<PAGE>
                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   (Mark One)

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

                For the quarterly period ended September 30, 1996

                                       OR

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

             For the transition period from ________ to ___________

                         Commission file number: 0-16484


                            Getchell Gold Corporation
             (Exact name of Registrant as specified in its charter)

                       Delaware                     64-0748908
           (State or other jurisdiction of      (I.R.S. Employer
            incorporation or organization)      Identification No.)

                            5460 South Quebec Street
                                    Suite 240
                            Englewood, Colorado 80111
               (Address of principal executive offices) (Zip code)

                                 (303) 771-9000
               (Registrant's telephone number including area code)

                                 Not applicable
(Former name,former address,and former fiscal year,if changed since last report)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ____

              APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:


                                        1

<PAGE>
         Indicate by check mark whether the  registrant  has filed all documents
and reports  required  to be filed by Section 12, 13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes ____ No ____

                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

         Indicate the number of shares  outstanding of each of the  registrant's
classes of common stock, as of the latest practicable date.

Title                                         Outstanding

Common Stock, par value $0.0001               25,763,812 on November 11, 1996



                                        2

<PAGE>
PART I.           FINANCIAL INFORMATION
ITEM 1.           FINANCIAL STATEMENTS


                          GETCHELL GOLD CORPORATION AND SUBSIDIARY
                                 CONSOLIDATED BALANCE SHEETS
                                         (Unaudited)
                                  (In Thousands of Dollars)
<TABLE>
<CAPTION>
                                                                September 30,         December 31,
                                                                    1996                  1995
                                                                 ----------            ----------
                          ASSETS
<S>                                                              <C>                   <C>
Current assets:
     Cash and cash equivalents ...........................       $  81,212             $ 114,633
     Trade accounts receivable ...........................           3,176                 3,812
     Inventories:
          Ore and ore in process .........................           2,528                 2,088
          Materials and supplies .........................           7,152                 7,662
                                                                 ---------             ---------
               Total inventories .........................           9,680                 9,750
                                                                 ---------             ---------
     Prepaid expenses and other current assets ...........             789                 1,408
     Deferred hedging gains, net .........................             280                 1,046
                                                                 ---------             ---------
               Total current assets ......................          95,137               130,649
Property, plant and equipment, net .......................         117,647                79,844
                                                                 ---------             ---------
               Total assets ..............................       $ 212,784             $ 210,493
                                                                 =========             =========

           LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
     Accounts payable ....................................       $   7,245             $   4,953
     Current portion of capital lease obligation .........           1,928                   844
     Other accrued expenses ..............................             614                   702
                                                                 ---------             ---------
               Total current liabilities .................           9,787                 6,499
Long-term interest payable ...............................           1,381                  --
Long-term debt ...........................................          23,814                23,783
Capital lease obligations, less current installments .....           9,259                 4,387
Deferred income taxes ....................................           7,742                 8,611
Other long-term liabilities ..............................           3,616                 2,949
                                                                 ---------             ---------
               Total liabilities .........................          55,599                46,229
                                                                 ---------             ---------

Stockholders' equity :
     Common stock ........................................               3                   257
     Contributed and paid-in capital .....................         172,862               171,722
     Accumulated deficit .................................         (15,680)               (7,708)
     Unearned compensation ...............................            --                      (7)
                                                                 ---------             ---------
               Total stockholders' equity ................         157,185               164,264
                                                                 ---------             ---------
               Total liabilities and stockholders' equity        $ 212,784             $ 210,493
                                                                 =========             =========
</TABLE>

                See accompanying notes to consolidated financial statements.

                                       3
<PAGE>
                    GETCHELL GOLD CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
               (In Thousands of Dollars, Except Per Share Amounts)
<TABLE>
<CAPTION>
                                                                     Three Months Ended     Nine Months Ended
                                                                        September 30,         September 30,
                                                                     -------------------   -------------------
                                                                       1996       1995       1996        1995
                                                                     --------   --------   --------   --------
<S>                                                                  <C>        <C>        <C>        <C>     
Net sales .........................................................  $ 17,020   $ 17,605   $ 48,868   $ 51,064
Cost of sales .....................................................    20,592     16,939     55,606     50,955
                                                                     --------   --------   --------   --------
     Gross loss (profit) ..........................................     3,572       (666)     6,738       (109)

Selling, general and administrative expenses ......................       870      1,078      3,310      2,555
Exploration expenses ..............................................       606        366      2,189      1,844
Abandonment and impairment of mineral properties ..................      --         --         --       11,531
                                                                     --------   --------   --------   -------- 
     Loss from operations .........................................     5,048        778     12,237     15,821

Interest expense, net of capitalized interest .....................       436        961        970      2,007
Interest and other income .........................................    (1,266)       (80)    (4,365)      (125)
                                                                     --------   --------   --------   -------- 
      Loss before income taxes ....................................     4,218      1,659      8,842     17,703

Income tax expense (benefit) ......................................      --         (425)      (870)       568
                                                                     --------   --------   --------   --------
     Net loss .....................................................  $  4,218   $  1,234   $  7,972   $ 18,271
                                                                     ========   ========   ========   ========   
     Loss per common share ........................................  $   0.16   $   0.07   $   0.31   $   1.01
                                                                     ========   ========   ========   ========  

     Average number of shares outstanding .........................    25,743     18,183     25,718     18,167
                                                                     ========   ========   ========   ========  
</TABLE>

                See accompanying notes to consolidated financial statements.


                                        4

<PAGE>
                                      GETCHELL GOLD CORPORATION AND SUBSIDIARY
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                     (Unaudited)
                                              (In Thousands of Dollars)
<TABLE>
<CAPTION>
                                                                                    Nine Months Ended
                                                                                      September 30,
                                                                               --------------------------
                                                                                   1996           1995
                                                                               ----------      ----------
<S>                                                                            <C>             <C>    
Cash flows from operating activities:
     Net loss ...........................................................      $  (7,972)      $ (18,271)
     Adjustments to reconcile net loss to net cash provided by
          (used in) operating activities:
          Depreciation and depletion ....................................          6,729           7,620
          Deferred income taxes .........................................           (870)          1,334
          Loss on disposal or abandonment and impairment ................              5          11,553
          Deferred compensation .........................................              7              18
          Deferred hedging gain, net ....................................            767            (748)
          Net change in operating assets and liabilities:
               Trade accounts receivable ................................            636            (392)
               Inventories ..............................................             70             980
               Prepaid expenses and other current assets ................            620             416
               Accounts payable .........................................            932            (677)
               Other accrued expenses ...................................            (98)            599
               Interest payable .........................................          1,381           1,488
               Income taxes payable .....................................           --              (842)
               Other long-term liabilities ..............................            666              16
                                                                               ---------       ---------
                    Cash provided by operating activities ...............          2,873           3,094
                                                                               ---------       ---------

Cash flows from investing activities:
     Capital expenditures ...............................................        (36,076)        (17,020)
     Proceeds from sale of property .....................................              9             202
     Deferred stripping costs ...........................................           --               (96)
                                                                               ---------       ---------
                    Cash used by investing activities ...................        (36,067)        (16,914)
                                                                               ---------       ---------

Cash flows from financing activities:
     Proceeds from issuance of common stock .............................            893             285
     Proceeds from long-term debt .......................................             31          12,900
     Principal payments under capital lease obligation ..................         (1,151)           --
                                                                               ---------       ---------              
                    Cash provided by (used in) financing activities .....           (227)         13,185
                                                                               ---------       ---------

Net decrease in cash and cash equivalents ...............................        (33,421)           (635)
Cash and cash equivalents at beginning of period ........................        114,633             635
                                                                               ---------       ---------
Cash and cash equivalents at end of period ..............................      $  81,212       $    --
                                                                               =========       =========


                                        5

<PAGE>
Supplemental disclosures:
Interest paid, net of amounts capitalized ...............................      $     732       $     129
                                                                               =========       =========
Income taxes paid .......................................................      $    --         $     100
                                                                               =========       =========

</TABLE>



Supplemental noncash financing activities (in thousands):

In  the  nine  months  ended   September  30,  1996  and  1995,  $0  and  $1,329
respectively,   of  interest  payable  to  First  Mississippi   Corporation  was
transferred  to the  principal  balance of notes  payable  to First  Mississippi
Corporation.

Capital lease  obligations of $7,107 were incurred to acquire  equipment  during
the nine month period ended September 30, 1996.


          See accompanying notes to consolidated financial statements.


                                        6

<PAGE>
                    GETCHELL GOLD CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - General

         The financial  statements  included  herein are unaudited and have been
prepared in accordance with generally accepted accounting principles for interim
financial reporting and Securities and Exchange Commission regulations.  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.

         In the opinion of  management,  the  financial  statements  reflect all
adjustments  of a normal and  recurring  nature  which are  necessary to present
fairly the  financial  position,  results of  operations  and cash flows for the
interim periods.  These financial  statements should be read in conjunction with
the Report of  FirstMiss  Gold Inc. on Form 10-K for the six month  period ended
December 31, 1995.

         Certain prior year amounts have been  reclassified  to conform with the
current year presentation.


Note 2 - Change in Par Value of Common Stock

         Effective  June 25,  1996,  FirstMiss  Gold  Inc.  changed  its name to
Getchell Gold Corporation (the "Company") and changed its state of incorporation
from Nevada to  Delaware.  The primary  purpose of this  reincorporation  was to
allow the Company to benefit from  Delaware's  well-developed  corporate law. In
conjunction  with the  change  in state of  incorporation,  the par value of the
Company's 50,000,000 authorized shares of common stock is $0.0001, a change from
FirstMiss Gold Inc.'s par value of $0.01 for its 50,000,000 authorized shares of
common stock.

                                        7

<PAGE>
ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

INTRODUCTION
         The information set forth in  "Management's  Discussion and Analysis of
Financial  Condition  and  Results  of  Operations"  includes   "forward-looking
statements" within the meaning of Section 21E of the Securities  Exchange Act of
1934, as amended (the  "Securities  Exchange  Act"),  and is subject to the safe
harbor created by that section.  Factors that realistically  could cause results
to differ materially from those projected in the forward-looking  statements are
set forth in  "Management's  Discussion and Analysis of Financial  Condition and
Results of Operations - Risk Factors."

         Effective  June 25,  1996,  FirstMiss  Gold  Inc.  changed  its name to
Getchell Gold Corporation (the "Company") and changed its state of incorporation
from Nevada to  Delaware.  The primary  purpose of this  reincorporation  was to
allow the Company to benefit from Delaware's well-developed corporate law.

RESULTS OF OPERATIONS
         Results for the quarter  ended  September  30, 1996 were a loss of $4.2
million,  or $0.16 per share, versus a loss of $1.2 million, or $0.07 per share,
for the same period in 1995.  Results for the nine months  ended  September  30,
1996, were a loss of $8.0 million,  or $0.31 per share,  compared with a loss of
$18.3 million,  or $1.01 per share, in the nine months of 1995. The 1995 results
for the nine month  period  include  $11.5  million of non-cash  impairment  and
abandonment  charges,  consisting  of a $2.4  million  write-off  of an inactive
silver  exploration  property and a $9.1 million write-down of assets associated
with termination of mining in the Main Pit at the Getchell  property.  Continued
use of lower grade stockpile ores to meet mill feed requirements was responsible
for less favorable  gross results for the third quarter of 1996 as compared with
the third  quarter of 1995.  In  addition  to the  continued  use of lower grade
stockpile  ores,  increased  costs  associated with the conversion from open-pit
mining to underground  mining were  responsible for less favorable gross results
for the nine months of 1996 as compared with the same period of 1995. Results in
both the quarter and nine month periods of 1996 benefited  from higher  interest
income in comparison to the  corresponding  1995  periods.  The following  table
highlights sales and production information for the three and nine month periods
ended September 30, 1996 and 1995:


                                        8

<PAGE>
                                        Three Months Ended    Nine Months Ended
                                          September 30,         September 30,
                                        ------------------    -----------------
                                         1996       1995       1996       1995
                                         ----       ----       ----       ----
Ounces sold ........................     42,423     43,845    123,442    129,412
Average realized price $ / ounce ...   $    401   $    402   $    396   $    395
Average market price $ / ounce .....   $    385   $    383   $    391   $    384
Ounces Produced:
         Mill ......................     39,993     42,262    117,903    120,367
         Heap leach ................      2,430      1,583      5,539      9,045
Cash cost $ / ounce
         Mill ......................   $    437   $    349   $    402   $    344
         Heap leach ................   $    263   $    137   $    239   $    362
         Combined ..................   $    427   $    341   $    395   $    345
Total cost $ / ounce
         Mill ......................   $    498   $    395   $    460   $    395
         Heap leach ................   $    272   $    149   $    251   $    372
         Combined ..................   $    485   $    386   $    450   $    394

SALES.  Sales  in the  1996  periods  were  adversely  affected  by  lower  mill
throughput  due  primarily to mechanical  problems at the mill,  which have been
resolved,  resulting in a loss of nine days of production in the third  quarter.
Sales in the third  quarter of 1996 of $17.0  million  were down 3 percent  from
$17.6 million in the same period of 1995.  Gold output totaled 42,423 ounces and
43,845 ounces in the 1996 and 1995 third  quarters,  respectively.  Sales in the
first nine months of 1996 were $48.9 million  compared with $51.1 million in the
same period of 1995,  reflecting production of 123,442 ounces and 129,412 ounces
for the  respective  periods,  a 5  percent  decrease  for the 1996  period.  In
addition to the lower mill  throughput,  the decrease in  production in the 1996
nine  months  compared  with the 1995 nine  months  was due to lower  heap leach
output  resulting from lower ore grades and slower recovery rates.  Mill feed in
the 1996 periods came from the Getchell  Underground  Mine and stockpiled  ores,
whereas production in the 1995 periods came primarily from the Getchell Main Pit
and stockpiled ore.

         Market gold prices  averaged $385 and $391 per ounce in the quarter and
nine months ended September 30, 1996, respectively,  compared with $383 and $384
in the same periods of 1995,  respectively.  Hedging  contributed $16 and $5 per
ounce to the realized  price in the quarter and nine months ended  September 30,
1996,  compared  with  $19 and $11 per  ounce in the same  periods  a year  ago,
respectively.

         At  September  30,  1996,  the Company had spot  deferred  contracts on
100,000 ounces of gold of which 40,000 are scheduled to be delivered  during the
fourth  quarter of 1996 at prices  ranging  between  $405 and $407 per ounce and
60,000  ounces  scheduled for delivery in the first six months of 1997 at prices
currently ranging between $391 and $418 per ounce.  Based on the market price of
gold at  September  30,  1996,  the  unrealized  gain on the  contracts  is $2.2
million.  The Company's  accounting  treatment  for spot  deferred  contracts is
outlined in Notes 1 and 7 to the Consolidated  Financial  Statements as found in
the Company's  Report on Form 10-K for the six-month  period ended  December 31,
1995.

                                        9

<PAGE>
COST OF SALES.  Cost of sales for the 1996 third  quarter of $20.6  million were
$3.7  million  higher  than the 1995  period  due to  higher  mining,  mine site
administrative  and depreciation  costs.  Cost of sales of $55.6 million for the
nine months ended  September  30, 1996 reflect a $4.7 million  increase from the
same  period a year  earlier  primarily  due to  higher  mining  and  mine  site
administrative  costs.  With  the  increase  in cost  of  sales  and  the  lower
production in the 1996 periods  compared  with the 1995 periods,  cash costs per
ounce rose to $427 from $341 in the third  quarter  and to $395 from $345 in the
nine months.

 SELLING, GENERAL AND ADMINISTRATIVE.  Selling, general and administrative costs
were $0.9  million  and $3.3  million in the 1996 third  quarter  and first nine
months,  respectively,  compared  with $1.1 million and $2.6 million in the same
respective periods of a year ago. These costs were higher in the 1996 nine month
period due to increased  corporate  activity  following  the spin off from First
Mississippi Corporation in October 1995. Various corporate administrative costs,
including stockholder communications, investor relations, professional services,
salaries,  travel and insurance  costs have risen for the 1996 nine month period
compared with the same period in 1995.

 EXPLORATION.  Exploration  expenses  for the  quarter  and  nine  months  ended
September 30, 1996 of $0.6 million and $2.2 million,  respectively,  were higher
than the same periods in the prior year, reflecting increased drilling activity.
Capitalized  drilling  expenditures  were $0.8  million and $2.1 million for the
quarter and nine months ended September 30, 1996, respectively, and are expected
to  increase  during  the  remainder  of  the  year  as  discussed  in  "Planned
Activities."

 INTEREST  EXPENSE.  Interest expense was lower by $0.5 million and $1.0 million
in the third quarter and first nine months of 1996, respectively,  compared with
the same periods of 1995 due to lower debt  balances  owed to First  Mississippi
Corporation and increased amounts of capitalized interest in the current periods
related to the Company's current development projects.

 INTEREST AND OTHER INCOME.  The increase in 1996 interest and other income over
1995 of $1.2 million for the third  quarter and $4.2 million for the nine months
reflects higher interest  earnings on higher cash balances  following the equity
offering in late 1995 as discussed in "Liquidity and Capital Resources."

 INCOME TAXES.  A $0.9 million tax benefit was  recognized on the pretax loss in
the first  quarter  of 1996 with no  additional  benefits  being  recognized  in
subsequent  quarters.  In the second quarter of 1995,  the Company  recognized a
valuation  allowance  relating to an Amended Tax  Sharing  Agreement  with First
Mississippi  Corporation.  This  valuation  allowance,  offset  by tax  benefits
relating to pretax losses for the period, resulted in income tax expense of $0.6
million for the nine months ended September 30, 1995.

LIQUIDITY AND CAPITAL RESOURCES
         The  Company  is  presently   financing  its   operations  and  capital
development projects from internally generated cash and from cash proceeds of an
equity offering completed in late 1995, which provided a net $137.5 million.  At
September  30, 1996,  the  Company's  cash and cash  equivalents  totaled  $81.2
million.  This cash,  along with cash generated by operations,  will be used for
the  development  of the  Turquoise  Ridge  Mine and to meet other  capital  and
operating needs over the next two years (see discussion in "Risk  Factors").  If
such  funds are not  sufficient  to meet  these  needs,  the  Company  may raise
additional funds through borrowings or additional equity offerings.

         During the nine month period  ended  September  30,  1996,  the Company
spent  cash  of  $36.1  million  on  capital  expenditures.   Of  these  capital
expenditures,  the  Company  spent  $19.1  million  on  the  development  of the
Turquoise Ridge ore body, $8.4 million for equipment and underground development
costs  at  the  Getchell  Underground  Mine,  $4.9  million  for  mill  facility
improvements,  $2.1 million for  development  drilling and $1.6 million on other
capital items.




                                        10

<PAGE>
PLANNED ACTIVITIES
         The major  focus of the Company  during the next twelve  months will be
the sinking of two shafts at the Turquoise Ridge deposit.  Initial production of
development ore at Turquoise Ridge is not expected before the end of 1997.

         Through the nine months ended  September  30, 1996,  twenty-three  core
holes have been drilled in the "shaft zone,"  contiguous and to the southeast of
the existing  reserves at Turquoise  Ridge.  The purpose of this  drilling is to
assist in mine planning and to convert  previously  declared  mineralizations to
reserves.  In addition,  a program to delineate the size and  orientation of the
Turquoise  Ridge  deposit is  underway  with  three  core drill rigs  engaged in
step-out  drilling on the deposit.  The Company  expanded  its 1996  exploration
drilling program by approximately  $2.5 million to allow for these two programs.
Drilling continues on other targets on the Getchell Property located outside the
known mineralization areas.

         The Company plans to continue processing sulfide ores from the Getchell
Underground ore body, supplemented by stockpiled ores as needed to keep the mill
operating at full capacity.  There can be no assurance that any of the foregoing
plans or goals will be achieved.

RISK FACTORS

GOLD PRICE VOLATILITY
         The Company's profitability is significantly affected by changes in the
market price of gold. Gold prices  fluctuate widely and are affected by numerous
industry  factors,  such as demand  for  precious  metals,  forward  selling  by
producers,  central bank sales and purchases of gold,  and  production  and cost
levels in major  gold-producing  regions  such as South  Africa  and the  former
Soviet Union. Moreover,  gold prices are also affected by macro-economic factors
such as expectations for inflation, interest rates, currency exchange rates, and
global or regional political and economic situations. The current demand for and
supply of gold affect gold  prices,  but not  necessarily  in the same manner as
current demand and supply affect the prices of other commodities.  The potential
supply of gold consists of new mine  production  plus existing stocks of bullion
and fabricated  gold held by  governments,  financial  institutions,  industrial
organizations  and  individuals.  Since  mine  production  in  any  single  year
constitutes a very small portion of the total potential  supply of gold,  normal
variations in current production do not necessarily have a significant effect on
the supply of gold or on its price.  If the  Company's  cash costs of production
exceeds gold prices for any sustained  period or if gold prices  should  decline
below the Company's  cash costs of production  and remain at such levels for any
sustained  period,  the  Company  could  determine  that it is not  economically
feasible to continue commercial production.


                                       11

<PAGE>
     The volatility of gold prices is illustrated in the following  table of the
annual high, low and average London P.M. Fix:

  Calendar Year                                        Price Per Ounce
                                          High             Low           Average
1984 ...........................          $406            $308            $360
1985 ...........................           341             294             317
1986 ...........................           438             326             368
1987 ...........................           500             390             446
1988 ...........................           484             395             437
1989 ...........................           416             356             381
1990 ...........................           424             346             383
1991 ...........................           403             344             362
1992 ...........................           360             330             344
1993 ...........................           406             326             360
1994 ...........................           395             378             384
1995 ...........................           396             372             384

         The London P.M. Fix on November 11, 1996, was $381 per ounce.

LOSSES
         The  Company  reported  net losses of $8.0  million for the nine months
ended  September  30, 1996,  $5.0 million for the six months ended  December 31,
1995 and $18.4  million  for the fiscal  year ended June 30,  1995.  The Company
expects to continue to experience  losses until its low grade stockpile ores are
replaced  by higher  grade ore from new  sources,  which could  include  sources
presently being explored or developed by the Company.  There can be no assurance
that such higher grade replacement ores will be obtained by the Company.

DEPENDENCE ON A SINGLE MINE
         All of the  Company's  revenues are derived from its mining and milling
operations  at  the  Getchell  Property.  If  the  operations  at  the  Getchell
Underground  Mine or at any of the Company's  processing  facilities  were to be
reduced,  interrupted or curtailed,  the Company's  ability to generate revenues
and profits in the future would be materially adversely affected.  (See "Results
of Operations-Sales" above.)

RESERVES
         The ore reserves reported by the Company are, in large part,  estimates
made by the  Company  and  confirmed  by  independent  mining  consultants.  The
reserves  confirmed by Mine  Development  Associates,  a  consulting  firm which
reviewed  the  Company's  reserve  estimates,  are subject to certain  risks and
assumptions,  including those discussed in "Certain  Turquoise Ridge Mine Risks"
below.  Additionally,  no  assurance  can be given that the  indicated  level of
recovery of gold will be  realized  or that the  assumed  gold price of $400 per
ounce will be obtained.  Reserve  estimates may require revision based on actual
production  experience.  Market price fluctuations of gold, as well as increased
production costs or reduced  recovery rates, may render ore reserves  containing
relatively lower grades of  mineralization  uneconomic and may ultimately result
in a restatement of reserves. Moreover, short-term operating factors relating to
the ore reserves,  such as the need for sequential development of ore bodies and
the  processing  of new or  different  ore  grades,  may  adversely  affect  the
Company's profitability in any particular accounting period.

         Declines  in the  market  price of gold may also  render  ore  reserves
containing relatively lower grades of gold mineralization  uneconomic to exploit
unless the utilization of forward sales contracts or other hedging techniques is
sufficient  to offset  the  effects  of a drop in the  market  price of the gold
expected to be mined from such  reserves.  If the Company's  realized  price per
ounce of gold, including hedging benefits,  were to decline  substantially below
the levels set for calculation of reserves for an extended

                                       12

<PAGE>
period,  there  could be material  delays in the  development  of new  projects,
increased  net losses,  reduced  cash flow,  reductions  in  reserves  and asset
impairments.

CERTAIN  TURQUOISE  RIDGE MINE  RISKS
     The  Turquoise  Ridge Mine  involves  numerous  risks.  These  include  the
following:

 RESERVES. The resource and reserve estimates were prepared using geological and
engineering  judgment  based on available  data.  In the absence of  underground
development,  such  estimates  must be  regarded  as  imprecise  and some of the
assumptions made may later prove to be incorrect or unreliable.

         The grade  distribution at Turquoise Ridge is fairly narrow,  with most
stopping blocks having grades between 0.2 to 0.4 ounces per ton. This means that
small  changes  in cutoff  grade  can cause  large  shifts in the  reserves.  If
dilution and/or mining costs related to bad ground are higher than expected, the
reserves could be substantially reduced,  resulting in a shortening of mine life
and a reduced or negative cash flow.

         There can be no assurance  that the probable  reserves set forth in the
September 1995 pre- feasibility study conducted by Mineral Resources Development
Inc.  (MRDI) will actually be mined and milled on an economic  basis, if at all.
The MRDI  Study is based  upon  many  assumptions,  some or all of which may not
prove to be accurate.  The failure of any such assumptions to prove accurate may
alter the  conclusions of the MRDI Study and may have a material  adverse effect
on the Company.

         The Turquoise Ridge project has transitioned  from the  pre-feasibility
study level of project development to the construction phase of development. The
expenditures  required to advance the project to the point of a production  test
is large,  particularly  since the  Company  has  decided to proceed  with shaft
systems  capable of being used in full-scale  production to save time and money,
if trial mining is confirmed as viable.  Thus, to a large  extent,  expenditures
which would usually be supported by a feasibility  study will depend on the data
in-hand and assumptions made in the MRDI Study with an attendant higher level of
uncertainty.

 DILUTION.  The tonnage and grade of the mill feed  material  were  estimated by
applying  dilution  factors to certain  resource data.  The dilution  agents are
backfill,  waste from the back of over-cut  crosscuts  and drifts,  and from the
walls.  In the case of the latter  two,  MRDI  assumed  that  there  would be an
average of one foot of back and wall dilution. If this dilution increases, there
will be  corresponding  negative  effects on the tonnage and grade to mill. This
risk is related to the irregular  configuration of the ore body which, even with
the tight  cut-and-fill  stopping  method  used,  could  make  achievement  of a
dilution thickness of one foot impossible to achieve in practice.

 NO. 1 SHAFT COMPLETION.  MRDI believes a two-year assumed  construction  period
for No. 1 Shaft,  which will become the main production  shaft, is an aggressive
schedule. Delay in construction would necessitate removing ore through the No. 2
Shaft,  which is  basically  designed  for waste and the  limited ore from early
production.  Additionally,  the  availability of the final  ventilation  circuit
required for mining depends upon the completion of No. 1 Shaft.  As of September
30, 1996, sinking of the ventilation shaft progressed to a depth of 400 feet and
the first  station had been  installed.  The  production  shaft surface plant is
nearing completion and shaft sinking in the production shaft is planned to begin
in the fourth quarter of 1996. The project continues to be on schedule.

 MINING COST. As part of the project risk assessment,  sensitivities were run on
various mining costs.  Due to uncertainties  about actual ground  conditions and
productivities,  these costs are only  predictable  within a broad range and the
predictions may not be valid. Therefore, actual mining costs may have a material
adverse  effect on the  viability  of the  Turquoise  Ridge  project  and on the
Company.


                                       13

<PAGE>
 HYDROLOGY.  Drainage of the ore body and  surrounding  rock will be critical to
the achievement of the mining efficiencies and costs estimated for the study. If
the  deposit is not  drained and water  remains in this  clay-rich  environment,
mining conditions could worsen, and support costs will increase.  If, due to the
presence of fine clays,  the deposit drains slowly,  the start of production may
be delayed,  and the  build-up  to full  production  may be of longer  duration.
Additionally,  depending upon the quantity and quality of water encountered, the
water  treatment/disposal  options  presently  available  to the  Company may be
insufficient  to meet  estimated  amounts  needed  to treat  water  pumped  from
Turquoise Ridge during de-watering.

 GEOTECHNICAL CONSIDERATIONS The Turquoise Ridge ore zones contain areas of poor
ground  conditions due to a high percentage of the ground being comprised of low
rock mass rating rock and clay. As a result,  additional  ground  support may be
required.

PROJECT DEVELOPMENT RISKS
         The Company  from time to time  engages in the  development  of new ore
bodies.  The Company's  ability to sustain or increase its present level of gold
production is dependent in part on the  successful  development  of such new ore
bodies and/or expansion of existing mining operations.  The economic feasibility
of any such development  project, and all such projects  collectively,  is based
upon, among other things, estimate of reserves,  metallurgic recoveries, capital
and  operating  costs of such  projects  and  future  gold  prices.  Development
projects are also subject to the successful  completion of feasibility  studies,
issuance of necessary permits and receipt of adequate financing.

         Development  projects  have no  operating  history  upon  which to base
estimates  of  future  cash  operating  costs  and  capital   requirements.   In
particular, estimates of reserves, metal recoveries and cash operating costs are
to a large extent based upon the  interpretation  of geologic data obtained from
drill holes and other sampling  techniques and feasibility  studies which derive
estimates of cash operating costs based upon  anticipated  tonnage and grades of
ore to be mined and  processed,  the  configuration  of the ore  body,  expected
recovery rates of metals from the ore,  comparable facility and equipment costs,
anticipated  climate  conditions and other factors.  As a result, it is possible
that actual cash operating costs and economic returns of any and all development
projects may materially differ from the costs and returns initially estimated.

EXPLORATION
         Mineral  exploration,  particularly for gold, is highly  speculative in
nature,  involves  many  risks  and  frequently  is  unsuccessful.  The  Company
currently  is  seeking to expand  its  reserves  only  through  exploration  and
development  at the  Getchell  Property.  There  can be no  assurance  that  the
Company's  exploration  efforts will result in the  discovery of any  additional
gold  mineralization  or that any  mineralization  discovered  will result in an
increase of the Company's  reserves.  If reserves are  developed,  it may take a
number of years and substantial expenditures from the initial phases of drilling
until  production  is possible,  during which time the economic  feasibility  of
production may change. No assurance can be given that the Company's  exploration
programs will result in the replacement of current  production with new reserves
or that the Company's development program will be able to extend the life of the
Company's existing mines.

HEDGING ACTIVITIES
         The  Company  currently  uses spot  deferred  contracts  in its hedging
program to protect  earnings and cash flows from the impact of short-term  drops
in gold price. These transactions have been designated as hedges of the price of
future  production  and are accounted for as such.  Spot deferred  contracts are
agreements  between a seller and a counter party  whereby the seller  commits to
deliver a set quantity of gold, at an  established  date in the future and at an
agreed upon price.  The  established  forward price is equal to the current spot
gold price on the day the agreement is signed plus "contango." Contango is equal
to the difference  between the prevailing market rate for cash deposits less the
gold lease rate, for

                                       14

<PAGE>
     comparable periods. The contango rate ranged from 3.4% to 3.55% for 1 month
to 12 month periods at September 30, 1996.

         At the scheduled  future delivery date, the seller may deliver gold and
thereby  fulfill the contract or defer  delivery to a future  date.  In practice
this  generally  allows the seller to maximize the price  realized.  If the spot
price on the delivery date is greater than the contract  price,  delivery on the
contract  may be  deferred  to a new  forward  date  and the gold is sold at the
higher  spot  price.  If the spot price is lower than the  contract  price,  the
delivery  may be made  against the  contract  and the higher  contract  price is
realized.

         Each  time a  seller  defers  delivery,  the  forward  sales  price  is
increased by the then prevailing contango (assuming it is positive) for the next
period  out to the newly  established  forward  delivery  date.  Generally,  the
counter  party will allow the seller to  continue to defer  contract  deliveries
providing that there is sufficient scheduled production from proven and probable
reserves to fulfill the commitment. During both the third quarter and first nine
months ended  September  30, 1996,  the Company  deferred  delivery on contracts
representing 100,000 ounces.

         At  September  30,  1996,  the Company had spot  deferred  contracts on
100,000 ounces of gold of which 40,000 are scheduled to be delivered during 1996
at prices  ranging  between $405 and $407 per ounce and 60,000 ounces  scheduled
for  delivery  in 1997 at prices  currently  ranging  between  $391 and $418 per
ounce.  Based on the market price of gold at September 30, 1996,  the unrealized
gain on the contracts is $2.2 million.  The Company's  accounting  treatment for
spot  deferred  contracts  is  outlined  in  Notes  1 and 7 to the  Consolidated
Financial  Statements  as found in the  Company's  Report  on Form  10-K for the
six-month period ended December 31, 1995.

         Risk of loss from these forward sales and purchases  agreements  arises
from the  possible  inability  of a counter  party to honor  contracts  and from
changes  in  the  Company's   potential   ability  to  deliver  gold,   although
nonperformance by any party to the financial instruments is not anticipated.

DEPENDENCE ON KEY PERSONNEL
         The Company is  dependent  on the  services of certain key officers and
employees,  including its Chief Executive  Officer,  its Chief Financial Officer
and  its  Chief  Operating  Officer.  Competition  in the  mining  industry  for
qualified  individuals is intense,  and the loss of any of these key officers or
employees if not replaced could have a material  adverse effect on the Company's
business  and its  operations.  The Company  currently  does not have key person
insurance.

REGULATION OF MINING ACTIVITY
         The mining  operations  of the Company are  subject to  inspection  and
regulation  by the Mine Safety and Health  Administration  of the  Department of
Labor  ("MSHA")  under  provisions  of the Federal Mine Safety and Health Act of
1977.  The  Occupation  and  Safety  Health  Administration  ("OSHA")  also  has
jurisdiction over safety and health standards not covered by MSHA.

         All of the Company's exploration, development and production activities
are subject to regulation under one or more of the various  environmental  laws.
These laws address  emissions to the air,  discharges  to water,  management  of
wastes,  management of hazardous  substances,  protection of natural  resources,
protection of antiquities and reclamation of lands which are disturbed.  Many of
the  regulations   also  require  permits  to  be  obtained  for  the  Company's
activities;  these  permits  normally  are  subject to public  review  processes
resulting in public approval of the activity. It is possible that future changes
in these laws or regulations could have a significant  impact on some portion of
the Company's business,  causing those activities to be economically reevaluated
at that time.

         During the past three years,  the United States  Congress  considered a
number of proposed amendments to the General Mining Law of 1872, as amended (the
"General  Mining Law"),  which governs  mining claims and related  activities on
federal lands. In 1992, a holding fee of $100 per claim was

                                       15

<PAGE>
imposed upon unpatented mining claims located on federal lands. In October 1994,
a one-year  moratorium on processing  of new patent  applications  was approved.
This  moratorium  subsequently  was  renewed and now has been  extended  through
September  30,  1997.  In  addition,  over the past  several  years a variety of
legislation has been proposed before the United States Congress to amend further
the General  Mining Law. The proposed  legislation  would,  among other  things,
change  the  current  patenting  procedures,  impose  royalties,  and  enact new
reclamation,  environmental controls and restoration  requirements.  The royalty
proposals  range from a 2% royalty on "net  profits" from mining claims to an 8%
royalty on modified gross  income/net  smelter  returns.  The extent of any such
changes is not  presently  known and the  potential  impact on the  Company as a
result of future  congressional  action is  difficult  to  predict.  Although  a
majority  of the  Company's  existing  mining  operations  occur on  private  or
patented  property,  the  proposed  changes  to the  General  Mining  Law  could
adversely affect the Company's ability to economically develop mineral resources
on federal lands.

ENVIRONMENTAL REGULATIONS
         Mining is subject to potential  risks and  liabilities  associated with
pollution of the environment  and the disposal of waste products  occurring as a
result of mineral exploration and production. Environmental liability may result
from mining activities conducted by others prior to the Company's ownership of a
property.  Insurance for environmental risks (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 at a
reasonable  price to the Company or to other companies  within the industry.  To
the extent the Company is subject to environmental  liabilities,  the payment of
such liabilities would reduce funds otherwise available to the Company and could
have a material adverse effect on the Company.

         In the context of  environmental  compliance and permitting,  including
the approval of reclamation  plans, the Company must comply with federal,  state
and local  standards,  laws and  regulations  which may entail greater or lesser
costs and  delays  depending  on the  nature of the  activity  to be  permitted,
constructed and operated and how stringently the regulations are implementing by
the permitting  authority.  It is possible that the costs and delays  associated
with compliance  with such laws,  regulations and permits could become such that
the Company would not proceed with the development of a project or the operation
or further  development of a mine.  Laws,  regulations  and regulatory  policies
involving the  protection  and  remediation  of the  environment  are constantly
changing  at  all  levels  of  government   and  are  generally   becoming  more
restrictive,  and the costs imposed on the  development and operation of mineral
properties are increasing as a result of such changes. The Company has made, and
expects to make in the future, significant expenditures to comply with such laws
and regulations.

         Pending  bills which affect  environmental  laws  applicable  to mining
include  versions  which  may  substantially  alter the Clean  Water  Act,  Safe
Drinking  Water Act,  Endangered  Species  Act and a bill  which will  introduce
additional  protection of wetlands  (Wetlands  Protection and  Management  Act).
Adverse  developments and operating  requirements in these acts could impair the
ability of the Company as well as others to develop mineral resources. Revisions
to current versions of these bills could occur prior to passage.

         The  Environmental  Protection Agency ("EPA") continues the development
of a solid waste  regulatory  program  specific to mining  operations  under the
Resource  Conservation and Recovery Act ("RCRA").  Of particular  concern to the
mining industry is a proposal by the EPA titled "Recommendation for a Regulatory
Program  for  Mining  Waste  and  Materials  Under  Subtitle  D of the  Resource
Conservation  and Recovery Act" ("Strawman  II") which,  if  implemented,  would
create a system of  comprehensive  federal  regulation  of the entire mine site.
Many of these  requirements  would be duplicative of existing state regulations.
Strawman II as currently  proposed  would regulate not only mine and mill wastes
but also numerous production facilities and processes which could limit internal
flexibility in operating a mine. To implement  Strawman II as proposed,  the EPA
must seek additional statutory  authority,  which is expected to be requested in
connection with Congress' reauthorization of RCRA.


                                       16

<PAGE>
         The Company is also subject to regulations  under (I) the Comprehensive
Environmental  Response,  Compensation  and Liability  Act of 1980  ("CERCLA" or
Superfund)  which  regulates  and  establishes  liability  for  the  release  of
hazardous   substances  and  (ii)  the  Endangered  Species  Act  ("ESA")  which
identifies  endangered species of plants and animals and regulates activities to
protect these species and their habitats.  Revisions to CERCLA and ESA are being
considered  by  Congress;  the impact on the Company of these  revisions  is not
clear at this time.

         Environmental  laws and regulations may also have an indirect impact on
the Company,  such as increased cost for electricity due to acid rain provisions
of the  Clean Air Act  Amendments  of 1990.  Charges  by  refiners  to which the
Company  sells  its  metallic   concentrates  and  products  have  substantially
increased over the past several years because of requirements that refiners meet
revised  environmental  quality  standards.  The Company has no control over the
refiners'   operations  or  their   compliance  with   environmental   laws  and
regulations.  If the  refining  capacity of the United  States is  significantly
further reduced because of environmental  requirements,  it is possible that the
Company's operations could be adversely affected.

MINING RISK AND INSURANCE
         The gold ore located on the Getchell Property and the existing tailings
ponds and waste dumps located on the Getchell  Property contain  relatively high
levels of arsenic,  and the milling of such ore  involves the use of other toxic
substances, including sodium cyanide, sodium hydroxide, sulfuric acid and nitric
acid. In addition,  the business of gold mining is generally subject to a number
of risks and hazards,  including  environmental  hazards,  industrial accidents,
labor disputes,  the encounter of unusual or unexpected  geological  conditions,
slope failures, changes in the regulatory environment and natural phenomena such
as  inclement  weather  conditions,  floods,  blizzards  and  earthquakes.  Such
occurrences could result in damage to, or destruction of, mineral  properties or
production facilities, personal injury or death, environmental damage, delays in
mining,  monetary  losses and possible legal  liability.  The Company  maintains
insurance  against  risks that are  typical in the gold mining  industry  and in
amounts that the Company  believes to be  reasonable,  but which may not provide
adequate coverage in certain unforeseen circumstances.  Additionally,  insurance
against certain risks (including certain liabilities for environmental pollution
or other hazards as a result of  exploration  and  production)  is not generally
available to the Company or to other companies within the industry.

TITLE TO PROPERTIES
         Certain of the Company's  mineral rights  consist of unpatented  mining
claims.  Unpatented  mining  claims  are  unique  property  interests  that  are
generally  considered  to be  subject  to  greater  title  risk than  other real
property interests. The greater title risk results from unpatented mining claims
being  dependent on strict  compliance  with a complex body of federal and state
statutory  and  decisional  law,  much of  which  compliance  involves  physical
activities on the land, and from the lack of public  records which  definitively
control the issues of validity and ownership.  The Company's  unpatented  mining
claims also could be adversely  affected by the imposition of federal  royalties
or other  burdens or  restriction  if certain forms of proposed  legislation  to
amend the General Mining Law of 1872 are passed by the United States Congress.
See the Discussion above in "Regulation of Mining Activity".





                                       17

<PAGE>
PART II.  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

 27.    -     Financial Data Schedule.




                                       18

<PAGE>
                                   SIGNATURES

         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.

                                        Getchell Gold Corporation

November 13, 1996    By:/s/ G. W. Thompson
                        ------------------------------------------
     Date               G. W. Thompson, President, Chief Executive Officer 
                                        and Director


November 13, 1996    By:/s/ D. S. Robson
                        ------------------------------------------
     Date               Donald S. Robson, Vice President and Chief Financial 
                                          Officer (Principal Financial Officer)
                                        
                                       19