The Company is an active junior mineral resource exploration company focused on the acquisition, exploration and development of precious metals, base metals and diamond projects.  Properties which the Company currently owns or which it is currently evaluating for acquisition are located in the traditional mining areas of Ontario, Canada. 

The recoverability of the amounts comprising mineral properties and deferred exploration costs is dependent upon the confirmation of economically recoverable reserves, the ability of the Company to obtain the necessary financing to successfully complete its exploration and development and upon future profitable production and royalties. 

Risks: 

The success of the Company’s business is subject to a number of factors including but not limited to those risks normally encountered in the mining industry such as exploration uncertainty, lack of operating cash flow, increasing environmental regulation, continued industry and public acceptance, regulatory compliance, potential liability claims, general markets and economic conditions, competition with Companies having greater resources, and further capital requirements and the uncertainty of obtaining required financing.

REVIEW OF OPERATIONS - MINERAL PROPERTIES

DIAMOND EXPLORATION PROJECTS – NORTHEASTERN ONTARIO

Temagami Diamond Claim Project, Ontario, Canada

The Company is actively exploring the 40,000 hectare, contiguous Temagami Diamond Claim project in the emerging northeastern Ontario diamond play.   The project consists of approximately 2,500 contiguous claim units covering part of the Archean Superior Craton and extends south across the Grenville Front into the Grenville Parautochthonous Belt.  The property is underlain by the same ancient geologic basement rocks that host De Beer’s advanced Victor Pipe to the north in the James Bay lowlands, and the recently reported Otish Mountain kimberlite discoveries in Quebec.

Preliminary compiled kimberlite indicator mineral (KIM) counts from Tres-Or’s work programs in September 2001 combined with previous Tres-Or check sampling has confirmed at least four (4) KIM dispersion trains occur in different parts of the 100%-owned Temagami Diamond Claim property. 

The Temagami area was the subject of a government study released in April 2001, which concluded that the area has good potential to host diamondiferous kimberlites based on the recovery of KIMs with favourable G10 chemistry.  The conclusions of the Ontario Geological Survey (OGS) sediment sampling (Allen, 2001) support earlier exploration efforts, which highlighted the Temagami Property’s very sub-calcic G10 garnets that are comparable to the best indicator minerals from producing diamondiferous kimberlites worldwide, including the Ekati Mine in the Northwest Territories. 

The April 2001 OGS report sample results and Tres-Or’s sampling confirm these indicator trains include good indicator mineral chemistry suggestive of diamondiferous kimberlite sources.  The indicator mineral surface textures suggest that at least some of the KIM train sources likely originate on Tres-Or’s claims.  Microprobe analyses are pending on recently sorted samples.

Dr. Harrison Cookenboo, Ph.D., P.Geo. of Meridian Geoscience Ltd. was engaged in May 2001 to compile an independent evaluation report and to provide recommendations for future exploration activities.  Recent site investigations by Dr. Cookenboo established rigorous protocols for follow-up regional sampling programs on high-priority target areas.   Interpretation of the proprietary data possessed and collected by the Company in conjunction with recently released KIM data collected both on and immediately down-ice of the Company’s claims include very sub-calcic G10 Cr-pyrope garnets, eclogitic garnets and Cr- and Mg-rich chromites that are compositionally similar to  minerals included in diamonds.  Dr. Harrison Cookenboo believes that, “the Tres-Or property has the potential to host significantly diamondiferous kimberlites due to its location over Archean basement.  The property is near known kimberlites, in a direction of increasingly encouraging indicator mineral chemistry.  The Tres-Or property hosts indicator mineral suites suggestive of multiple kimberlite sources including pipes that have sampled the diamond stability field in the mantle and are likely to be diamondiferous.”

The Company is actively pursuing financing and discussing joint venture participation in the Temagami Diamond Claim project with a number of interested parties.  In addition, the Company is continuing with due diligence to pursue additional diamond property opportunities. 

Temagami North Diamond Claim Project, Ontario, Canada

Tres-Or executed a Purchase Agreement on December 6, 2001 to acquire a 100% undivided interest in 120 claim units north of Temagami and west of Haileybury, in the Larder Lake Mining Division of Ontario. 

Tres-Or paid $50,000 to purchase the claims and issued 200,000 shares on approval of the Purchase Agreement by the Canadian Venture Exchange.   The Vendors retain a 2.5% Net Smelter Return (NSR).  Tres-Or may at its option purchase 1% of the Vendors’ NSR for $1,000,000 at any time prior to commercial production of gold, PGE minerals, base metals, diamonds or any other mineral discovered on the claims.  Tres-Or has a First Right of Refusal to buy back the remaining 1.5% NSR. No work commitments are required under the terms of the purchase agreement.  No finders’ fees are payable. 

During due diligence on a group of these claims, Tres-Or collected a stream sediment sample (September 2001) in the Temagami North claim group that contained prolific kimberlite indicator minerals that suggest the kimberlite source is very proximal.  This sample is out of a small stream that is within the till layer, and is located approximately 200 metres down-ice of a circular magnetic high. 

The sample was screened in the field to remove the oversize, and collected in a single 20 litre bucket.  Due to extremely prolific kimberlite indicator minerals in the sample, only a portion of the heavy minerals concentrated were sorted. From the portion sorted, more than 475 kimberlitic indicator grains were recovered. Extrapolating results from the counted indicators to the entire one bucket sample suggests that in total more than 11,000 KIMs are within the 0.5 to 1.0 mm size range.  Included among these indicators are eclogitic garnets and chromites that suggest the source kimberlite may have tapped the diamond stability field, and Mg-limenites that indicate the magma is favourable for preserving diamonds. 

Surface textures suggest a proximal origin of the grains.  More than 80% of the Cr-pyropes have at least a trace of kelyphite preserved on their surface, and chrome diopside, Mg-ilmenite, and olivine surfaces are all rated fresh to very fresh.  Two hundred and eighty-one indicator grains from the sample were analyzed by electron microprobe to establish the chemical signature of the source kimberlite.

Orange garnets (eclogitic garnets) are abundant in the sample and are all Mg-rich, and are good indicators of kimberlite.  Included among the orange garnet kimberlite indicators are some grains derived from mantle eclogites, and other grains from the Cr-poor megacryst suite that may form from the proto-kimberlite magma within the mantle.  Several of the 30 kimberlitic orange garnets analyzed have chemistries similar to eclogite garnets included in diamond.  Several other eclogitic garnets are closely comparable to diamond-bearing eclogites from the Jericho kimberlite in northern Canada (Cookenboo, 1998), and point to the potential source kimberlite of the Tres-Or sample to carry diamonds. 

A single sub-calcic (G10) Cr-pyrope was recovered.  Of the 87 Cr-pyropes analyzed, the chemistries appear to be consistent with derivation from mantle temperatures likely within the diamond stability field. 

Mg-ilmenite is abundant in the sample and of the 64 analyzed by electron microprobe, all of the ilmenite grains are good kimberlite indicators. The predominance of Cr-rich compositions at high MgO concentrations is comparable to most diamondiferous kimberlites.  The Fe3+/Fe2+ ratio is a low 0.25, comparable to (or better than) many economic pipes in Canada and elsewhere.  This low ratio indicates that the kimberlite magma was not highly oxidized, and would likely transport diamonds from the mantle to the surface without major resorption.  Diamond preservation within the kimberlite source would be good. 

Forty-five chromite grains were analyzed out of 63 recovered.  Included in the microprobe analyses are two very Cr-rich grains comparable to chromite chemistries from the diamond intergrowth field.  

Thirteen kimberlitic olivine grains were recovered.  All have surface textures consistent with proximal derivation from kimberlite.  Each grain was analyzed by electron microprobe, and confirmed to be kimberlitic (forsterite) olivine. 

In summary, the kimberlite indicator minerals analyzed from the Tres-Or sample are distinct from, and in some important ways better than, other indicators reported from the New Liskeard and Kirkland Lake kimberlite fields.  Specifically, the Tres-Or sample has better eclogitic garnets and Mg-ilmenite chemistry than any other published chemistry from known pipes in these areas.  In addition, the Tres-Or sample has G10 pyropes and Cr-rich chromites (diamond intergrowth field) comparable to the better chemistries within the area.  These differences in chemistry suggest that the source kimberlite of the Tres-Or sample tested different mantle (perhaps somewhat deeper), with a good chance of being diamondiferous. 

Exploration work is underway on Tres-Or’s Temagami North property which covers more than thirty (30) discrete circular magnetic targets within the New Liskeard/Cobalt kimberlite field, where more than a dozen kimberlites are already known, half of which are diamondiferous.  Tres-Or’s initial work on a portion of these claims confirmed indicator mineral compositions distinct from the known kimberlites, including eclogitic garnets comparable to the diamond-bearing eclogites from the Jericho kimberlite in northern Canada.  The Company is aggressively exploring priority targets and is poised for the discovery of multiple kimberlite pipes.

PGM PROJECT, ONTARIO

Mann Platinum/Palladium Project, Ontario, Canada

A 998 metre diamond drill program, in six holes, was carried out on the Mann property, comprising 19 contiguous claim units (304 hectares) that covers part of a large mafic/ultramafic complex located approximately 47 kilometres northeast of Timmins, Ontario. The property is situated within the Mann complex, a mafic/ultramafic layered intrusion which hosts Platinum Group Elements (PGE) and copper-nickel sulphide mineralization.  Broadlands Resources Ltd. is continuing to earn up to 50% interest in the property as per an Agreement executed on November 9, 2000. 

The target of the most recent drill program was a clinopyroxenite horizon in the layered Mann ultramafic complex which hosts highly anomalous platinum and palladium values. On the claims, immediately north of the west end of the Frederick House River bridge, three continuous chip samples taken by the OGS returned values of PGE + Au of 645 ppb over 12.20 metres, 574 ppb over 14.00 metres and 594 ppb over 22.00 metres.  This unit was intersected in three of six holes drilled.  It is a reasonably consistent unit ranging from 13 to 15 meter in true thickness and dipping moderately to the east.  No anomalous PGE’s were returned from this unit, but anomalous PGE values to 79 ppb were encountered in a coarse, chaotic gabbro stratigraphically above the clinopyroxenite horizon.  Further work including detailed structural mapping, sampling and diamond drilling is recommended.

The Company completed the Option Agreement to earn its 100% interest in the Shallow River East and Northeast mineral claims consisting of 52 units totaling 832 hectares.  The titles to the claims were transferred to the Company on July 27, 2001.  Treasury shares will be issued as the final property payment subject to filing with the Exchange an acceptable geological report on the exploration work completed. 

Earlier this year, 300 metres of diamond drilling was completed on the Botany claims to test a 1.6 kilometre long geobotanical anomaly identified in earlier work programs.  Drilling intersected massive to intermediate volcanics and gabbro and no significant base metal mineralization was identified. Further site investigations, prospecting and additional geochemical surveys were completed.  The Botany Option Agreement is complete subject to the issuance of 100,000 shares of the Company on approval of the Exchange of an acceptable geological report on the exploration work completed.  The Company received confirmation of title transfer on October 5, 2001 of 26 mining claim units covering 416 hectares in Warden Township.  In addition, the Company staked 28 claim units contiguous and adjoining the Botany claims.  

Earlier exploration programs carried out by the Company on the project identified a rhyolite porphyry unit which may be indicative of a semi-conformable alteration zone related to a volcanogenic massive sulphide (VMS) alteration system.  The prospective zinc-bearing felsic volcanic horizon has been identified over eight kilometres of property length and remains open along strike. The project is located approximately 65 kilometres northwest of Kirkland Lake, Ontario, and covers a largely under-explored southeast trending package of felsic volcanic, mafic volcanic and sedimentary rocks.   

Mobile Metal Ion  (MMI) geochemical surveys were completed over two areas on the property during the period.  Results from the western grid outlined a very strong multi station, multi line zinc anomaly. This anomaly is west of a previous drill hole (best intersection 0.91 metres of 1.56% copper) and continues to the west-northwest.  Copper, cadmium and lead are anomalous but not as intense or as continuous as the zinc anomaly.  The zinc anomaly outlined is a strong, unambiguous geochemical anomaly overlying a rhyolite breccia tuff horizon that has been shown to contain VMS mineralization.   It is a priority drill target with good potential of intersecting VMS mineralization. Two diamond drill holes, NQ diameter or larger, are recommended to test the anomaly.   

Analyses of samples from the eastern grid were less clear. No significant anomalies are apparent from this work.  The results from the sampling program on the western grid indicate the MMI system works in this terrain.  Further geochemical surveys are recommended to cover additional targets on the claims.   

The Company is pursuing joint venture participation in the Shallow River Project.

CORPORATE, FINANCE AND INVESTOR RELATIONS ACTIVITIES

The Company has working capital of approximately $21,228 and is pursuing additional financing.

The Company is aggressively continuing with investigations on the Temagami Diamond Claim projects.  The most recent information and proprietary data is being presented to several companies active or interested in acquiring diamond exploration  projects.  The goal is to secure Option/Joint Venture agreements and to pursue additional funding for continued advancement of its properties. 

The Company has recovered expenses related to the acquisition and exploration of the Mann Project by optioning 50% interest in the property to Broadlands Resources Ltd. in a Letter Agreement approved by the Exchange February 8, 2001.  As at November 30, 2001, Broadlands has made cash payments to the Company totaling $13,000 and issued 150,000 common shares.  

During the period, the Company recovered $2,000 from a note receivable from a company controlled by a former director. 

Subsequent to the period, the Company completed a non-brokered private placement of 983,000 units (490,000 being flow-through units) of the Company at $0.25 per unit.  Each unit consists of one common share and one non-transferable share purchase warrant.  Each share purchase warrant can be exercised to acquire one common share of the Company for a period of one year at an exercise price of $0.50 per share.  Proceeds from the financing will be used for general working capital, and for the acquisition and exploration of the Temagami Diamond Claims, located in the Sudbury and Larder Lake Mining Divisions of Ontario.

Warrants exercised during the period include a total of 958,000 warrants for net proceeds to the Company of $95,800.  Subsequently, on December 31, 2001 a total of 750,000 flow-through warrants were exercised for net proceeds to the Company of $112,500.

The Company does not have any investor relations contracts.  Investor relations is managed by the Directors and includes daily contact with shareholders and attendance at industry conferences and trade shows.  Other investor relations activities include maintaining the Company’s web site, preparation and dissemination of documentation packages.

Liquidity and solvency: