)     PROPERTY AND EQUIPMENT - Real estate is stated at cost and
              depreciated using the straight-line  method over the estimated
              useful life of 27.5 years.

      (7)     GENERAL - The financial statements included in this report have
              been prepared by the Company pursuant to the rules and regulations
              of the Securities and Exchange Commission for interim reporting
              and include all adjustments (consisting only of normal recurring
              adjustments) that are, in the opinion of management, necessary for
              a fair presentation. These financial statements have not been
              audited.

              Certain information and footnote disclosures normally included in
              financial statements prepared in accordance with generally
              accepted accounting principles have been condensed or omitted
              pursuant to such rules and regulations for interim reporting. The
              Company believes that the disclosures contained herein are
              adequate to make the information presented not misleading.
              However, these financial statements should be read in conjunction
              with the financial statements and notes thereto included in the
              Company's Annual Report for the period ended December 31, 2000,
              which is included in the Company's Form 10-KSB.

      (8)     RECENT  ACCOUNTING  PRONOUNCEMENTS  - In June 2001, the Financial
              Accounting  Standards  Board issued  Statement of Financial
              Accounting  Standards  No. 141 (SFAS No.  141),  "Business
              Combinations,"  and  Statement  of  Financial Accounting
              Standards  No. 142 (SFAS No.  142),  "Goodwill  and Other
              Intangible  Assets."  SFAS No. 141  addresses financial
              accounting  and  reporting  for  business  combinations  and
              supersedes  APB Opinion  No. 16,  "Business Combinations," and
              FASB Statement No. 38, "Accounting for  Preacquisition
              Contingencies of Purchased  Enterprises." All  business
              combinations  in the scope of SFAS No. 141 are to be  accounted
              for using one method,  the  purchase method.  The  provisions  of
              SFAS No. 141 apply to all business  combinations  initiated  after
              June 30, 2001 or for which the date of  acquisition  is July 1,
              2001,  or later.  The Company will  adopted this  Statement on
              January 1, 2002 and does not expect any effect on the results of
              operations or financial position.

              SFAS No. 142 addresses financial accounting and reporting for
              acquired goodwill and other intangible assets and supercedes APB
              Opinion No. 17, "Intangible Assets." It addresses how intangible
              assets that are acquired individually or with a group of other
              assets (but not those acquired in a business combination) should
              be accounted for in financial statements upon their acquisition.
              This Statement also addresses how goodwill and other intangible
              assets should be accounted for after they have been initially
              recognized in the financial statements. The provisions of this
              Statement are required to be applied starting with fiscal years


                                       8
<PAGE>

              beginning after December 15, 2001. Early application is permitted
              for entities with fiscal years beginning after March 15, 2001,
              provided that the first interim financial statements have not
              previously been issued. This Statement is required to be applied
              at the beginning of an entity's fiscal year and to be applied to
              all goodwill and other intangible assets recognized in its
              financial statements at that date. Impairment losses for goodwill
              and indefinite-lived intangible assets that arise due to the
              initial application of this Statement (resulting from a
              transitional impairment test) are to be reported as resulting from
              a change in accounting principle. The Company will adopted this
              Statement on January 1, 2002 and does not expect any effect on the
              results of operations or financial position.


B.       ACQUISITION

         On April 24, 2001, the Company issued 18,000,000 shares of its $.10 par
         value common stock to acquire Brittany Enterprises, Inc. The
         transaction was accounted for using the purchase method of accounting
         and has been treated as the acquisition of Brittany by Princeton with
         Brittany as the purchaser (reverse acquisition). The assets acquired,
         liabilities assumed and consideration to the seller is as follows:

                  Real estate                               $      46,394
                  Liabilities assumed                             (36,394)
                                                            -------------
                    Common stock issued                     $      10,000
                                                            =============


C.       NOTE PAYABLE

         The Company assumed a note payable as a part of the acquisition of
         Brittany, which is due on demand with monthly installments of $595,
         including interest at 10%.


D.       STOCKHOLDER'S EQUITY

         The Company has 1,000,000 shares of its $.10 par value preferred stock
         authorized and no shares issued or outstanding. The Company has
         29,000,000 shares of its $.10 par value common stock authorized and
         currently has 27,677,140 shares issued and outstanding.

         Prior to December 31, 1998, the Company issued restricted common stock
         in exchange for services provided and the extinguishments of advances
         due related parties. The issue of these shares at its market value
         resulted in the shares being issued at less than their par value.
         Accordingly, the Company recorded a discount on common stock of
         $280,681, representing the aggregate difference between the par value


                                       9
<PAGE>

         of the common stock issued and the market value of services provided
         and debt extinguished. During 1999 and 2000, a consultant to the
         Company paid $1,046 in expenses on behalf of the Company and
         relinquished the opportunity for reimbursement. These amounts were
         treated as additional paid-in capital and recorded to reduce the common
         stock discount. In addition, during 2000, the Company issued warrants
         to purchase 1,200,000 shares of its common stock at $.01 per share to a
         consultant as compensation for services. The services were valued at
         $2,000 and this amount was also treated as additional paid-in capital
         and recorded to reduce the common stock discount. This warrant was
         cancelled on April 24, 2001 as a part of the acquisition transaction.
         The following schedule summarizes the activity in the discount on
         common stock account prior to the acquisition of Brittany by Princeton.

<TABLE>
<S>                                                                                        <C>
           Discount on common stock prior to December 31, 1998                               $   280,681
           Contribution to capital during 1999 and 2000                                           (1,046)
           Warrant issued                                                                         (2,000)
                                                                                             ------------
             Balance before transaction on April 24, 2001                                        277,635
           Advances from related party, reimbursement relinquished                               (61,500)
           Deficit in retained earnings recapitalized due to reverse acquisition                 738,779
                                                                                             -----------
             Balance on acquisition                                                          $   954,914
                                                                                             ===========
</TABLE>

         On April 24, 2001, the Company issued 18,000,000 shares of its common
         stock to acquire 100% of Brittany. For accounting purposes, the
         acquisition has been treated as the acquisition of Brittany by
         Princeton with Brittany as the purchaser (reverse acquisition). The
         value of the net assets of Brittany was $10,000, accordingly, the issue
         of 18,000,000 shares for $10,000 resulted in recording $1,800,000 in
         par value of common stock and $1,790,000 in common stock discount.

         During May 2001, the Company sold 108,000 common stock and warrant
         units at a price of $.1875 each. Each unit consisted of one share of
         common stock and one Class "A" Warrant and one Class "B" Warrant. The
         Class "A" Warrant grants the holder the right to purchase said number
         of common shares for $1.00 per share and the Class "B" Warrant grants
         the holder the right to purchase said number of common shares for $1.75
         per share. Both classes of warrants expire on May 3, 2004. The Company
         recorded $10,800 in par value of common stock and $9,450 as additional
         paid-in capital by reducing the common stock discount.

         At September 30, 2001, 108,000 Class "A" Warrants and 108,000 Class "B"
         Warrants are outstanding and exercisable at $1.00 and $1.75 per share,
         respectively.







                                       10
<PAGE>


ITEM 2.  MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         ----------------------------------------------------------------
         RESULTS OF OPERATIONS OR PLAN OF OPERATION
         ------------------------------------------
         The following information and other sections of this quarterly report
         contain forward-looking statements that are based on current
         expectations, estimates, and projections about the markets and
         industries in which the Company operates, management's beliefs, and
         assumptions made by management. These forward-looking statements are
         made pursuant to the Safe Harbor Provisions of the Private Securities
         Litigation Reform Act of 1995. These statements are not guarantees of
         future performance and involve certain risks, uncertainties and
         assumptions ("future factors") that are difficult to predict.
         Therefore, actual outcomes and results may differ materially from what
         is expressed or forecasted in such forward-looking statements. The
         Company undertakes no obligation to update publicly any forward-looking
         statements, whether as a result of new information, future events or
         otherwise.

         Future factors include risks associated with newly acquired businesses;
         increasing price and product/service competition by competitors; rapid
         technological developments and changes; the ability to introduce
         competitive new products and services on a timely, cost effective
         basis; the mix of products/services; the achievement of lower costs and
         expenses; reliance on large customers; technological, implementation
         and cost/financial risks in use of large, multi-year contracts; the
         cyclical nature of the markets served; the availability of financing,
         financial instruments and financial resources in the amount, at the
         times and on the terms required to support the Company's business.
         These are representative of the future factors that could affect the
         outcome of forward-looking statements. In addition, such statements
         could be affected by general industry and market conditions and growth
         rates, general domestic and international conditions including interest
         rates, rates of inflation and currency exchange rate fluctuations and
         other future factors.

         On April 24, 2001, Princeton had a change in control and acquired a new
         subsidiary, Brittany Enterprises, Inc. The Company now owns two
         condominium units in Dallas, Texas, which are currently under lease.
         Projected revenues from the properties together with existing cash
         reserves may not provide adequate cash flow to meet current
         obligations; accordingly, the Company may be required to attempt to
         raise additional capital through sale of common stock

         The Company files with the Securities and Exchange Commission periodic
         and episodic reports under Rule 13(a) of the Exchange Act, including
         quarterly reports on Form 10-QSB and annual reports on Form 10-KSB. As
         a reporting company under the Exchange Act, the Company may register
         additional securities on Form S-8 (provided that it is then in
         compliance with the reporting requirements of the Exchange Act) and on
         Form S-3 (provided that it has during the prior 12 month period timely


                                       11
<PAGE>

         filed all reports required under the Exchange Act). The Company was
         late filing its Form 8-K regarding the audited financial statements of
         Brittany Enterprises, Inc. and was also late filing its Form 10-QSB for
         the quarter ended June 30, 2001, accordingly, these registration
         methods are not currently available to the Company.

         The Company is actively seeking to engage in a merger with or
         acquisition of an unidentified foreign or domestic private company that
         desires to become a reporting company whose securities have been
         registered under the Exchange Act.

         Management believes that there are perceived benefits to being a
         reporting company which may be attractive to foreign and domestic
         private companies.

         These benefits are commonly thought to include:

         (1) the ability to use securities to make acquisition of assets or
             businesses;
         (2) increased visibility in the financial community;
         (3) the facilitation of borrowing from financial institutions;
         (4) improved trading efficiency;
         (5) the potential for shareholder liquidity;
         (6) greater ease in subsequently raising capital;
         (7) compensation of key employees through options for stock for which
             there may be a public market;
         (8) enhanced corporate image; and
         (9) a presence in the United States capital market.

         A private company which may be interested in a business combination
         with the Company may include:

         (1) a company for which a primary  purpose of becoming a reporting
             company is the use of its securities for the acquisition of assets
             or businesses;
         (2) a company which is unable to find an underwriter of its securities
             or is unable to find an underwriter of securities on terms
             acceptable to it;
         (3) a company which wishes to become a reporting company with less
             dilution of its common stock than would occur normally upon an
             underwriting;
         (4) a company which believes that it will be able to obtain investment
             capital on more favorable terms after it has become a reporting
             company;
         (5) a foreign company which may wish an initial entry into the United
             States securities market;
         (6) a special situation company, such as a company seeking to satisfy
             redemption requirements under a qualified Employee Stock Option
             Plan; and
         (7) a company seeking one or more of the other benefits believed to
             attach to a reporting company.

                                       12
<PAGE>

         Management is actively engaged in seeking a qualified private company
         as a candidate for a business combination. The Company is authorized to
         enter into a definitive agreement with a wide variety of private
         businesses without limitation as to their industry or revenues. It is
         not possible at this time to predict with which private company, if
         any, the Company will enter into a definitive agreement or what will be
         the industry, operating history, revenues, future prospects or other
         characteristics of that company.

         As of the date hereof, management has not made any final decision
         concerning or entered into any agreements for a business combination.
         When any such agreement is reached or other material fact occurs, the
         Company will file notice of such agreement or fact with the Securities
         and Exchange Commission on Form 8-K. Persons reading this Form 10-QSB
         are advised to see if the Company has subsequently filed a Form 8-K.




                                       13
<PAGE>


                           PART II - OTHER INFORMATION

         Item 1 through 5 of Part II have been omitted as not required, not
         significant, or because the information has been previously reported.


         ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits - Not applicable
(b)      Reports on Form 8-K - Not applicable



                                    SIGNATURE

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

                            PRINCETON MINING COMPANY



         Date:    November 7, 2001          By:    /s/ Randy Howell
                                                   ---------------------------
                                                   Randy Howell, President and
                                                   Principal Accounting Officer