Mother Lode Gold Mines Consolidated – ‘10QSB’ for 3/31/01

On:  Thursday, 9/27/01   ·   For:  3/31/01   ·   Accession #:  802595-1-500012   ·   File #:  0-16468

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Quarterly Report — Small Business   —   Form 10-QSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10QSB       Quarterly Report -- Small Business                    13±    53K 

Document Table of Contents

UNITED STATES                                                                   
SECURITIES AND EXCHANGE COMMISSION                                              
Washington, D.C. 20549                                                          

FORM 10-QSB                                                                     
(Mark One)                                                                      
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF  
1934 (FEE REQUIRED)                                                             

For The Quarter Ended: March 31, 2001                                           
_ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934.    
(NO FEE REQUIRED)                                                               
For the Transition Period from ______________ to _______________.               

Commission File Number: 0-16468                                                 

MOTHER LODE GOLD MINES CONSOLIDATED                                             
(Exact name of Company as specified in its charter)                             

           CALIFORNIA                                                 94-2236016
(State or other jurisdiction of (I.R.S. Employer                                
incorporation or organization)  Identification Number)                          

1440 CONCANNON BOULEVARD                                          
LIVERMORE, CA                                           94550   
(Address of principal executive offices)                              (Zip Code)

Company's telephone number, including area code:                (925) 455-0802  

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:     None            

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: Common Stock, No    
Par Value                                                                       

Documents incorporated by reference: Not Applicable                             

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

State the number of shares outstanding of each of the issuer's classes of       
common equity, as of the latest practicable date.                               

                                Class                                Outstanding

                        Common Stock,                                  5,340,892
                        without par value                   as of March 31, 2001

                                                                 Total Pages: 13
                                                       Exhibit Index on Page: 11

PART I - FINANCIAL INFORMATION                                  

Item 1. Financial information required by Item 310(b) of Regulation S-B and by  
Rule 10.01 of Regulation SX, for the Company's fiscal quarter ended March 31,   
2001. The Company has prepared this information without independent audit.      

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
CONSOLIDATED FINANCIAL STATEMENTS                                               
MARCH 31, 2001                                                                  

TABLE OF CONTENTS                                                               

Consolidated Balance Sheets as of March 31, 2001 and December 31, 2000         3

Consolidated Statement of Operations for the 3-month and 326 month period       
ending March 31, 2001.                                                         4

Consolidated Statement of Cash Flows for the 3-month and 326 month period       
ending March 31, 2001                                                          5

Consolidated Statements of Stockholder's Equity from inception on February 8,   
1974 to March 31, 2001.                                                        6

Notes to Consolidated Statements                                               7

(The balance of this page is intentionally left blank)                          

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
BALANCE SHEETS                                                                  
(1990 through 2001 Unaudited)                                                   
ASSETS                                                                          

March 31        December 31                                     
2001    2000                                                    
(Unaudited)     (Unaudited)                                     

Current Assets                                                                  
Cash    $344    $10                                             
Total current assets     344    10                              

Other Assets                                                                    
Property rights 618,332 618,332                                 
Note receivable from                                            
Amador United Gold Mines        101,182 49,418                  
Deposits        0       1,969                                   
Total other assets      718,514 669,719                         
$718,857        $669,729                        

LIABILITIES AND SHAREHOLDERS EQUITY                                             

Current Liabilities                                                             
Accounts payable        $19,204 $16,596                         
California income tax   11,256  12,607                          
Total current liabilities       30,460  29,203                                  

Non-current liabilities                                                         
Notes payable   4,752   381,381                                 
Deferred fees payable   59,409  175,627                         
Deferred officer's salary       182     182                     
Total non-current liabilities   64,343  557,191                                 

Minority interest in equity of subsidiaries     238,686 238,670                 

Stockholder's equity                                                            
Common stock, without par value,                                
Authorized, 7,500,000 shares:                                   
Issued and outstanding, March 31                                
2001: 5,340,892                                                 
2000: 4,066,512         6,078,898       5,479,502               
Paid-in capital representing rights to                                          
acquire a maximum of 1,325,549 shares                                           
(See Note 3)    1,078,323       1,132,066                                       
Deficit accumulated during development stage    (6,771,854)     (6,766,903)     
Net stockholder's equity        385,368 (155,335)                               
$718,857        $669,729                        

See accompanying notes                                                          

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
CONSOLIDATED STATEMENTS OF OPERATIONS                                           
(1990 through 2001 Unaudited)                                                   
Three Months Ended                                              
Mar. 31 Mar. 31                                                 
2001    2000                                                    
Pre-operating revenues:                                                         
Payments received under                                         
joint venture agreements:                                       
Meridian Minerals       $0      $0              
Other   0       0                               
Investment income       0       0                               
Other Income    1,698   717                                     
Sub-total       1,698   717                     

Pre-operating Expenses                                                          
Lease and non-creditable option                                 
payments on mining properties       0       0           
Loss on abandonment     0       0                               
Evaluation of mining properties 1,385   0                       
Legal and accounting    0       0                               
Interest expense        2,092   7,056                           
Administrative compensation     0       0                       
Other administrative expense    3,406   980                     
Depreciation/Amortization        0      0                       
California Franchise tax        0       0                       
Expense of uncompleted                                          
securities offering 0       0                           
Other expenses  0       0                                       
Sub-total         6,882 8,036                   

Net operating income    (5,185) (7,320)                                         

Net gain resulting from subsidiaries                                            
issuance of stock for an amount                                                 
different from MLGM's carrying value    0       0                               

Minority interest in loss of                                                    
subsidiaries    8       36                                                      

Net gain/(loss) ($5,177)        ($7,284)                                        

Primary gain/(loss) per share   ($0.001)        ($0.002)                        

Fully diluted gain/(loss) per share     ($0.001)        ($0.002)                

See accompanying notes                                                          

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
CONSOLIDATED STATEMENTS OF CASH FLOW                                            
(1990 through 2001 Unaudited)                                                   

Three Months Ended                                              
Mar. 31 Mar. 31                                                 
2001    2000                                                    
Cash flows from operating activities:   ($5,177)        ($7,284)                
Adjustments to reconcile net loss to net cash                                   
used in operating activities:                                                   
Depreciation and amortization   0               0               
Salaries and fees       234       0                             
(Increase) Decrease in deposits 1,969   0                       
(Increase) Decrease in pre-paid expenses        0         0     
        (Increase) Decrease in loans receivables        (50,763)        (71,709)
Increase (Decrease) in accounts payables        2,608   2,758   
Increase (Decrease) in long term loans  (116,218)       0       
Incr (Decr) in deferred officer salaries        0       0       
Incr (Decr) in income taxes payable         (1,351)     0       
(Incr)Decr in property loss from abandonment    0       0       
Gross cash used in operating activities (163,522)       2,042                   
Cash flow from investing activities:                                            
Minority investment     8       (36)                            
Purchase of equipment   0       0                               
Proceeds from sale of equipment 0       0                       
Purchase of mining property     0       0                       
Net cash provided by (used in) investing        8       (36)                    
Cash flows from financing activities:                                           
Issuance of Series B Stock      0       0                       
 (Inc)Dec Conversion Series A to Common  (53,743)        (496,708)
Proceeds from sale of company stock     599,396 0               
Increase (Decrease) in expiration of:                           
Series A Preferred Stock        0       0                       
1984 Option Plan               0        0       
Conversion of debts and obligations     449,425 0                               
Net borrowing from notes payable        (376,629)       3,271                   
Net cash provided by financing activities       169,024 3,271                   
Net increase (decrease) in cash $334    ($2,008)                
Cash, beginning of period       10      2,062                   
Cash, end of period     $3,44   $54                             

A. Supplemental disclosures of cash flow information for the 326 month since    
inception to March 31, 2001                                                     
Cash paid for:  Interest        $719,084                        
Income taxes    $37,755                         

B. Supplemental schedule of non-cash investing and financing activities for the 
326 months from inception to March 31, 2000:                                    
  The Company has satisfied various liabilities (Note 3) by issuance of stock or
options (Exercise price: $0.0001 per share) to acquire common stock:            
Stock Options   Stock                           
Salaries        $1,030,750                                      
Equipment           _    0      $5,000                          
Total   $1,030,750      $5,000                                  
See accompanying notes                                                          

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY                                 
(1990 through 2001 Unaudited)                                                   

Deficit Accumulated                             
Issued and Outstanding  Paid-in Since Inception 
Shares  Amount  Capital February 1974                           

From Inception, February 24, 1974 thru December 31, 1997                        
3,878,780       $4,982,795      $1,702,893      ($6,734,968)    

No shares were sold from Jan thru Dec 1998                                      
Paid-in capital representing options to acquire                                 
a cumulative maximum of 1,531,294 common shares 23,495          
December 31, 1998                                                               
   pre-operating net loss               0               0             0 (70,291)
As of December 31, 1998 3,878,780       4,982,795       1,726,338    (6,805,299)

No shares were sold from Jan thru Dec 1999                                      
Series A Preferred shares converted                                             
to common shares    153,390 278,313 (278,313)                           
Series A Preferred share options expired                        (9,310)         
1984 Stock option Plan Deferred Compensation                                    
Expiration of Options                   (79,433)                
Paid-in capital representing options to acquire                                 
a cumulative maximum of 1,442,544 common shares 0               
December 31, 1999                                                               
   pre-operating net gain               0                0              0 56,758
As of December 31, 1999 4,034,170       $5,261,108      $1,359,282  ($6,748,541)

No shares were sold from Jan thru December 2000                                 
Series A Preferred shares converted                                             
to common shares    143,275 218,394 (218,394)                           
Series A Preferred options expired                      (8,821)                 
Paid-in capital representing options                                            
to acquire a cumulative maximum of                                              
1,402,120 common shares                 0                                       
December 31, 2000                                                               
   pre-operating net loss                         0              0    0 (18,362)
As of December 31, 2000 4,177,445       $5,479,502      $1,132,066  ($6,766,903)

No shares were sold from Jan thru Mar 2001                                      
Shares issued to satisfy                                                        
long-term loans 761,171 380,585                                 
long-term obligations   232,006 116,003                         
AUGM debt guaranteed by MLGM    98,130  49,065                  
Series A Preferred shares converted                                             
to common shares     72,140 53,743  (53,743)                            
Paid-in capital representing options to acquire                                 
a cumulative maximum of 1,432,600 common shares 0               
March 31, 2001                                                                  
   pre-operating net gain               0                0             0 (5,177)
As of March 31, 2001    5,340,892       $6,078,898      $1,078,323  ($6,772,080)

See accompanying notes                                                          

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
NOTES TO FINANCIAL STATEMENTS                                                   
MARCH 31, 2001                                                                  

1.       BASIS OF PRESENTATION                                                  

The accompanying unaudited consolidated financial statements have been prepared 
by the Company in accordance with generally accepted accounting principles for  
interim financial information and with the instructions to Form 10-QSB and      
Article 10 of Regulation S-X. Accordingly, they do not include all of the       
information and footnotes required by generally accepted accounting principles  
for complete financial statements. In the opinion of management, all            
adjustments considered necessary for a fair presentation have been included.    
Operating results for the three-month period ended March 31, 2001 are not       
necessarily indicative of the results that may be expected for the year ending  
December 31, 2001. For further information, refer to the consolidated financial 
statements and footnotes thereto included in the Company's Form 10KSB for the   
year ended December 31, 2000.                                                   

Effective January 1, 2001, the company has ceased to be a development company   
since the sole activity is identification and exploration of properties that    
the Company believes have the potential for economic recovery of minerals,      
especially gold. In order to develop the property into an economic mining       
operation, the Company will form a joint venture for that specific property.    

2.      POTENTIAL MINING PROPERTIES                                             
A.      The Company currently has property rights only in El Dorado County on   
approximately 600 acres in the "Big Canyon" mining area in El Dorado            
County, California.                                                             

       1.Big Canyon Mining and Cattle Corporation Property. The lease, with an
option to purchase for surface and mineral rights on 584.07 acres, made         
effective July 1, 1996 was amended on January 1, 2001.                          

Minimum monthly payments are based on the price of gold, as follows:            
Gold price less than $375 per ounce     $100 per month          
Gold price between $375 and $425 per ounce      $200 per month  
Gold price between $425 and $475 per ounce      $300 per month  
Gold price between $475 and $525 per ounce      $400 per month  
Gold price between $525 and $600 per ounce      $500 per month  
Gold price more than $600 per ounce     $1,000 per month        

Once Development and/or Exploration commences, the minimum monthly payment      
increases to $1,500 per month through year ten of the Agreement, with annual    
increases based on the CPI (W) for the San Francisco-Oakland Metropolitan       
Area; commencing with year 11 until expiration of the Agreement, the minimum    
rent is $2,000 per month with annual increases based on the CPI (W) for the     
San Francisco-Oakland Metropolitan Area.                                        

Once Mining has commenced, the minimum monthly payment is $3,000 per month      
plus a Production Royalty based on gold grade and Net Value:                    

Average Gold Grade      Percentage of Net                       
Mined in ore block      Value to Lessor                         
0.00 - 0.0599   1.50%                                           
0.06 - 0.0999   2.00%                                           
0.10 - 0.1999   2.50%                                           
0.20 - 0.4999   3.25%                                           
0.50 - 0.9999   4.25%                                           
1.000 and above 5.00%                                           
MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
NOTES TO FINANCIAL STATEMENTS                                                   
MARCH 31, 2001                                                                  

       2. Fort Yuma Claims:  Two unpatented lode claims, directly owned by the
Company, totaling about 20 acres, are located in an area open to mineral entry  
under the General Mining Law of 1972.                                           

B.  Minimum Annual Land Lease Payments                                          
Assuming these properties are retained, and the payment schedule agreed to for  
the Big Canyon property is unchanged, the minimum payments are as follows:      
Year                                     Amount 
2001(9 months)  $600                                            
2002    $1,200                                                  
2003    $1,200                                                  

3.      STOCK OPTION PLANS                                                      
       The Company has two active stock option plans (1995 Stock Option Plan and
Directors' Stock Option Plan). The stock option plan of Northern Mines Inc., a  
Company subsidiary, expired March 1, 2000.                                      

The Company options are valued at the amount of the salary or other amounts     
owed, and are recorded in these amounts as paid-in capital, with offsets to     
expense, or accounts payable as appropriate. As of the date of this Form 10-    
QSB, they are summarized as follows:                                            

A. Option plans for employees, directors and consultants:                       
                Plan            Expiration   Exercise Common Shares Reserved for
                                Date            Price  Under Option Future Grant
        1. Mother Lode Gold Mines Consolidated, unissued shares of common stock:
                1995 Plan       Jun 2005        $2.00           100,000        0
                Director's      Jun 2005        $2.00            40,000   60,000
                Total                                           140,000   60,000

        The exercise prices of the foregoing incentive options were above market
prices at the date of grant, so no compensation expense, or capital credit has  
been accounted for in connection with these options.                            
B. Compensatory options issued for services and/or in satisfaction of Company   
indebtedness.                                                                   

1. Mother Lode Gold Mines Consolidated:                         
Options on Series A preferred stock, callable at $10 per share, $.0001          
exercise price, each convertible to common stock for a minimum of 2.1316        
shares, increasing at a rate of 10% per annum to a maximum of 3.3368            
shares after five years, and if the common stock has not been registered        
under the Securities Act of 1933, then increasing at 10% per annum to a         
maximum of 5.4901 shares, until final expiration at the end of an               
additional five years.                                                          

       Through March 31, 2001, a total of 261,586 options for preferred shares
were issued and outstanding for salaries and fees to officers and others, at    
prices ranging from $10.00 to $1.53/share of preferred stock                    

Shares on                       Exercise         Common Shares Amount of Expense
Conversion                      Price/Share             Under Option     or Debt
Relief                                                                          
Minimum: 557,597                                                                
Maximum, 5 years class:         .0001            171,239                        
Maximum, 10 years class:        .0001           1,154,220                       
                                                        1,325,549     $1,030,750
MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDIARIES                                                                
NOTES TO FINANCIAL STATEMENTS                                                   
MARCH 31, 2001                                                                  

b. Options on Series B preferred stock, callable at $10 per share, $.0001       
exercise price, each convertible to common stock for a minimum of 5.00          
shares, increasing at a rate of 0.05 shares per annum to a maximum of           
5.20 shares after four years, and if the common stock has not been              
registered under the Securities Act of 1933, at a rate of 5.25 shares           
from the fifth anniversary, until final expiration at the end of an             
additional five years.                                                          
       Through March 31, 2001 a total of 4,775 options for preferred shares were
issued for lease payments due to third parties at $10.00/share of preferred     
stock.                                                                          

Shares on                       Exercise         Common Shares Amount of Expense
Conversion                      Price/Share             Under  Option    or Debt
Relief                                                                          
Minimum: 4,775                                                                  
Maximum, 5 year Class           .0001                   24,830          $ 47,748
Combined Series A and Series B                                                  
Total amount of expense relief (Series A and Series B)          $1,078,498      

c. A summary of the changes in options outstanding, as of March 31, 2001        
follows:                                                                        

Compensatory Options, Maximum Shares of common stock:                           

January 1, 2001                                                           
Series B Preferred   24,830                                               
Series A Preferred, 5-year expiration class       202,938                 
Series A Preferred, 10-year expiration class    1,174,352                 
Total   1,402,120                                               
Net Changes, 2001                                                         
Series A Preferred, 5-year expiration class       (31,609)                
Series A Preferred, 10-year expiration class       (20,132)               
Balance, March 31, 2001        1,350,379                                  

4.      OFFICE LEASE                                                            

The Company shares 1,400 square feet of office space in a Class A low rise      
building in a garden office park in Livermore, California. The Company's share  
of the monthly lease payment is $510, plus annual operating and tax             
escalations.                                                                    

(The balance of this page intentionally left blank)                             

Part I - Financial Information (continued)                                      

Item 2.  Management's Discussion an Analysis of Financial Condition and Results 
of Operations.                                                                  

       Summary of Financial Results. Mother Lode Gold Mines Consolidated and its
consolidated subsidiaries (the "Company")showed a First Quarter 2001 loss of    
$7,284. The Company has no cash income from the properties in which the Company 
has an interest. Sources of cash flow to the Company have historically been     
derived from: (1) mining contracts with other mining companies, (2) securities  
offerings and (3) drilling programs.                                            

       As of March 31, 2001, the Company had outstanding advances for land and
administrative services to subsidiary corporations as follows: Amador United    
Gold Mines - $101,190; Northern Mines Inc. - $174,673; Pacific FarEast          
Minerals, Inc. - $4,724.                                                        

   During the First Quarter, the Company exchanged common stock shares
arbitrarily valued at $0.50 per share for outstanding loans and professional    
fees. In addition, a holder of a note from Amador United Gold Mines, a 48.37%   
owned subsidiary of MLGM, which had been guaranteed by MLGM called the loan and 
agreed to accept shares of MLGM common stock at $0.50 per share. These          
exchanges are summarized:                                                       
$ Amount        Shares                          
Long term Loans $380,585        761,171                         
Professional Fees       116,003 232,006                         
Loan Guarantee  49,065  98,130                                  

The total number of common shares of the Company as of March 31, 2001 is        
5,340,892.                                                                      

Cash payments for officer's compensation were suspended effective October 1,    
1988, and remain in effect through March 31, 2001 and are in effect as of the   
date of this report. These deferred salaries are payable in stock options or    
cash, as the Board of Directors may from time to time decide.                   

      For the quarter ending March 31, 2001 no options were issued. To date,
350,000 shares have been authorized and options for 261,586 shares of Series A  
Preferred Stock that have been granted remain active.                           

Preparation of Financial Statements. The consolidated financial 
statements of March 31, 2001, and for the three-month period then ended, were   
prepared by the Company and have not been reviewed by independent auditors      
prior to filing.                                                                

Amador United Gold Mines ("AUGM"). There was no activity by this
corporation during the First Quarter 2001. The Company owns 48.37 % of the      
common stock (the only outstanding security) of AUGM.                           

      Northern Mines Inc. ("NMI"). There was no activity by this corporation
during the First Quarter 20010. The Company owns 81.9% of the common stock (the 
only outstanding security) of NMI. Effective June 30, 201, NMI will "Wind-up    
and Dissolve"                                                                   

                Pacific FarEast Minerals, Inc. ("PFEM") During the First Quarter
2001, PFEM continued its responsibilities under the two joint ventures in the   
People's Republic of China The Company owns 31.7% of the common stock of PFEM.  

PART II - OTHER INFORMATION                                                     

Item 1. Legal Proceedings.                                                      

The Company is not aware of any material legal proceedings to which the Company 
or any subsidiary is a party or of which any of their properties is subject,    
nor does the Company know of any such proceedings currently contemplated by any 
governmental agency.                                                            

Item 2. Changes in Security:                                     Not Applicable.

Item 3. Default Upon Senior Securities:                         Not applicable. 

Item 4. Submission of Matters to a Vote of Security Holders: Not applicable.    

Item 5. Other Information:                                       Not applicable.

Item 6. Exhibits and Reports on Form 8-K.                        Not Applicable.

Exhibit 11, Statement re Computation of Per Share Earnings which Exhibit begins 
at Sequential Page 12.                                                          

No reports on Form 8-K were filed during the period of this Form 10-QSB.        

SIGNATURES                                                                      

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

MOTHER LODE GOLD MINES CONSOLIDATED                                             
By:                                                                             

o/s Frank M. Orrell     o/s Byron S. James                                      
Frank M. Orrell,        Byron S. James,                                         
Chairman, CEO   Chief Financial Officer                                         
Date: June 20, 2001     Date: June 20, 2001                                     

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDARIES                                                                 
EARNINGS PER SHARE                                                              
(FULLY DILUTED)                                                                 
CUMULATIVE      326 MO TO       3 MO TO 3 MO TO 12 MO TO        
        DATE            SHARES  SHARES  MONTHS  3/31/01 3/31/01 3/31/00 12/31/00
For the period 02/08/74 thru 12/31/97 (A,B,C,D,E)                               
287     869,032,139                                             
01/01/98 (E)            32,326  4,595,852       3       13,787,556              
03/31/98 (E)            11,713  4,607,565       3       13,822,695              
06/30/98 (E)            11,713  4,619,278       3       13,857,834              
09/30/98 (E)            16,366  4,635,644       3       13,906,932              
12/31/98 (E)            16,366  4,652,010       3       13,956,030              
03/31/99 (E)            0       4,652,010       3       13,956,030              
06/30/99 (E)            95,037  4,747,047       3       14,241,411              
09/30/99 (E)    28,713  4,775,760       3       14,327,280                      
12/31/99 (E)            31,640  4,807,400     3 14,422,200 14,422,200 14,422,200
03/31/00 (E)            32,342  4,839,742       3       14,519,226    14,519,226
06/30/00 (E)            32,342  4,872,084       3       14,616,252    14,616,252
09/30/00 (E)            36,141  4,908,225       3       14,724,675    14,724,675
12/31/00 (E)            42,450  4,950,675       3       14,852,025    14,852,025
03/31/01 (E)    1,163,447               6,114,122        0               0 . . .
                              326 1,054,022,015 14,852,025 14,422,200 58,282,353

MONTHS                          326     3               3       12              

WEIGHTED AVERAGE SHARES 3,233,196       4,950,675       4,807,400      4,856,863

NET INCOME/(LOSS)       ($6,771,854)    ($5,177)              ($7,284) ($18,362)

EARNINGS/(LOSS) PER SHARE                                                       
FULLY DILUTED   ($2.094)        ($0.001)        ($0.002)        ($0.004)        

NOTES:                                                                          
(A) Share amounts have been restated for the following: 5:1 stock split - 1977; 
15:1 stock split - 1978; 10% stock dividend - 1984.                             
(B) Includes net shares deemed to be issued upon exercise of stock options      
described in notes to financial statements. The amount is based on the exercise 
price of the option compared to the ending trading price for each period.       
If the ending trading price was less than the exercise price in a period,       
no assumption has been made that the options have been exercised.               
(C) Includes February 1992 cancellation of shares held by Northern Mines,       
Inc., an 82% owned subsidiary of Mother Lode Gold Mines Consolidated.           
(D Assumes the exercise and conversion of Series A preferred shares             
previously issued were converted on this date.                                  

MOTHER LODE GOLD MINES CONSOLIDATED                                             
AND SUBSIDARIES                                                                 
EARNINGS PER SHARE                                                              
(PRIMARY                                                                        
For the period 02/08/74 thru 12/31/97 (A,B,C,D,E)                               
287     869,032,139                                             
01/01/98        0       3,878,780       3       11,636,340                      
CUMULATIVE      326 MO TO       3 MO TO 3 MO TO 12 MO TO        
        DATE            SHARES  SHARES  MONTHS  3/31/01 3/31/01 3/31/00 12/31/00
For the period 02/08/74 thru 12/31/97 (A,B,C,D,E)                               
287     869,032,139                                             
01/01/98                0       3,878,780       3       11,636,340              
03/31/98                        0       3,878,780       3             11,636,340
06/30/98                0       3,878,780       3               11,636,340      
09/30/98                        0               3,878,780       3     11,636,340
12/31/98                        0               3,878,780       3     11,636,340
03/31/99                        0               3,878,780       3     11,636,340
06/30/99                        95,037          3,973,817       3     11,921,451
09/30/99                        28,713          4,002,530       3     12,007,590
12/31/99                     31,640 4,034,170 3 12,102,510 12,102,510 12,102,510
3/31/00                 32,342          4,066,512       3  12,199,536 12,199,536
06/30/00                        32,342         4,098,854 3 12,296,562 12,223,293
09/30/00                        36,141         4,134,995 3 12,404,985 12,309,432
12/31/00                        42,450         4,177,445 3 12,532,335 12,532,335
3/31/01         1,163,447       5,340,892       0               0               
                                326 981,477,683 12,532,335 12,102,510 48,409,089

MONTHS                                                  326     3       3     12

WEIGHTED AVERAGE SHARES 3,010,668       4,177,445       4,034,170      4,083,633

NET INCOME/(LOSS)                       ($6,771,854) ($5,177) ($7,284) ($18,362)

EARNINGS/(LOSS) PER SHARE PRIMARY       ($2.249)      ($0.001) ($0.002) ($0.004)

NOTES:                                                                          
(A) Share amounts have been restated for the following: 5:1 stock split - 1977; 
15:1 stock split - 1978; 10% stock dividend - 1984.                             
(B) Includes net shares deemed to be issued upon exercise of stock options      
described in notes to financial statements. The amount is based on              
the exercise price of the option compared to the ending trading price for .     
each period. If the ending trading price was less than the exercise price in    
a period, no assumption has been made that  the options have been exercised.    
(C) Includes February 1992 cancellation of shares held by Northern Mines,       
Inc., an 82% owned subsidiary of Mother Lode Gold Mines Consolidated.           
Sequential Page Number 13                       

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10QSB’ Filing		Date		Other Filings
		12/31/01		10KSB
Filed on:		9/27/01		10QSB
		6/20/01
For Period End:		3/31/01
		1/1/01
		12/31/00		10KSB
		3/31/00		10QSB
		3/1/00
		12/31/99		10KSB
		12/31/98
		12/31/97
		7/1/96
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