Filed by Automated Filing Services Inc. (604) 609-0244 - Silverado Gold Mines Ltd. - Exhibit 10.3






THE SECURITIES REPRESENTED BY
THIS CERTIFICATE HAVE NOT BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933 (THE
"ACT"), AND HAVE BEEN OFFERED AND SOLD IN
RELIANCE UPON EXEMPTIONS FROM THE
REGISTRATION REQUIREMENTS OF THE ACT. SUCH
SECURITIES MAY NOT BE OFFERED FOR SALE,
TRANSFERRED, PLEDGED OR RESOLD OR
OTHERWISE TRANSFERRED UNLESS THEY ARE
REGISTERED UNDER THE APPLICABLE
PROVISIONS OF THE ACT OR ARE EXEMPT FROM SUCH
REGISTRATION REQUIREMENTS. 

WARRANT CERTIFICATE NO. [@] 

SILVERADO GOLD MINES LTD.,

  A BRITISH COLUMBIA COMPANY 

  FORM OF COMMON SHARE PURCHASE WARRANT
  CERTIFICATE 

  [DATE OF ISSUANCE] 

THIS IS TO CERTIFY THAT , for value
  received , «name», of «address»«state»«country»
  (the “Holder”), shall have the right to purchase from SILVERADO
  GOLD MINES LTD., a British Columbia company (the “Corporation”), [NO.
  OF WARRANTSHARES]([NO. OF WARRANTSHARES]) fully paid and nonassessable
  common shares of the Corporation (the “Common Shares”), subject to
  further adjustment as set forth in Section 6 of the Terms and Conditions, at
  any time until 5:00 P.M., Pacific time, on <DATE> AND <TERM>
  (the “Expiration Date”) at an exercise price (the "Exercise Price")
  equal to $_____ US per share during the period from the date of issuance to
  the Expiration Date in accordance with the terms hereof and the Terms and Conditions
  set forth on the reverse of this Warrant Certificate, to which the Holder by
  acceptance of this Warrant Certificate agrees. 

IN WITNESS WHEREOF , the
Corporation has caused this Warrant Certificate to be duly executed and
delivered by its duly authorized officer. 

	  	SILVERADO GOLD MINES LTD. 
	  	  
	  	  
	Attest: __________________________________	By:
      _______________________________________________
	               
       John R. MacKay, Secretary 	           Garry
      L. Anselmo, President 






STATEMENT OF TERMS AND CONDITIONS 

1. Exercise of Warrants. This Warrant is exercisable in
whole or in partial allotments of no less than 1,000 shares at the Exercise
Price per share of Common Shares payable hereunder, payable in cash or by
certified or official bank check. Upon surrender of this Warrant Certificate
with the annexed Notice of Exercise Form duly executed, together with payment of
the Exercise Price for the shares of Common Shares purchased, the Holder shall
be entitled to receive a certificate or certificates for the shares of Common
Shares so purchased. Payment of the aggregate Exercise Price must be made in
cash or certified funds. No fractional shares shall be issued in connection with
any exercise of this Warrant. In lieu of the issuance of any fractional share,
the Corporation shall make a cash payment equal to the then fair market value of
such fractional share as determined by the Corporation’s Board of Directors.


2. Exercise of Warrants. This Warrant is exercisable in
whole or in partial allotments of no less than 1,000 shares at the Exercise
Price per Common Share payable hereunder, payable in cash or by certified or
official bank check. Upon surrender of this Warrant Certificate with the annexed
Notice of Exercise Form duly executed, together with payment of the Exercise
Price for the Common Shares purchased, the Holder shall be entitled to receive a
certificate or certificates for the Common Shares so purchased. No fractional
shares shall be issued in connection with any exercise of this Warrant. In lieu
of the issuance of any fractional share, the Company shall make a cash payment
equal to the then fair market value of such fractional share as determined by
the Company’s Board of Directors. 

NOTWITHSTANDING ANY OTHER PROVISION OF THIS WARRANT
CERTIFICATE, THE HOLDER SHALL NOT BE ENTITLED TO EXERCISE ANY WARRANTS IF, AFTER
GIVING EFFECT TO THE EXERCISE, THE HOLDER WILL BE THE LEGAL OR BENEFICIAL OWNER
OF MORE THAN 4.9% OF THE COMMON SHARES OF THE COMPANY. THE HOLDER WILL PROVIDE
TO THE COMPANY SUCH INFORMATION AS THE COMPANY MAY REASONABLY REQUIRE TO ENSURE
COMPLIANCE WITH THIS PROVISION. 

3. Reservation of Shares. The Company hereby agrees that
at all times during the term of this Warrant there shall be reserved for
issuance upon exercise of this Warrant such number of Common Shares as shall be
required for issuance upon exercise of this Warrant (the “Warrant Shares”).

4. Mutilation or Loss of Warrant. Upon receipt by the
Company of evidence satisfactory to it of the loss, theft, destruction or
mutilation of this Warrant, and (in the case of loss, theft or destruction)
receipt of reasonably satisfactory indemnification, and (in the case of
mutilation) upon surrender and cancellation of this Warrant, the Company will
execute and deliver a new Warrant of like tenor and date and any such lost,
stolen, destroyed or mutilated Warrant shall thereupon become void. 

5. Rights of the Holder. The Holder shall not, by virtue
hereof, be entitled to any rights of a stockholder in the Company, either at law
or equity, and the rights of the Holder are limited to those expressed in this
Warrant and are not enforceable against the Company except to the extent set
forth herein. 

6. Protection Against Dilution. The Exercise Price and
the number of shares which can be purchased by the Holder upon the exercise of
this Warrant shall be subject to adjustment in the events and in the manner
following: (1) If and whenever the shares at any time outstanding shall be
subdivided into a greater or consolidated into a lesser number of shares, the
Exercise Price shall be decreased or increased proportionately as the case may
be; upon any such subdivision or consolidation, the number of shares which can
be purchased upon the exercise of this warrant certificate shall be increased or
decreased proportionately as the case may be. (2) In case of any capital
reorganization or of any reclassification of the capital of the Company or in
case of the consolidation, merger or amalgamation of the Company with or into
any other company, this Warrant shall after such capital reorganization,
reclassification of capital, consolidation, merger or amalgamation confer the
right to purchase the number of shares or other securities of the Company or of
the Company resulting from such capital reorganization, reclassification,
consolidation, merger or amalgamation, as the case may be, to which the Holder
of the shares deliverable at the time of such capital reorganization,
reclassification of capital, consolidation, merger or amalgamation, upon the
exercise of this Warrant would have been entitled. On such capital
reorganization, reclassification, consolidation, merger or amalgamation
appropriate adjustments shall be made in the application of the provisions set
forth herein with respect to the rights and interest thereafter of the Holder of
this Warrant so that the provisions set forth herein shall thereafter be
applicable as nearly as may reasonably be in relation to any shares or other
securities thereafter deliverable on the exercise of this Warrant. (3) The
rights of the Holder evidenced hereby are to purchase shares prior to or on the
date set out on the face of this Warrant. If there shall, prior to the exercise
of any of the rights evidenced hereby, be any reorganization of the authorized
capital of the Company by way of consolidation, merger, subdivision,
amalgamation or otherwise, or the payment of any stock dividends, then there
shall automatically be an adjustment in either or both of the number of shares
which may be purchased pursuant hereto or the price at which such shares may be
purchased so that the rights evidenced hereby shall thereafter as reasonably as
possible be equivalent to those originally granted hereby. The Company shall
have the sole and exclusive power to make such adjustments as it considers
necessary and desirable. (4) The adjustments provided for herein in the
subscription rights represented by this Warrant are cumulative. 

7. Limit Price Acceleration of Exercise Price. In the
event that the Company’s Common Shares shall trade at a price in excess of $0.40
per share (the “Limit Price”) for a period of 20 consecutive trading days, then
the Holder shall have 15 days in which to elect whether or not to exercise the
Warrants (the “Accelerated Exercise Period”). In the event the Warrants are not
exercised within the Accelerated Exercise Period, they will expire and the
Holder will no longer have any right to exercise the Warrants. 

8. Transfer to Comply with the Securities Act. This
Warrant and the Warrant Shares have not been registered under the Securities Act
of 1933, as amended, (the "Act") and has been issued to the Holder for
investment purposes and not with a view to the distribution of either the
Warrant or the Warrant Shares. Neither this Warrant nor any of the Warrant
Shares or any other security issued or issuable upon exercise of this Warrant
may be sold, transferred, pledged or hypothecated in the absence of an effective
registration statement under the Act relating to such security or an opinion of
counsel reasonably satisfactory to the Company that registration is not required
under the Act. Each certificate for the Warrant, the Warrant Shares and any
other security issued or issuable upon exercise of this Warrant shall contain a
legend on the face thereof, in form and substance satisfactory to counsel for
the Company, setting forth the restrictions on transfer contained in this
Section. The Holder understands that this Warrant and the stock purchasable
hereunder constitute “restricted securities” under federal securities laws and
acknowledges that Rule 144 of the Securities and Exchange Commission is not now,
and may not in the future be, available for resales of this Warrant and/or the
stock purchasable hereunder. 

All certificates representing the Warrant Shares will be
endorsed with the following legend: 
“THE SECURITIES REPRESENTED BY
THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE
"ACT"), AND HAVE BEEN OFFERED AND SOLD IN RELIANCE UPON EXEMPTIONS FROM THE
REGISTRATION REQUIREMENTS OF THE ACT. SUCH SECURITIES MAY NOT BE OFFERED FOR
SALE, TRANSFERRED, PLEDGED OR RESOLD OR OTHERWISE TRANSFERRED UNLESS THEY ARE
REGISTERED UNDER THE APPLICABLE PROVISIONS OF THE ACT OR ARE EXEMPT FROM SUCH
REGISTRATION REQUIREMENTS.” 9. Payment of Taxes. The Company shall
not be required to pay any tax or other charge imposed in connection with the
exercise of this Warrant or a permissible transfer involved in the issuance of
any certificate for shares issuable under this Warrant in the name other than
that of the Holder, and in any such case, the Company shall not be required to
issue or deliver any stock certificate until such tax or other charge has been
paid or it has been established to the Company’s satisfaction that no such tax
or other charge is due. 

10. Notices. Any notice required or permitted hereunder
shall be given in writing and shall be deemed effectively given upon, (a) by
personal delivery or telecopy, or (ii) one business day after deposit with a
nationally recognized overnight delivery service such as Federal Express, with
postage and fees prepaid, addressed to each of the other parties thereunto
entitled at the following addresses, or at such other addresses as a party may
designate by written notice to each of the other parties hereto. COMPANY:
Silverado Gold Mines Ltd., Attention: Garry L. Anselmo, President, Suite
1820, 1111 West Georgia Street, Vancouver, British Columbia, Canada V6E 4M3,
fax: (604) 682-3519; HOLDER: At the address set forth above. 

11. Governing Law. This Warrant shall be deemed to be
  a contract made under the laws of the Province of British Columbia and for all
  purposes shall be governed by and construed in accordance with the laws of such
  Province applicable to contracts to be made and performed entirely within such
  Province. 



SUBSCRIPTION FORM 

TO: SILVERADO GOLD MINES LTD., A British Columbia
company (the “Corporation”) 

The undersigned Holder of the foregoing Warrant (the
“Subscriber”) hereby exercises the right to purchase and hereby subscribes for
the number of common shares of SILVERADO GOLD MINES LTD. set forth below (the
“Warrant Shares”) in accordance with the Terms and Conditions of this Warrant
Certificate and hereby makes payment by cash, certified check or bank draft of
the purchase price in full for the Warrant Shares. Please deliver a warrant
certificate in respect of the warrants referred to in the Warrant Certificate
surrendered herewith but not presently subscribed for to the Subscriber. 

The Subscriber represents and warrants to the Corporation that:


(a) The Subscriber has not offered or sold the Shares within
the meaning of the United States Securities Act of 1933 (the “Securities Act”);

(b) The Subscriber is acquiring the Shares for its own account for
investment, with no present intention of dividing my interest with others or of
reselling or otherwise disposing of all or any portion of the same; 
(c) The
Subscriber does not intend any sale of the Shares either currently or after the
passage of a fixed or determinable period of time or upon the occurrence or
non-occurrence of any predetermined event or circumstance; 
(d) The
Subscriber has no present or contemplated agreement, undertaking, arrangement,
obligation, indebtedness or commitment providing for or which is likely to
compel a disposition of the Shares; 
(e) The Subscriber is not aware of any
circumstances presently in existence which are likely in the future to prompt a
disposition of the Shares; 
(f) The Shares were offered to the Subscriber in
direct communication between the Subscriber and the Company and not through any
advertisement of any kind; 
(g) The Subscriber has the financial means to
bear the economic risk of the investment which it hereby agrees to make. 
(h)
This subscription form will also confirm the Subscriber’s understanding as
follows: 
     (1) The Shares have not been
registered under the Securities Act or applicable state “Blue Sky” laws and,
therefore, the Shares may not be resold, transferred or hypothecated without the
registration of the Shares, or an opinion of counsel satisfactory to the Company
to the effect that such registration is not
necessary. 
     (2) Only the Company can take
action to register the Shares under the Securities Act or applicable state
securities law or to comply with the requirements for an exemption under the
Securities Act or applicable state securities
law. 
     (3) The certificates representing the
Shares will be endorsed with the following legend: 

“THE SECURITIES REPRESENTED BY THIS
CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE
"ACT"), AND HAVE BEEN OFFERED AND SOLD IN RELIANCE UPON EXEMPTIONS FROM THE
REGISTRATION REQUIREMENTS OF THE ACT. SUCH SECURITIES MAY NOT BE OFFERED FOR
SALE, TRANSFERRED, PLEDGED OR RESOLD OR OTHERWISE TRANSFERRED UNLESS THEY ARE
REGISTERED UNDER THE APPLICABLE PROVISIONS OF THE ACT OR ARE EXEMPT FROM SUCH
REGISTRATION REQUIREMENTS.” (i) The Subscriber is an “accredited investor”, as
defined in Rule 501 of Regulation D of the Securities Act. 

DATED this ______day of ________________________________,
_______________. 

Number of Shares Subscribed For:    _____________________________  
  Signature of Subscriber:   _____________________________

Name of Subscriber (please print):    _____________________________  
  Address of Subscriber:     _____________________________