Newmont (NEM) 10-Q 2010 Q3 Quarterly report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

Form 10-Q

(Mark One)

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

For the Quarterly Period Ended September 30, 2010

or

o 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: 001-31240

NEWMONT MINING CORPORATION

(Exact name of registrant as specified in its charter)

Delaware
(State or Other Jurisdiction of
Incorporation or Organization) 84-1611629
(I.R.S. Employer
Identification No.)

6363 South Fiddler’s Green Circle
Greenwood Village, Colorado (Address of Principal Executive Offices)	80111 (Zip Code)

Registrant’s telephone number, including area code (303) 863-7414

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.þ Yeso No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).þ Yeso No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “accelerated filer” and “large accelerated filer” in Rule 12-b2 of the Exchange Act. (Check one):

Large accelerated filerþ	Accelerated filero	Non-accelerated filero	Smaller reporting companyo
		(Do not check if a smaller reporting company.)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12-b2 of the Exchange Act). o Yesþ No

There were 486,197,880 shares of common stock outstanding on October 25, 2010 (and 6,867,299 exchangeable shares).

TABLE OF CONTENTS

	Page
PART I
ITEM 1. FINANCIAL STATEMENTS		1
Condensed Consolidated Statements of Income		1
Condensed Consolidated Statements of Cash Flows		2
Condensed Consolidated Balance Sheets		3
Notes to Condensed Consolidated Financial Statements		4
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION		43
Overview		43
Selected Financial and Operating Results		44
Consolidated Financial Results		44
Results of Consolidated Operations		50
Liquidity and Capital Resources		56
Environmental		58
Accounting Developments		59
Non-GAAP Financial Measures		59
Safe Harbor Statement		60
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK		61
ITEM 4. CONTROLS AND PROCEDURES		63
PART II
ITEM 1. LEGAL PROCEEDINGS		64
ITEM 1A. RISK FACTORS		64
ITEM 2. ISSUER PURCHASES OF EQUITY SECURITIES		64
ITEM 3. DEFAULTS UPON SENIOR SECURITIES		64
ITEM 5. OTHER INFORMATION		64
ITEM 6. EXHIBITS		67
SIGNATURES		68
EXHIBIT INDEX		69
Exhibit 12.1
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1
Exhibit 32.2
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

NEWMONT MINING CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited, in millions except per share)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2010			2009			2010			2009
Sales (Note 3)	$	2,597		$	2,049		$	6,992		$	5,187
Costs and expenses
Costs applicable to sales(1) (Note 3)		903			765			2,636			2,200
Amortization		242			199			697			566
Reclamation and remediation (Note 4)		18			10			44			34
Exploration		67			55			163			147
Advanced projects, research and development (Note 5)		46			27			149			100
General and administrative		45			39			133			118
Other expense, net (Note 6)		50			65			200			250
		1,371			1,160			4,022			3,415
Other income (expense)
Other income, net (Note 7)		5			25			97			43
Interest expense, net		(66	)		(10	)		(210	)		(65	)
		(61	)		15			(113	)		(22	)
Income from continuing operations before income tax and other items		1,165			904			2,857			1,750
Income tax expense (Note 10)		(348	)		(253	)		(756	)		(494	)
Equity income (loss) of affiliates		(3	)		(6	)		(7	)		(14	)
Income from continuing operations		814			645			2,094			1,242
Income (loss) from discontinued operations (Note 11)		—			—			—			(14	)
Net income		814			645			2,094			1,228
Net income attributable to noncontrolling interests (Note 12)		(277	)		(257	)		(629	)		(489	)
Net income attributable to Newmont stockholders	$	537		$	388		$	1,465		$	739
Net income attributable to Newmont stockholders:
Continuing operations	$	537		$	388		$	1,465		$	748
Discontinued operations		—			—			—			(9	)
	$	537		$	388		$	1,465		$	739
Income per common share (Note 13)
Basic:
Continuing operations	$	1.09		$	0.79		$	2.98		$	1.54
Discontinued operations		—			—			—			(0.02	)
	$	1.09		$	0.79		$	2.98		$	1.52
Diluted:
Continuing operations	$	1.07		$	0.79		$	2.94		$	1.54
Discontinued operations		—			—			—			(0.02	)
	$	1.07		$	0.79		$	2.94		$	1.52
Cash dividends declared per common share		0.15			0.10		$	0.35		$	0.30

⁽¹⁾ Exclusive ofAmortizationandReclamation and remediation.

The accompanying notes are an integral part of the condensed consolidated financial statements.

1

NEWMONT MINING CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in millions)

	Nine Months Ended
	September 30,
	2010			2009
Operating activities:
Net income	$	2,094		$	1,228
Adjustments:
Amortization		697			566
Loss from discontinued operations (Note 11)		—			14
Reclamation and remediation (Note 4)		44			34
Deferred income taxes		(52	)		7
Stock based compensation and other benefits		54			44
Other operating adjustments and write-downs		84			80
Net change in operating assets and liabilities (Note 24)		(586	)		(27	)
Net cash provided from continuing operations		2,335			1,946
Net cash provided from (used in) discontinued operations (Note 11)		(13	)		3
Net cash provided from operations		2,322			1,949
Investing activities:
Additions to property, plant and mine development		(972	)		(1,314	)
Investments in marketable debt and equity securities		(9	)		—
Acquisitions, net		(2	)		(766	)
Proceeds from sale of other assets		53			3
Other		(72	)		(11	)
Net cash used in investing activities		(1,002	)		(2,088	)
Financing activities:
Proceeds from debt, net		—			4,302
Repayment of debt		(274	)		(2,604	)
Sale of subsidiary shares to noncontrolling interests		229			—
Acquisition of subsidiary shares from noncontrolling interests		(109	)		—
Dividends paid to common stockholders		(172	)		(147	)
Dividends paid to noncontrolling interests		(360	)		(115	)
Proceeds from stock issuance, net		56			1,248
Change in restricted cash and other		46			5
Net cash provided from (used in) financing activities of continuing operations		(584	)		2,689
Net cash used in financing activities of discontinued operations (Note 11)		—			(2	)
Net cash provided from (used in) financing activities		(584	)		2,687
Effect of exchange rate changes on cash		—			39
Net change in cash and cash equivalents		736			2,587
Cash and cash equivalents at beginning of period		3,215			435
Cash and cash equivalents at end of period	$	3,951		$	3,022

The accompanying notes are an integral part of the condensed consolidated financial statements.

2

NEWMONT MINING CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited, in millions)

	At September 30,		At December 31,
	2010		2009
ASSETS
Cash and cash equivalents	$	3,951	$	3,215
Trade receivables		489		438
Accounts receivable		93		102
Investments (Note 18)		46		56
Inventories (Note 19)		526		493
Stockpiles and ore on leach pads (Note 20)		538		403
Deferred income tax assets		195		215
Other current assets (Note 21)		1,218		900
Current assets		7,056		5,822
Property, plant and mine development, net		12,532		12,370
Investments (Note 18)		1,278		1,186
Stockpiles and ore on leach pads (Note 20)		1,722		1,502
Deferred income tax assets		1,086		937
Other long-term assets (Note 21)		702		482
Total assets	$	24,376	$	22,299
LIABILITIES
Debt (Note 22)	$	289	$	157
Accounts payable		396		396
Employee-related benefits		227		250
Income and mining taxes		265		200
Other current liabilities (Note 23)		1,621		1,317
Current liabilities		2,798		2,320
Debt (Note 22)		4,289		4,652
Reclamation and remediation liabilities (Note 4)		820		805
Deferred income tax liabilities		1,432		1,341
Employee-related benefits		349		381
Other long-term liabilities (Note 23)		169		174
Liabilities of operations held for sale (Note 11)		—		13
Total liabilities		9,857		9,686
Commitments and contingencies (Note 26)
EQUITY
Common stock		778		770
Additional paid-in capital		8,260		8,158
Accumulated other comprehensive income		768		626
Retained earnings		2,442		1,149
Newmont stockholders’ equity		12,248		10,703
Noncontrolling interests		2,271		1,910
Total equity		14,519		12,613
Total liabilities and equity	$	24,376	$	22,299

The accompanying notes are an integral part of the condensed consolidated financial statements.

3

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 1 BASIS OF PRESENTATION

The interim Condensed Consolidated Financial Statements (“interim statements”) of Newmont Mining Corporation and its subsidiaries (collectively, “Newmont” or the “Company”) are unaudited. In the opinion of management, all adjustments and disclosures necessary for a fair presentation of these interim statements have been included. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year. These interim statements should be read in conjunction with Newmont’s Consolidated Financial Statements for the year ended December 31, 2009 filed February 25, 2010 on Form 10-K. The year-end balance sheet data was derived from the audited financial statements, but does not include all disclosures required by United States generally accepted accounting principles (“GAAP”).

References to “A$” refer to Australian currency, “C$” to Canadian currency, “IDR” to Indonesian currency, “NZ$” to New Zealand currency and “$” to United States currency.

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Recently Adopted Accounting Pronouncements

Variable Interest Entities

In June 2009, the Accounting Standards Codification (“ASC”) guidance for consolidation accounting was updated to require an entity to perform a qualitative analysis to determine whether the enterprise’s variable interest gives it a controlling financial interest in a Variable Interest Entity (“VIE”). This qualitative analysis identifies the primary beneficiary of a VIE as the entity that has both of the following characteristics: (i) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and (ii) the obligation to absorb losses or receive benefits from the entity that could potentially be significant to the VIE. The updated guidance also requires ongoing reassessments of the primary beneficiary of a VIE. Adoption of the updated guidance, effective for the Company’s fiscal year beginning January 1, 2010, had no impact on the Company’s condensed consolidated financial position, results of operations or cash flows.

The Company identified Nusa Tenggara Partnership (“NTP”), a partnership between Newmont and an affiliate of Sumitomo, that owns a 56% interest in PT Newmont Nusa Tenggara (“PTNNT” or “Batu Hijau”), as a VIE due to certain capital structures and contractual relationships. Newmont also identified PT Pukuafu Indah (“PTPI”), and PT Indonesia Masbaga Investama (“PTIMI”), unrelated noncontrolling partners of PTNNT, as VIEs. Newmont entered into transactions with PTPI and PTIMI, whereby the Company agreed to advance certain funds in exchange for a pledge of the noncontrolling partners’ combined 20% share of PTNNT dividends, net of withholding tax. The agreements also provide Newmont with certain voting rights and obligations related to the noncontrolling partners’ combined 20% share of PTNNT and commitments from PTPI and PTIMI to support the application of Newmont’s standards to the operation of the Batu Hijau mine. The Company has determined itself to be the primary beneficiary of these entities and to control the operations of Batu Hijau, and therefore consolidates PTNNT in the Company’s financial statements.

Fair Value Accounting

In January 2010, ASC guidance for fair value measurements and disclosure was updated to require additional disclosures related to transfers in and out of level 1 and 2 fair value measurements and enhanced detail in the level 3 reconciliation. The guidance was amended to clarify the level of disaggregation required for assets and liabilities and the disclosures required for inputs and valuation techniques used to measure the fair value of assets and liabilities that fall in either level 2 or level 3. The updated guidance was effective for the Company’s fiscal year beginning January 1, 2010, with the exception of the level 3 disaggregation which is effective for the Company’s fiscal year beginning January 1, 2011. The adoption had no impact on the Company’s condensed consolidated financial position, results of operations or cash flows. Refer to Note 16 for further details regarding the Company’s assets and liabilities measured at fair value.

4

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 3 SEGMENT INFORMATION

The Company’s reportable segments are based upon the Company’s management structure that is focused on the geographic region for the Company’s operations. The financial information relating to the Company’s segments is as follows:

			Costs				Advanced
			Applicable to				Projects and		Pre-Tax
	Sales		Sales		Amortization		Exploration		Income
Three Months Ended September 30, 2010
Nevada	$	568	$	267	$	68	$	27	$	196
La Herradura		52		20		5		2		25
Hope Bay		—		—		4		20		(23	)
Other North America		—		—		—		—		(1	)
North America		620		287		77		49		197
Yanacocha		436		149		42		6		225
Other South America		—		—		—		11		(15	)
South America		436		149		42		17		210
Boddington:
Gold		181		91		25
Copper		38		19		5
Total		219		110		30		1		46
Batu Hijau:
Gold		260		47		12
Copper		543		96		26
Total		803		143		38		1		607
Other Australia/New Zealand		351		157		26		10		145
Other Asia Pacific		—		—		1		5		(9	)
Asia Pacific		1,373		410		95		17		789
Ahafo		168		57		22		9		87
Other Africa		—		—		—		1		(2	)
Africa		168		57		22		10		85
Corporate and Other		—		—		6		20		(116	)
Consolidated	$	2,597	$	903	$	242	$	113	$	1,165

5

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

			Costs				Advanced
			Applicable to				Projects and		Pre-Tax
	Sales		Sales		Amortization		Exploration		Income
Three Months Ended September 30, 2009
Nevada	$	481	$	273	$	69	$	13	$	118
La Herradura		23		8		2		1		12
Hope Bay		—		—		3		20		(24	)
Other North America		—		—		—		—		(2	)
North America		504		281		74		34		104
Yanacocha		535		163		43		6		299
Other South America		—		—		—		1		(2	)
South America		535		163		43		7		297
Boddington		—		—		—		12		(11	)
Batu Hijau:
Gold		201		37		10
Copper		396		71		18
Total		597		108		28		—		445
Other Australia/New Zealand		282		152		32		6		77
Other Asia Pacific		—		—		1		4		(17	)
Asia Pacific		879		260		61		22		494
Ahafo		131		61		17		2		46
Other Africa		—		—		—		2		(2	)
Africa		131		61		17		4		44
Corporate and Other		—		—		4		15		(35	)
Consolidated	$	2,049	$	765	$	199	$	82	$	904

6

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

			Costs				Advanced
			Applicable to				Projects and		Pre-Tax			Total		Capital
	Sales		Sales		Amortization		Exploration		Income			Assets		Expenditures(1)
Nine Months Ended September 30, 2010
Nevada	$	1,540	$	776	$	194	$	64	$	475		$	3,306	$	200
La Herradura		149		52		13		5		79			198		33
Hope Bay		—		—		10		70		(80	)		2,046		88
Other North America		—		—		—		1		(4	)		51		—
North America		1,689		828		217		140		470			5,601		321
Yanacocha		1,321		442		119		17		686			2,645		109
Other South America		—		—		—		26		(26	)		256		86
South America		1,321		442		119		43		660			2,901		195
Boddington:
Gold		582		284		81
Copper		117		68		18
Total		699		352		99		5		206			4,181		106
Batu Hijau:
Gold		595		123		34
Copper		1,256		261		72
Total		1,851		384		106		1		1,284			3,281		48
Other Australia/New Zealand		973		454		82		21		409			913		111
Other Asia Pacific		—		—		2		15		—			388		11
Asia Pacific		3,523		1,190		289		42		1,899			8,763		276
Ahafo		459		176		58		15		203			1,039		80
Other Africa		—		—		—		7		(7	)		269		49
Africa		459		176		58		22		196			1,308		129
Corporate and Other		—		—		14		65		(368	)		5,803		23
Consolidated	$	6,992	$	2,636	$	697	$	312	$	2,857		$	24,376	$	944

⁽¹⁾ Includes a decrease in accrued capital expenditures of $28; consolidated capital expenditures on a cash basis were $972.

7

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

			Costs				Advanced
			Applicable to				Projects and		Pre-Tax			Total		Capital
	Sales		Sales		Amortization		Exploration		Income			Assets		Expenditures(1)
Nine Months Ended September 30, 2009
Nevada	$	1,321	$	764	$	183	$	40	$	309		$	3,215	$	154
La Herradura		75		30		7		2		36			116		34
Hope Bay		—		—		9		56		(64	)		1,818		4
Other North America		—		—		—		1		(6	)		55		—
North America		1,396		794		199		99		275			5,204		192
Yanacocha		1,451		488		128		16		747			2,182		78
Other South America		—		—		—		15		(13	)		28		16
South America		1,451		488		128		31		734			2,210		94
Boddington		—		—		—		29		(87	)		3,832		961
Batu Hijau:
Gold		358		88		23
Copper		786		217		55
Total		1,144		305		78		—		713			3,024		30
Other Australia/New Zealand		814		438		94		18		243			843		75
Other Asia Pacific		—		—		2		9		(32	)		215		2
Asia Pacific		1,958		743		174		56		837			7,914		1,068
Ahafo		382		175		51		9		131			965		42
Other Africa		—		—		—		7		(3	)		198		4
Africa		382		175		51		16		128			1,163		46
Corporate and Other(2)		—		—		14		45		(224	)		4,656		12
Consolidated	$	5,187	$	2,200	$	566	$	247	$	1,750		$	21,147	$	1,412

(1)	Includes an increase in accrued capital expenditures of $98; consolidated capital expenditures on a cash basis were $1,314.
(2)	Corporate and Other includes $31 of Assets held for sale.

NOTE 4 RECLAMATION AND REMEDIATION

At September 30, 2010 and December 31, 2009, $719 and $698, respectively, were accrued for reclamation obligations relating to mineral properties. In addition, the Company is involved in several matters concerning environmental obligations associated with former, primarily historic, mining activities. Generally, these matters concern developing and implementing remediation plans at the various sites involved. At September 30, 2010 and December 31, 2009, $148 and $161, respectively, were accrued for such obligations.

The following is a reconciliation of reclamation and remediation liabilities:

	Nine Months Ended September 30,
	2010			2009
Balance at beginning of period	$	859		$	757
Additions, changes in estimates and other		1			21
Liabilities settled		(32	)		(35	)
Accretion expense		39			34
Balance at end of period	$	867		$	777

8

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

The current portion ofReclamation and remediation liabilitiesof $47 and $54 at September 30, 2010 and December 31, 2009, respectively, are included inOther current liabilities (see Note 23).

The Company’s reclamation and remediation expenses consisted of:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Reclamation	$	5	$	—	$	5	$	—
Accretion — operating		11		7		33		25
Accretion — non-operating		2		3		6		9
	$	18	$	10	$	44	$	34
Asset retirement cost amortization(1)	$	8	$	7	$	22	$	21

⁽¹⁾ Asset retirement cost amortization is a component ofAmortization.

NOTE 5 ADVANCED PROJECTS, RESEARCH AND DEVELOPMENT

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Major projects:
Hope Bay	$	13	$	2	$	48	$	18
Subika underground		4		—		6		1
Conga		2		1		5		2
Akyem		—		2		4		5
Boddington		—		11		—		24
Other projects:
Technical and project services		12		6		35		18
Corporate		4		3		25		10
South America growth		7		1		11		5
Nevada growth		2		1		8		13
Other		2		—		7		4
	$	46	$	27	$	149	$	100

NOTE 6 OTHER EXPENSE, NET

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Community development	$	13	$	12	$	73	$	33
Regional administration		16		14		47		40
Peruvian royalty		5		8		17		19
World Gold Council dues		3		2		9		8
Western Australia power plant		—		18		7		27
Workforce reduction		—		—		—		15
Boddington acquisition costs		—		—		—		67
Batu Hijau divestiture		—		3		—		9
Other		13		8		47		32
	$	50	$	65	$	200	$	250

9

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 7 OTHER INCOME, NET

	Three Months Ended September 30,					Nine Months Ended September 30,
	2010			2009		2010			2009
Gain on asset sales, net	$	—		$	—	$	42		$	1
Canadian Oil Sands Trust income		14			7		39			16
Refinery income (EGR)(1)		12			9		17			13
Income from developing projects, net		13			—		13			—
Gain on sale of investments, net		5			2		12			2
Interest income		3			2		8			11
Foreign currency gain (loss) net		(44	)		2		(48	)		—
Other		2			3		14			—
	$	5		$	25	$	97		$	43

⁽¹⁾ European Gold Refineries

NOTE 8 EMPLOYEE PENSION AND OTHER BENEFIT PLANS

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
Pension benefit costs, net
Service cost	$	5		$	5		$	16		$	14
Interest cost		9			8			27			24
Expected return on plan assets		(8	)		(8	)		(24	)		(22	)
Amortization, net		5			4			14			12
	$	11		$	9		$	33		$	28

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Other benefit costs, net
Service cost	$	1	$	1	$	2	$	2
Interest cost		1		1		4		4
	$	2	$	2	$	6	$	6

NOTE 9 STOCK BASED COMPENSATION

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Stock options	$	3	$	3	$	12	$	11
Restricted stock units		4		1		12		4
Performance leveraged stock units		1		—		5		—
Common stock		—		1		2		2
Restricted stock		1		1		2		3
Deferred stock		2		2		7		10
	$	11	$	8	$	40	$	30

10

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 10 INCOME TAXES

During the third quarter of 2010, the Company recorded estimated income tax expense of $348 resulting in an effective tax rate of 29.9%. Estimated income tax expense during the third quarter of 2009 was $253 for an effective tax rate of 28.0%. The increase in the effective tax rate from 2009 to 2010 resulted from the change in the jurisdictional blend of the Company’s taxable income and the effect of the percentage depletion deduction. During the first nine months of 2010, estimated income tax expense was $756 resulting in an effective tax rate of 26.5%. Estimated income tax expense during the first nine months of 2009 was $494 for an effective tax rate of 28.2%. The decrease in the effective tax rate from 2009 to 2010 resulted from a tax benefit of $127 being recorded in the first quarter of 2010 from the conversion of non-US tax-paying entities to entities currently subject to U.S. income tax resulting in an increase in net deferred tax assets, partially offset by the change in the jurisdictional blend of the Company’s taxable income and the effect it has on the overall rate impact from percentage depletion. The effective tax rates in the third quarter of 2010 and 2009 are different from the United States statutory rate of 35% primarily due to the U.S. percentage depletion deduction and the effect of different income tax rates in countries where earnings are indefinitely reinvested.

The Company operates in numerous countries around the world and accordingly it is subject to, and pays annual income taxes under, the various income tax regimes in the countries in which it operates. Some of these tax regimes are defined by contractual agreements with the local government, and others are defined by the general corporate income tax laws of the country. The Company has historically filed, and continues to file, all required income tax returns and pay the income taxes reasonably determined to be due. The tax rules and regulations in many countries are highly complex and subject to interpretation. From time to time the Company is subject to a review of its historic income tax filings and in connection with such reviews, disputes can arise with the taxing authorities over the interpretation or application of certain rules to the Company’s business conducted within the country involved. PTNNT, the Company’s partially owned subsidiary in Indonesia, received a final tax assessment from the Indonesian Tax Office during the third quarter. Although required to pay $132 (of which, $119 related to corporate income tax matters) of tax and penalties upon receipt of the tax assessment, PTNNT intends to vigorously defend its positions through all processes available to it. PTNNT believes it is more likely than not that they will prevail and therefore has recorded a corresponding receivable (see Note 21).

At September 30, 2010, the Company’s total unrecognized tax benefit was $122 for uncertain income tax positions taken or expected to be taken on income tax returns. Of this, $53 represents the amount of unrecognized tax benefits that, if recognized, would affect the Company’s effective income tax rate.

As a result of the statute of limitations that expire in the next 12 months in various jurisdictions, and possible settlements of audit-related issues with taxing authorities in various jurisdictions with respect to which none of the issues are individually significant, the Company believes that it is reasonably possible that the total amount of its net unrecognized income tax benefits will decrease by approximately $1 to $3 in the next 12 months.

On January 1, 2010, various U.S. tax laws expired, and as of September 30, 2010, they have not been reinstated. These expired tax laws do not have a material effect on the Company’s financial statements.

NOTE 11 DISCONTINUED OPERATIONS

Discontinued operations relate to the Kori Kollo operation in Bolivia, sold in July 2009.

The Company has reclassified the 2009 balance sheet amounts and income statement results from the historical presentation toAssetsandLiabilities of operations held for saleon the Condensed Consolidated Balance Sheets and toIncome (loss) from discontinued operationsin the Condensed Consolidated Statements of Income. The Condensed Consolidated Statements of Cash Flows have been reclassified for assets held for sale and discontinued operations for all periods presented.

11

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

The following table details selected financial information included in theIncome (loss) from discontinued operationsin the consolidated statements of income:

	Nine Months Ended
	September 30, 2009
Sales	$	32
Income from operations	$	1
Loss on impairment		(44	)
Pre-tax loss		(43	)
Income tax benefit		29
Income (loss) from discontinued operations	$	(14	)

Liabilities of operations held for saleinclude Other liabilities of $13 at December 31, 2009.

Net operating cash provided from (used in) discontinued operationswas $(13) and $3 in the first nine months of 2010 and 2009, respectively.

Net cash used in financing activities of discontinued operationswas $2 in the first nine months of 2009 for repayment of debt.

NOTE 12 NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Batu Hijau	$	203	$	156	$	405	$	248
Yanacocha		72		99		223		243
Other		2		2		1		(2	)
	$	277	$	257	$	629	$	489

In June 2010, PTPI completed the sale of an approximate 2.2% interest in PTNNT to PTIMI. To enable the transaction to proceed, the Company released its rights to the dividends payable on this 2.2% interest and released the security interest in the associated shares. The Company further agreed to advance certain funds to PTIMI to enable it to purchase the interest in exchange for an assignment by PTIMI to the Company of the dividends payable on the 2.2% interest (net of withholding tax), a pledge of the shares as security on the advance, and certain voting rights and obligations. The funds that the Company advanced to PTIMI and which PTIMI paid to PTPI for the shares were used by PTPI to reduce its outstanding balance with the Company. Upon completion of this transaction, PTPI requested and was allowed to make additional draw-downs under the agreement with PTPI. The Company’s economic interest in PTPI’s and PTIMI’s combined 20% interest in PTNNT remains at 17% and has not changed as a result of these transactions.

In March 2010, the Company (through NTP) completed the sale and transfer of shares representing a 7% interest in PTNNT, the Indonesian subsidiary that operates Batu Hijau, to PT Multi Daerah Bersaing (“PTMDB”) in compliance with the divestiture obligations under the Contract of Work (the “COW”), reducing NTP’s ownership interest to 56% from 63%. In 2009, the Company (through NTP) completed the sale and transfer of shares for a 17% interest in PTNNT to PTMDB in compliance with divestiture obligations under the COW, reducing NTP’s ownership interest to 63% from 80%. The 2010 and 2009 share transfers resulted in gains of approximately $9 (after tax of $40) and $63 (after tax of $115), respectively, that were recorded asAdditional paid-in capital. For information on the COW and divestiture requirements, see the discussion in Note 26 to the Condensed Consolidated Financial Statements.

In December 2009, the Company entered into a transaction with PTPI, whereby the Company agreed to advance certain funds to PTPI in exchange for a pledge of the noncontrolling partner’s 20% share of PTNNT dividends, net of withholding tax, and certain voting rights and obligations, and a commitment from PTPI to support the application of Newmont’s standards to the operation of Batu Hijau. Based on the transaction with PTPI, the Company recognized an additional 17% effective economic interest in PTNNT.

12

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

At September 30, 2010, Newmont continued to have a 48.50% effective economic interest in PTNNT. Based on the accounting guidance for variable interest entities, Newmont continues to consolidate PTNNT in its Consolidated Financial Statements.

Newmont has a 51.35% ownership interest in Minera Yanacocha SR.L. (“Yanacocha”), with the remaining interests held by Compañia de Minas Buenaventura, S.A.A. (43.65%) and the International Finance Corporation (5%).

NOTE 13 INCOME PER COMMON SHARE

Basic income per common share is computed by dividing income available to Newmont common stockholders by the weighted average number of common shares outstanding during the period. Diluted income per common share is computed similarly to basic income per common share except that weighted average common shares is increased to include the potential issuance of dilutive common shares.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Net income attributable to Newmont stockholders
Continuing operations	$	537	$	388	$	1,465	$	748
Discontinued operations		—		—		—		(9	)
	$	537	$	388	$	1,465	$	739
Weighted average common shares (millions):
Basic		493		490		492		485
Effect of employee stock-based awards		1		1		1		1
Effect of convertible notes		8		—		5		—
Diluted		502		491		498		486
Net income attributable to Newmont stockholders per common share
Basic:
Continuing operations	$	1.09	$	0.79	$	2.98	$	1.54
Discontinued operations		—		—		—		(0.02	)
	$	1.09	$	0.79	$	2.98	$	1.52
Diluted:
Continuing operations	$	1.07	$	0.79	$	2.94	$	1.54
Discontinued operations		—		—		—		(0.02	)
	$	1.07	$	0.79	$	2.94	$	1.52

Options to purchase 2 and 5 million shares of common stock at average exercise prices of $57 and $46 were outstanding at September 30, 2010 and 2009, respectively, but were not included in the computation of diluted weighted average number of common shares because their effect would have been anti-dilutive under the treasury stock method.

13

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

In February 2009 and July 2007, Newmont issued $518 and $1,150, respectively, of convertible notes that, if converted in the future, would have a potentially dilutive effect on the Company’s weighted average number of common shares. Under the indenture for the convertible notes, upon conversion Newmont is required to settle the principal amount of the convertible notes in cash and may elect to settle the remaining conversion obligation (stock price in excess of the conversion price) in cash, shares or a combination thereof. The effect of contingently convertible instruments on diluted earnings per share is calculated under the net share settlement method. Under the net share settlement method, the Company includes the amount of shares it would take to satisfy the conversion obligation, assuming that all of the convertible notes are surrendered. The average closing price of the Company’s common stock for each of the periods presented is used as the basis for determining dilution. The average price of the Company’s common stock for the three and nine months ended September 30, 2010 exceeded the conversion price of $46.21 and $46.17 for the notes issued in 2009 and 2007, respectively, and therefore, 8 and 5 million additional shares were included in the computation of diluted weighted average common shares for the three and nine months ended September 30, 2010, respectively.

In connection with the 2007 convertible senior notes offering, the Company entered into Call Spread Transactions which included the purchase of call options and the sale of warrants. As a result of the Call Spread Transactions, the conversion price of $46.17 was effectively increased to $60.22. Should the warrant transactions become dilutive to the Company’s earnings per share (if Newmont’s average share price exceeds $60.22) the underlying shares will be included in the computation of diluted income per common share.

TheNet income attributable to Newmont stockholdersand transfers from noncontrolling interests was:

	Three Months Ended September 30,					Nine Months Ended September 30,
	2010			2009		2010		2009
Net income attributable to Newmont stockholders	$	537		$	388	$	1,465	$	739
Transfers from noncontrolling interests:
Increase in Additional paid in capital from sale of PTNNT shares, net of tax of $40		(7	)		—		9		—
Net income attributable to Newmont stockholders and transfers from noncontrolling interests	$	530		$	388	$	1,474	$	739

14

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 14 COMPREHENSIVE INCOME

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
Net income	$	814		$	645		$	2,094		$	1,228
Other comprehensive income, net of tax:
Unrealized gain on marketable securities		58			120			30			312
Foreign currency translation adjustments		34			118			35			207
Pension and other benefit liability adjustments		3			3			8			6
Change in fair value of cash flow hedge instruments:
Net change from periodic revaluations		163			79			120			165
Net amount reclassified to income		(15	)		(5	)		(50	)		19
Net unrecognized gain on derivatives		148			74			70			184
		243			315			143			709
Comprehensive income	$	1,057		$	960		$	2,237		$	1,937
Comprehensive income attributable to:
Newmont stockholders	$	779		$	702		$	1,607		$	1,446
Noncontrolling interests		278			258			630			491
	$	1,057		$	960		$	2,237		$	1,937

15

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 15 CHANGES IN EQUITY

	Nine Months Ended September 30,
	2010			2009
Common stock:
At beginning of period	$	770		$	709
Common stock offering		—			55
Stock based awards		4			2
Shares issued in exchange for exchangeable shares		4			2
At end of period		778			768
Additional paid-in capital:
At beginning of period		8,158			6,831
Common stock offering		—			1,178
Convertible debt issuance		—			46
Common stock dividends		—			(45	)
Stock based awards		97			53
Shares issued in exchange for exchangeable shares		(4	)		(3	)
Sale of subsidiary shares to noncontrolling interests		9			—
At end of period		8,260			8,060
Accumulated other comprehensive income:
At beginning of period		626			(253	)
Other comprehensive income		142			707
At end of period		768			454
Retained earnings:
At beginning of period		1,149			4
Net income attributable to Newmont stockholders		1,465			739
Common stock dividends		(172	)		(102	)
At end of period		2,442			641
Noncontrolling interests:
At beginning of period		1,910			1,370
Net income attributable to noncontrolling interests		629			489
Dividends paid to noncontrolling interests		(367	)		(115	)
Other comprehensive income		1			2
Sale of subsidiary shares to noncontrolling interests, net		98			—
At end of period		2,271			1,746
Total equity	$	14,519		$	11,669

16

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 16 FAIR VALUE ACCOUNTING

Fair value accounting establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below:

Level 1	Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2	Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and
Level 3	Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

The following table sets forth the Company’s assets and liabilities measured at fair value on a recurring basis (at least annually) by level within the fair value hierarchy. As required by accounting guidance, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

	Fair Value at September 30, 2010
	Total		Level 1		Level 2		Level 3
Assets:
Cash equivalents	$	2,073	$	2,073	$	—	$	—
Marketable equity securities:
Extractive industries		1,230		1,230		—		—
Other		7		7		—		—
Marketable debt securities:
Asset backed commercial paper		18		—		—		18
Corporate		8		8		—		—
Auction rate securities		5		—		—		5
Trade receivable from provisional copper and gold concentrate sales, net		403		403		—		—
Derivative instruments, net:
Foreign exchange forward contracts		237		—		237		—
Interest rate swap contracts		5		—		5		—
Diesel forward contracts		3		—		3		—
	$	3,989	$	3,721	$	245	$	23
Liabilities:
8 5/8% debentures ($222 hedged portion)	$	232	$	—	$	232	$	—
Boddington contingent consideration		83		—		—		83
	$	315	$	—	$	232	$	83

The Company’s cash equivalent instruments are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. The cash equivalent instruments that are valued based on quoted market prices in active markets are primarily money market securities and U.S. Treasury securities.

The Company’s marketable equity securities are valued using quoted market prices in active markets and as such are classified within Level 1 of the fair value hierarchy. The securities are segregated based on industry. The fair value of the marketable equity securities is calculated as the quoted market price of the marketable equity security multiplied by the quantity of shares held by the Company.

17

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

The Company’s marketable debt securities include investments in auction rate securities and asset backed commercial paper. The Company reviews the fair value for auction rate securities and asset backed commercial paper on at least a quarterly basis. The auction rate securities are traded in markets that are not active, trade infrequently and have little price transparency. The Company estimated the fair value of the auction rate securities based on weighted average risk calculations using probabilistic cash flow assumptions. In January 2009, the investments in the Company’s asset backed commercial paper were restructured by court order. The restructuring allowed an interest distribution to be made to investors. The Company estimated the fair value of the asset backed commercial paper using a probability of return to each class of notes reflective of information reviewed regarding the separate classes of securities. The auction rate securities and asset backed commercial paper are classified within Level 3 of the fair value hierarchy. The Company’s corporate marketable debt securities are valued using quoted market prices in active markets and as such are classified within Level 1 of the fair value hierarchy.

The Company’s net trade receivable from provisional copper and gold concentrate sales is valued using quoted market prices based on forward curves and, as such, is classified within Level 1 of the fair value hierarchy.

The Company’s derivative instruments are valued using pricing models and the Company generally uses similar models to value similar instruments. Where possible, the Company verifies the values produced by its pricing models to market prices. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit spreads, measures of volatility, and correlations of such inputs. The Company’s derivatives trade in liquid markets, and as such, model inputs can generally be verified and do not involve significant management judgment. Such instruments are classified within Level 2 of the fair value hierarchy.

The Company has fixed to floating swap contracts to hedge a portion of the interest rate risk exposure of its 8 5/8% debentures due May 2011. The hedged portion of the Company’s 8 5/8% debentures are valued using pricing models which require inputs, including risk-free interest rates and credit spreads. Because the inputs are derived from observable market data, the hedged portion of the 8 5/8% debentures is classified within Level 2 of the fair value hierarchy.

The Company has recorded a contingent consideration liability related to the 2009 acquisition of the final 33.33% interest in Boddington. The value of the contingent consideration was determined using a valuation model which simulates future gold and copper prices and costs applicable to sales to estimate fair value. The contingent consideration liability is classified within Level 3 of the fair value hierarchy.

The table below sets forth a summary of changes in the fair value of the Company’s Level 3 financial assets and liabilities for the nine months ended September 30, 2010.

			Asset Backed				Boddington
	Auction Rate		Commercial				Contingent			Total
	Securities		Paper		Total Assets		Consideration			Liabilities
Balance at beginning of period	$	5	$	18	$	23	$	85		$	85
Settlements		—		—		—		(2	)		(2	)
Balance at end of period	$	5	$	18	$	23	$	83		$	83

At September 30, 2010, assets and liabilities classified within Level 3 of the fair value hierarchy represent 1% and 26%, respectively, of total assets and liabilities measured at fair value.

18

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 17 DERIVATIVE INSTRUMENTS

The Company’s strategy is to provide shareholders with leverage to changes in gold and copper prices by selling its production at spot market prices. Consequently, the Company does not hedge its gold and copper sales. Newmont has and will continue to manage risks associated with commodity input costs, interest rates and foreign currencies using the derivative market. All of the cash flow and fair value derivative instruments were transacted for risk management purposes and qualify as hedging instruments. The maximum period over which hedged transactions are expected to occur is five years.

Cash Flow Hedges

The foreign currency and diesel contracts are designated as cash flow hedges, and as such, the effective portion of unrealized changes in market value have been recorded inAccumulated other comprehensive incomeand are recorded in earnings during the period in which the hedged transaction affects earnings. Gains and losses from hedge ineffectiveness are recognized in current earnings.

Foreign Currency Contracts

Newmont utilizes foreign currency contracts to reduce the variability of the US dollar amount of forecasted foreign currency expenditures caused by changes in exchange rates. Newmont hedges a portion of the Company’s A$, NZ$ and IDR denominated operating expenditures which results in a blended rate realized each period. The hedging instruments are fixed forward contracts with expiration dates ranging up to five years from the date of issue. The principal hedging objective is reduction in the volatility of realized period-on-period $/A$, $/NZ$ and IDR/$ rates, respectively.

Newmont had the following foreign currency derivative contracts outstanding at September 30, 2010:

	Expected Maturity Date
																			Total/
	2010			2011			2012			2013			2014			2015			Average
A$ Fixed Forward Contracts:
$ (millions)	$	215		$	688		$	395		$	134		$	77		$	44		$	1,553
Average rate ($/A$)		0.81			0.80			0.81			0.81			0.80			0.78			0.81
A$ notional (millions)		264			862			486			165			96			56			1,929
Expected hedge ratio		80	%		63	%		36	%		12	%		8	%		6	%		30	%
NZ$ Fixed Forward Contracts:
$ (millions)	$	12		$	39		$	10		$	—		$	—		$	—		$	61
Average rate ($/NZ$)		0.66			0.68			0.67			—			—			—			0.67
NZ$ notional (millions)		18			58			15			—			—			—			91
Expected hedge ratio		70	%		50	%		18	%		—	%		—	%		—	%		40	%
IDR Fixed Forward Contracts:
$ (millions)	$	2		$	—		$	—		$	—		$	—		$	—		$	2
Average rate (IDR/$)		10,062			—			—			—			—			—			10,062
IDR notional (millions)		20,123			—			—			—			—			—			20,123
Expected hedge ratio		18	%		—	%		—	%		—	%		—	%		—	%		18	%

19

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

Diesel Fixed Forward Contracts

Newmont hedges a portion of its operating cost exposure related to diesel consumed at its Nevada operations to reduce the variability in realized diesel prices. The hedging instruments consist of a series of financially settled fixed forward contracts with expiration dates ranging up to two years from the date of issue.

Newmont had the following diesel derivative contracts outstanding at September 30, 2010:

	Expected Maturity Date
										Total/
	2010			2011			2012			Average
Diesel Fixed Forward Contracts:
$ (millions)	$	13		$	39		$	10		$	62
Average rate ($/gallon)		2.10			2.25			2.38			2.24
Diesel gallons (millions)		6			17			4			27
Expected Nevada hedge ratio		63	%		41	%		13	%		33	%

Fair Value Hedges

Interest Rate Swap Contracts

At September 30, 2010, Newmont had $222 fixed to floating swap contracts designated as a hedge against its 8 5/8% debentures due 2011. The interest rate swap contracts assist in managing the Company’s mix of fixed and floating rate debt. Under the hedge contract terms, Newmont receives fixed-rate interest payments at 8.63% and pays floating-rate interest amounts based on periodic London Interbank Offered Rate (“LIBOR”) settings plus a spread, ranging from 2.60% to 7.63%. The interest rate swap contracts were designated as fair value hedges and changes in fair value have been recorded in income in each period, consistent with recording changes to the mark-to-market value of the underlying hedged liability in income.

Derivative Instrument Fair Values

Newmont had the following derivative instruments designated as hedges with fair values at September 30, 2010 and December 31, 2009:

	Fair Values of Derivative Instruments
	At September 30, 2010
	Other Current		Other Long-Term		Other Current		Other Long-Term
	Assets		Assets		Liabilities		Liabilities
Foreign currency exchange contracts:
A$ fixed forward contracts	$	138	$	95	$	—	$	—
NZ$ fixed forward contracts		3		1		—		—
Diesel fixed forward contracts		3		—		—		—
Interest rate swap contracts		5		—		—		—
Total derivative instruments (Note 21)	$	149	$	96	$	—	$	—

20

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Fair Values of Derivative Instruments
	At December 31, 2009
	Other Current		Other Long-Term		Other Current		Other Long-Term
	Assets		Assets		Liabilities		Liabilities
Foreign currency exchange contracts:
A$ fixed forward contracts	$	78	$	53	$	—	$	1
NZ$ fixed forward contracts		5		1		—		—
IDR fixed forward contracts		1		—		—		—
Diesel fixed forward contracts		5		1		—		—
Interest rate swap contracts		3		4		—		—
Total derivative instruments (Note 21)	$	92	$	59	$	—	$	1

The following tables show the location and amount of gains (losses) reported in the Company’s Condensed Consolidated Financial Statements related to the Company’s cash flow and fair value hedges and the gains (losses) recorded for the hedged item related to the fair value hedges.

	Foreign Currency					Diesel Forward					Treasury Rate Lock
	Exchange Contracts					Contracts					Contracts
	2010		2009			2010		2009			2010		2009
For the three months ended September 30,
Cash flow hedging relationships:
Gain (loss) recognized in other comprehensive income (effective portion)	$	232	$	102		$	5	$	(1	)	$	—	$	11
Gain (loss) reclassified from Accumulated other comprehensive income into income (effective portion)(1)		18		2			1		(2	)		—		—
For the nine months ended September 30,
Cash flow hedging relationships:
Gain (loss) recognized in other comprehensive income (effective portion)	$	174	$	220		$	—	$	3		$	—	$	11
Gain (loss) reclassified from Accumulated other comprehensive income into income (effective portion)(1)		63		(28	)		3		(13	)		—		—

⁽¹⁾ The gain (loss) for the effective portion of foreign exchange and diesel cash flow hedges reclassified fromAccumulated other comprehensive incomeis included inCosts applicable to sales.

The amount to be reclassified fromAccumulated other comprehensive income, net of tax to income for derivative instruments during the next 12 months is a gain of approximately $103.

21

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Interest Rate						8 5/8% Debentures
	Swap Contracts						(Hedged Portion)
	2010			2009			2010		2009
For the three months ended September 30,
Fair value hedging relationships:
Gain (loss) recognized in income (effective portion)(1)	$	1		$	1		$	2	$	(1	)
Gain (loss) recognized in income (ineffective portion)(2)		(1	)		(1	)		1		—
For the nine months ended September 30,
Fair value hedging relationships:
Gain (loss) recognized in income (effective portion)(1)	$	4		$	3		$	4	$	(2	)
Gain (loss) recognized in income (ineffective portion)(2)		(3	)		(2	)		2		(3	)

(1)	The gain (loss) recognized for the effective portion of fair value hedges and the underlying hedged debt is included inInterest expense,net.
(2)	The ineffective portion recognized for fair value hedges and the underlying hedged debt is included inOther income,net.

Provisional Copper and Gold Sales

The Company’s provisional copper and gold sales contain an embedded derivative that is required to be separated from the host contract for accounting purposes. The host contract is the receivable from the sale of the gold and copper concentrates at the prevailing indices’ prices at the time of sale. The embedded derivative, which does not qualify for hedge accounting, is marked to market through earnings each period prior to final settlement.

LME copper prices averaged $3.29 per pound during the three months ended September 30, 2010, compared with the Company’s recorded average provisional price of $3.41 per pound before mark-to-market gains and treatment and refining charges. LME copper prices averaged $3.26 per pound during the nine months ended September 30, 2010, compared with the Company’s recorded average provisional price of $3.31 per pound before mark-to-market gains and treatment and refining charges. The applicable forward copper price at the end of the third quarter was $3.65 per pound. During the three months ended September 30, 2010, changes in copper prices resulted in a provisional pricing mark-to-market gain of $78 ($0.49 per pound). During the nine months ended September 30, 2010, changes in copper prices resulted in a provisional pricing mark-to-market gain of $30 ($0.07 per pound). At September 30, 2010, Newmont had copper sales of 151 million pounds priced at an average of $3.65 per pound, subject to final pricing over the next several months.

The average London P.M. fix for gold was $1,222 per ounce during the three months ended September 30, 2010, compared with the Company’s recorded average provisional price of $1,227 per ounce before mark-to-market gains and treatment and refining charges. The average London P.M. fix for gold was $1,178 per ounce during the nine months ended September 30, 2010, equal to the Company’s recorded average provisional price per ounce before mark-to-market gains and treatment and refining charges. The applicable forward gold price at the end of the third quarter was $1,308 per ounce. During the three months ended September 30, 2010, changes in gold prices resulted in a provisional pricing mark-to-market gain of $5 ($3 per ounce). During the nine months ended September 30, 2010, changes in gold prices resulted in a provisional pricing mark-to-market gain of $27 ($6 per ounce). At September 30, 2010, Newmont had gold sales of 146,000 ounces priced at an average of $1,308 per ounce, subject to final pricing over the next several months.

22

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 18 INVESTMENTS

	At September 30, 2010
	Cost/Equity		Unrealized					Fair/Equity
	Basis		Gain		Loss			Basis
Current:
Marketable Equity Securities:
Other	$	15	$	31	$	—		$	46
Long-term:
Marketable Debt Securities:
Asset backed commercial paper	$	24	$	—	$	(6	)	$	18
Auction rate securities		7		—		(2	)		5
Corporate		5		3		—			8
		36		3		(8	)		31
Marketable Equity Securities:
Canadian Oil Sands Trust		298		463		—			761
Gabriel Resources Ltd.		75		218		—			293
Regis Resources		18		74		—			92
Shore Gold Inc.		5		8		—			13
Other		22		11		(1	)		32
		418		774		(1	)		1,191
Other investments, at cost		11		—		—			11
Investment in Affiliates:
La Zanja		45		—		—			45
	$	510	$	777	$	(9	)	$	1,278

23

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	At December 31, 2009
	Cost/Equity		Unrealized					Fair/Equity
	Basis		Gain		Loss			Basis
Current:
Marketable Equity Securities:
Regis Resources	$	5	$	29	$	—		$	34
Other		10		12		—			22
	$	15	$	41	$	—		$	56
Long-term:
Marketable Debt Securities:
Asset backed commercial paper	$	24	$	—	$	(6	)	$	18
Auction rate securities		7		—		(2	)		5
Corporate		8		2		—			10
		39		2		(8	)		33
Marketable Equity Securities:
Canadian Oil Sands Trust		292		584		—			876
Gabriel Resources Ltd.		74		136		—			210
Shore Gold Inc.		4		11		—			15
Other		11		7		—			18
		381		738		—			1,119
Other investments, at cost		6		—		—			6
Investment in Affiliates:
AGR Matthey Joint Venture		20		—		—			20
La Zanja		8		—		—			8
	$	454	$	740	$	(8	)	$	1,186

Included inInvestmentsat September 30, 2010 and December 31, 2009 are $8 and $10, respectively, of long-term marketable debt securities and $7 and $5 of long-term marketable equity securities, respectively, that are legally pledged for purposes of settling asset retirement obligations related to the San Jose Reservoir at Yanacocha.

In March 2010, Regis Resources Ltd (“Regis”) issued an A$10 interest free convertible notes to Newmont which were repayable by December 31, 2012. On September 30, 2010 Newmont accepted the offer to terminate its equity participation right on all Regis tenements and in return for 9 million Regis shares upon conversion of the interest free convertible notes. This conversion resulted in a gain of approximately $5 and increased Newmont’s ownership in Regis from 13.46% to 15.31%.

The AGR Matthey Joint Venture (“AGR”), in which the Company held a 40% equity interest, was dissolved on March 30, 2010. The remaining interests were held by West Australian Mint (“WAM”) (40%) and Johnson Matthey Australia (“JMA”) (20%). The Company received consideration of $14 from the dissolution and recorded a gain of $6 during the first nine months of 2010.

During the first nine months of 2009, the Company recognized a charge of $6 for other-than-temporary declines in marketable equity securities.

24

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

The following tables present the gross unrealized losses and fair value of the Company’s investments with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by length of time that the individual securities have been in a continuous unrealized loss position:

	Less than 12 Months				12 Months or Greater				Total
			Unrealized				Unrealized				Unrealized
At September 30, 2010	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
Asset backed commercial paper	$	—	$	—	$	18	$	6	$	18	$	6
Auction rate securities		—		—		5		2		5		2
Marketable equity securities		6		1		—		—		6		1
	$	6	$	1	$	23	$	8	$	29	$	9

	Less than 12 Months				12 Months or Greater				Total
			Unrealized				Unrealized				Unrealized
At December 31, 2009	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
Asset backed commercial paper	$	—	$	—	$	18	$	6	$	18	$	6
Auction rate securities		—		—		5		2		5		2
	$	—	$	—	$	23	$	8	$	23	$	8

The unrealized loss of $9 and $8 at September 30, 2010 and December 31, 2009, respectively, relate to the Company’s investments in asset backed commercial paper, auction rate securities and marketable equity securities as listed in the tables above. While the fair values of these investments are below their respective cost, the Company views these declines as temporary. The Company intends to hold its investment in auction rate securities and asset backed commercial paper until maturity or such time that the market recovers and therefore considers these losses temporary.

NOTE 19 INVENTORIES

	At September 30,		At December 31,
	2010		2009
In-process	$	82	$	80
Concentrate		41		10
Precious metals		9		9
Materials, supplies and other		394		394
	$	526	$	493

During the first nine months of 2010 and 2009, the Company recorded write-downs of $4 and $5, respectively, to reduce the carrying value of materials and supplies inventories to net realizable value at Nevada and Batu Hijau. Inventory write-downs are classified as components ofCosts applicable to sales.

25

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 20 STOCKPILES AND ORE ON LEACH PADS

	At September 30,		At December 31,
	2010		2009
Current:
Stockpiles	$	334	$	206
Ore on leach pads		204		197
	$	538	$	403
Long-term:
Stockpiles	$	1,335	$	1,181
Ore on leach pads		387		321
	$	1,722	$	1,502

At September 30, 2010, stockpiles were primarily located at Batu Hijau ($857), Nevada ($324), Boddington ($196), Other Australia/New Zealand ($126) and Ahafo ($103), while ore on leach pads were primarily located at Yanacocha ($426) and Nevada ($157).

NOTE 21 OTHER ASSETS

	At September 30,		At December 31,
	2010		2009
Other current assets:
Refinery metal inventory and receivable (EGR)	$	911	$	671
Derivative instruments		149		92
Prepaid assets		84		70
Other		74		67
	$	1,218	$	900
Other long-term assets:
Goodwill	$	188	$	188
Income tax receivable		119		—
Derivative instruments		96		59
Intangible assets		92		29
Debt issuance costs		41		50
Restricted cash		24		70
Other receivables		16		16
Other		126		70
	$	702	$	482

26

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 22 DEBT

	At September 30, 2010				At December 31, 2009
	Current		Non-Current		Current		Non-Current
Sale-leaseback of refractory ore treatment plant	$	30	$	134	$	24	$	164
8 5/8% debentures, net of discount (due 2011)		213		—		—		218
2012 convertible senior notes, net of discount		—		481		—		463
2014 convertible senior notes, net of discount		—		484		—		468
2017 convertible senior notes, net of discount		—		430		—		417
5 1/8% senior notes, net of discount (due 2019)		—		896		—		896
5 7/8% senior notes, net of discount (due 2035)		—		598		—		597
6 1/4% senior notes, net of discount (due 2039)		—		1,087		—		1,087
PTNNT project financing facility		—		—		87		133
Yanacocha credit facility		14		38		14		48
Yanacocha senior notes		16		80		8		92
Ahafo project facility		10		60		10		65
Other project financings and capital leases		6		1		14		4
	$	289	$	4,289	$	157	$	4,652

On February 23, 2010, PTNNT repaid the $220 remaining balance under the PTNNT project financing facility. As a result, the Company is no longer required to maintain letters of credit to secure 56.25% of the PTNNT project financing facility and PTNNT’s assets are no longer pledged as collateral.

Scheduled minimum debt repayments are $16 for the remainder of 2010, $285 in 2011, $582 in 2012, $72 in 2013, $550 in 2014 and $3,073 thereafter.

27

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 23 OTHER LIABILITIES

	At September 30,		At December 31,
	2010		2009
Other current liabilities:
Refinery metal payable (EGR)	$	911	$	671
Accrued operating costs		203		131
Interest		99		72
Accrued capital expenditures		85		115
Royalties		53		58
Reclamation and remediation costs		47		54
Boddington contingent consideration		27		16
Taxes other than income and mining		93		73
Other		103		127
	$	1,621	$	1,317
Other long-term liabilities:
Boddington contingent consideration	$	56	$	69
Power supply agreements		43		—
Income and mining taxes		23		38
Other		47		67
	$	169	$	174

NOTE 24 NET CHANGE IN OPERATING ASSETS AND LIABILITIES

Net cash provided from operationsattributable to the net change in operating assets and liabilities is composed of the following:

	Nine Months Ended September 30,
	2010			2009
Decrease (increase) in operating assets:
Trade and accounts receivable	$	(63	)	$	200
Inventories, stockpiles and ore on leach pads		(297	)		(249	)
EGR refinery assets		(200	)		(179	)
Other assets		(50	)		4
Increase (decrease) in operating liabilities:
Accounts payable and other accrued liabilities		(144	)		53
EGR refinery liabilities		200			179
Reclamation liabilities		(32	)		(35	)
	$	(586	)	$	(27	)

28

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 25 CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

Newmont USA, a 100% owned subsidiary of Newmont Mining Corporation, has fully and unconditionally guaranteed the 5 7/8%, 5 1/8% and 6 1/4% publicly traded notes and the 2012, 2014 and 2017 convertible senior notes. The following consolidating financial statements are provided for Newmont USA, as guarantor, and for Newmont Mining Corporation, as issuer, as an alternative to providing separate financial statements for the guarantor. The accounts of Newmont Mining Corporation are presented using the equity method of accounting for investments in subsidiaries.

	Three Months Ended September 30, 2010
													Newmont
	Newmont												Mining
	Mining			Newmont			Other						Corporation
Condensed Consolidating Statement of Income	Corporation			USA			Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	1,860		$	737		$	—		$	2,597
Costs and expenses
Costs applicable to sales(1)		—			579			330			(6	)		903
Amortization		—			159			83			—			242
Reclamation and remediation		—			13			5			—			18
Exploration		—			41			26			—			67
Advanced projects, research and development		—			26			21			(1	)		46
General and administrative		—			37			1			7			45
Other expense, net		—			41			9			—			50
		—			896			475			—			1,371
Other income (expense)
Other income, net		—			1			4			—			5
Interest income — intercompany		35			2			—			(37	)		—
Interest expense — intercompany		(3	)		—			(34	)		37			—
Interest expense, net		(61	)		(3	)		(2	)		—			(66	)
		(29	)		—			(32	)		—			(61	)
Income (loss) before income tax and other items		(29	)		964			230			—			1,165
Income tax expense		(1	)		(301	)		(46	)		—			(348	)
Equity income (loss) of affiliates		567			1			79			(650	)		(3	)
Net income (loss)		537			664			263			(650	)		814
Net loss (income) attributable to noncontrolling interests		—			(346	)		25			44			(277	)
Net income (loss) attributable to Newmont stockholders	$	537		$	318		$	288		$	(606	)	$	537

⁽¹⁾ Exclusive ofAmortizationandReclamation and remediation.

29

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Three Months Ended September 30, 2009
													Newmont
	Newmont												Mining
	Mining			Newmont			Other						Corporation
Condensed Consolidating Statement of Income	Corporation			USA			Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	1,636		$	413		$	—		$	2,049
Costs and expenses
Costs applicable to sales(1)		—			551			219			(5	)		765
Amortization		—			146			54			(1	)		199
Reclamation and remediation		—			7			3			—			10
Exploration		—			26			29			—			55
Advanced projects, research and development		—			11			17			(1	)		27
General and administrative		—			31			1			7			39
Other expense, net		—			33			32			—			65
		—			805			355			—			1,160
Other income (expense)
Other income, net		(2	)		(1	)		28			—			25
Interest income — intercompany		17			1			3			(21	)		—
Interest expense — intercompany		(2	)		—			(19	)		21			—
Interest expense, net		3			(12	)		(1	)		—			(10	)
		16			(12	)		11			—			15
Income before income tax and other items		16			819			69			—			904
Income tax benefit (expense)		11			(250	)		(14	)		—			(253	)
Equity income (loss) of affiliates		361			(3	)		48			(412	)		(6	)
Net income (loss)		388			566			103			(412	)		645
Net loss (income) attributable to noncontrolling interests		—			(257	)		(16	)		16			(257	)
Net income (loss) attributable to Newmont stockholders	$	388		$	309		$	87		$	(396	)	$	388

(1) Exclusive ofAmortizationandReclamation and remediation.

30

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Nine Months Ended September 30, 2010
													Newmont
	Newmont												Mining
	Mining			Newmont			Other						Corporation
Condensed Consolidating Statement of Income	Corporation			USA			Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	4,862		$	2,130		$	—		$	6,992
Costs and expenses
Costs applicable to sales(1)		—			1,655			998			(17	)		2,636
Amortization		—			445			253			(1	)		697
Reclamation and remediation		—			32			12			—			44
Exploration		—			97			66			—			163
Advanced projects, research and development		—			80			70			(1	)		149
General and administrative		—			112			2			19			133
Other expense, net		—			156			44			—			200
		—			2,577			1,445			—			4,022
Other income (expense)
Other income, net		—			15			82			—			97
Interest income — intercompany		106			6			2			(114	)		—
Interest expense — intercompany		(8	)		—			(106	)		114			—
Interest expense, net		(187	)		(19	)		(4	)		—			(210	)
		(89	)		2			(26	)		—			(113	)
Income (loss) before income tax and other items		(89	)		2,287			659			—			2,857
Income tax expense		149			(755	)		(150	)		—			(756	)
Equity income (loss) of affiliates		1,405			2			209			(1,623	)		(7	)
Net income (loss)		1,465			1,534			718			(1,623	)		2,094
Net loss (income) attributable to noncontrolling interests		—			(774	)		20			125			(629	)
Net income (loss) attributable to Newmont stockholders	$	1,465		$	760		$	738		$	(1,498	)	$	1,465

⁽¹⁾ Exclusive ofAmortizationandReclamation and remediation.

31

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Nine Months Ended September 30, 2009
													Newmont
	Newmont												Mining
	Mining			Newmont			Other						Corporation
Condensed Consolidating Statement of Income	Corporation			USA			Subsidiaries			Eliminations			Consolidated
Sales	$	—		$	3,991		$	1,196		$	—		$	5,187
Costs and expenses
Costs applicable to sales(1)		—			1,587			630			(17	)		2,200
Amortization		—			408			159			(1	)		566
Reclamation and remediation		—			24			10			—			34
Exploration		—			74			73			—			147
Advanced projects, research and development		—			46			57			(3	)		100
General and administrative		—			94			3			21			118
Other expense, net		8			117			125			—			250
		8			2,350			1,057			—			3,415
Other income (expense)
Other income, net		(12	)		(1	)		56			—			43
Interest income — intercompany		77			5			4			(86	)		—
Interest expense — intercompany		(7	)		—			(79	)		86			—
Interest expense, net		(24	)		(37	)		(4	)		—			(65	)
		34			(33	)		(23	)		—			(22	)
Income from continuing operations before income tax tax and other items		26			1,608			116			—			1,750
Income tax benefit (expense)		(2	)		(493	)		1			—			(494	)
Equity income (loss) of affiliates		729			—			102			(845	)		(14	)
Income (loss) from continuing operations		753			1,115			219			(845	)		1,242
Income (loss) from discontinued operations		(14	)		(14	)		—			14			(14	)
Net income (loss)		739			1,101			219			(831	)		1,228
Net loss (income) attributable to noncontrolling interests		—			(491	)		(44	)		46			(489	)
Net income (loss) attributable to Newmont stockholders	$	739		$	610		$	175		$	(785	)	$	739

(1) Exclusive ofAmortizationandReclamation and remediation.

32

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Nine Months Ended September 30, 2010
														Newmont
	Newmont													Mining
	Mining			Newmont				Other						Corporation
Condensed Consolidating Statement of Cash Flows	Corporation			USA				Subsidiaries			Eliminations			Consolidated
Operating activities:
Net income (loss)	$	1,465		$	1,534			$	718		$	(1,623	)	$	2,094
Adjustments		(98	)		496				(1,194	)		1,623			827
Net change in operating assets and liabilities		(43	)		(415	)			(128	)		—			(586	)
Net cash provided from (used in) continuing operations		1,324			1,615				(604	)		—			2,335
Net cash used in discontinued operations		—			(13	)			—			—			(13	)
Net cash provided from (used in) operations		1,324			1,602				(604	)		—			2,322
Investing activities:
Additions to property, plant and mine development		—			(478	)	��		(494	)		—			(972	)
Investment in marketable debt and equity securities		—			—				(9	)		—			(9	)
Acquisitions, net		—			—				(2	)		—			(2	)
Proceeds from sale of other assets		—			8				45			—			53
Other		—			—				(72	)		—			(72	)
Net cash used in investing activities		—			(470	)			(532	)		—			(1,002	)
Financing activities:
Net repayments		—			(269	)			(5	)		—			(274	)
Net intercompany borrowings (repayments)		(1,216	)		(11	)			1,325			(98	)		—
Sale of subsidiary shares to noncontrolling interests		—			229				—			—			229
Acquisition of subsidiary shares from noncontrolling interests		—			—				(109	)		—			(109	)
Dividends paid to common stockholders		(172	)		—				—			—			(172	)
Dividends paid to noncontrolling interests		—			(458	)			—			98			(360	)
Proceeds from stock issuance, net		56			—				—			—			56
Change in restricted cash and other		—			47				(1	)		—			46
Net cash provided from (used in) financing activities		(1,332	)		(462	)			1,210			—			(584	)
Effect of exchange rate changes on cash		—			2				(2	)		—			—
Net change in cash and cash equivalents		(8	)		672				72			—			736
Cash and cash equivalents at beginning of period		8			3,067				140			—			3,215
Cash and cash equivalents at end of period	$	—		$	3,739			$	212		$	—		$	3,951

33

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	Nine Months Ended September 30, 2009
													Newmont
	Newmont												Mining
	Mining			Newmont			Other						Corporation
Condensed Consolidating Statement of Cash Flows	Corporation			USA			Subsidiaries			Eliminations			Consolidated
Operating activities:
Net income (loss)	$	739		$	1,101		$	219		$	(831	)	$	1,228
Adjustments		72			526			(684	)		831			745
Net change in operating assets and liabilities		(58	)		(11	)		42			—			(27	)
Net cash provided from (used in) continuing operations		753			1,616			(423	)		—			1,946
Net cash provided from discontinued operations		—			3			—			—			3
Net cash provided from (used in) operations		753			1,619			(423	)		—			1,949
Investing activities:
Additions to property, plant and mine development		—			(334	)		(980	)		—			(1,314	)
Acquisitions, net		(8	)		(11	)		(747	)		—			(766	)
Proceeds from sale of other assets		—			2			1			—			3
Other		—			(1	)		(10	)		—			(11	)
Net cash used in investing activities		(8	)		(344	)		(1,736	)		—			(2,088	)
Financing activities:
Net borrowings (repayments)		1,724			(32	)		6			—			1,698
Net intercompany borrowings (repayments)		(3,565	)		1,402			2,163			—			—
Dividends paid to common stockholders		(147	)		—			—			—			(147	)
Dividends paid to noncontrolling interests		—			(112	)		(3	)		—			(115	)
Proceeds from stock issuance		1,248			—			—			—			1,248
Change in restricted cash and other		(5	)		—			10			—			5
Net cash provided from (used in) financing activities of continuing operations		(745	)		1,258			2,176			—			2,689
Net cash used in financing activities of discontinued operations		—			(2	)		—			—			(2	)
Net cash provided from (used in) financing activities		(745	)		1,256			2,176			—			2,687
Effect of exchange rate changes on cash		—			—			39			—			39
Net change in cash and cash equivalents		—			2,531			56			—			2,587
Cash and cash equivalents at beginning of period		—			310			125			—			435
Cash and cash equivalents at end of period	$	—		$	2,841		$	181		$	—		$	3,022

34

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	At September 30, 2010
												Newmont
	Newmont											Mining
	Mining		Newmont			Other						Corporation
Condensed Consolidating Balance Sheet	Corporation		USA			Subsidiaries			Eliminations			Consolidated
Assets
Cash and cash equivalents	$	—	$	3,739		$	212		$	—		$	3,951
Trade receivables		—		457			32			—			489
Accounts receivable		2,267		785			349			(3,308	)		93
Investments		—		12			34			—			46
Inventories		—		313			213			—			526
Stockpiles and ore on leach pads		—		453			85			—			538
Deferred income tax assets		—		171			24			—			195
Other current assets		—		97			1,121			—			1,218
Current assets		2,267		6,027			2,070			(3,308	)		7,056
Property, plant and mine development, net		—		5,200			7,350			(18	)		12,532
Investments		—		27			1,251			—			1,278
Investments in subsidiaries		11,447		34			1,795			(13,276	)		—
Stockpiles and ore on leach pads		—		1,383			339			—			1,722
Deferred income tax assets		117		905			64			—			1,086
Other long-term assets		2,548		448			570			(2,864	)		702
Total assets	$	16,379	$	14,024		$	13,439		$	(19,466	)	$	24,376
Liabilities
Debt	$	—	$	279		$	10		$	—		$	289
Accounts payable		33		1,374			2,289			(3,300	)		396
Employee-related benefits		—		173			54			—			227
Income and mining taxes		—		254			11			—			265
Other current liabilities		85		310			3,196			(1,970	)		1,621
Current liabilities		118		2,390			5,560			(5,270	)		2,798
Debt		3,976		253			60			—			4,289
Reclamation and remediation liabilities		—		581			239			—			820
Deferred income tax liabilities		—		521			911			—			1,432
Employee-related benefits		4		284			61			—			349
Other long-term liabilities		355		55			2,641			(2,882	)		169
Total liabilities		4,453		4,084			9,472			(8,152	)		9,857
Equity
Preferred stock		—		—			61			(61	)		—
Common stock		778		—			—			—			778
Additional paid-in capital		7,938		2,715			3,885			(6,278	)		8,260
Accumulated other comprehensive income (loss)		768		(106	)		863			(757	)		768
Retained earnings (deficit)		2,442		4,561			(1,346	)		(3,215	)		2,442
Newmont stockholders’ equity		11,926		7,170			3,463			(10,311	)		12,248
Noncontrolling interests		—		2,770			504			(1,003	)		2,271
Total equity		11,926		9,940			3,967			(11,314	)		14,519
Total liabilities and equity	$	16,379	$	14,024		$	13,439		$	(19,466	)	$	24,376

35

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

	At December 31, 2009
												Newmont
	Newmont											Mining
	Mining		Newmont			Other						Corporation
Condensed Consolidating Balance Sheet	Corporation		USA			Subsidiaries			Eliminations			Consolidated
Assets
Cash and cash equivalents	$	8	$	3,067		$	140		$	—		$	3,215
Trade receivables		—		417			21			—			438
Accounts receivable		2,338		673			363			(3,272	)		102
Investments		—		4			52			—			56
Inventories		—		307			186			—			493
Stockpiles and ore on leach pads		—		331			72			—			403
Deferred income tax assets		—		157			58			—			215
Other current assets		—		78			822			—			900
Current assets		2,346		5,034			1,714			(3,272	)		5,822
Property, plant and mine development, net		—		5,195			7,193			(18	)		12,370
Investments		—		26			1,160			—			1,186
Investments in subsidiaries		9,842		31			1,089			(10,962	)		—
Stockpiles and ore on leach pads		—		1,323			179			—			1,502
Deferred income tax assets		—		844			93			—			937
Other long-term assets		2,551		357			419			(2,845	)		482
Total assets	$	14,739	$	12,810		$	11,847		$	(17,097	)	$	22,299
Liabilities
Debt	$	—	$	147		$	10		$	—		$	157
Accounts payable		46		1,201			2,413			(3,264	)		396
Employee-related benefits		—		202			48			—			250
Income and mining taxes		—		192			8			—			200
Other current liabilities		58		281			2,949			(1,971	)		1,317
Current liabilities		104		2,023			5,428			(5,235	)		2,320
Debt		3,928		659			65			—			4,652
Reclamation and remediation liabilities		—		565			240			—			805
Deferred income tax liabilities		31		494			816			—			1,341
Employee-related benefits		4		324			53			—			381
Other long-term liabilities		338		62			2,637			(2,863	)		174
Liabilities of operations held for sale		—		13			—			—			13
Total liabilities		4,405		4,140			9,239			(8,098	)		9,686
Equity
Preferred stock		—		—			61			(61	)		—
Common stock		770		—			—			—			770
Additional paid-in capital		7,789		2,709			3,874			(6,214	)		8,158
Accumulated other comprehensive income (loss)		626		(125	)		738			(613	)		626
Retained earnings (deficit)		1,149		3,801			(2,080	)		(1,721	)		1,149
Newmont stockholders’ equity		10,334		6,385			2,593			(8,609	)		10,703
Noncontrolling interests		—		2,285			15			(390	)		1,910
Total equity		10,334		8,670			2,608			(8,999	)		12,613
Total liabilities and equity	$	14,739	$	12,810		$	11,847		$	(17,097	)	$	22,299

36

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

NOTE 26 COMMITMENTS AND CONTINGENCIES

General

The Company follows ASC guidance in determining its accruals and disclosures with respect to loss contingencies. Accordingly, estimated losses from loss contingencies are accrued by a charge to income when information available prior to issuance of the financial statements indicates that it is probable (greater than a 75% probability) that a liability could be incurred and the amount of the loss can be reasonably estimated. Legal expenses associated with the contingency are expensed as incurred. If a loss contingency is not probable or reasonably estimable, disclosure of the loss contingency is made in the financial statements when it is at least reasonably possible that a material loss could be incurred.

Operating Segments

The Company’s operating segments are identified in Note 3. Except as noted in this paragraph, all of the Company’s commitments and contingencies specifically described in this Note 26 relate to the Corporate and Other reportable segment. The Nevada Operations matters under Newmont USA Limited relate to the North America reportable segment. The PT Newmont Minahasa Raya matters relate to the Asia Pacific reportable segment. The Yanacocha matters relate to the South America reportable segment. The PTNNT matters relate to the Asia Pacific reportable segment.

Environmental Matters

The Company’s mining and exploration activities are subject to various laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. The Company conducts its operations so as to protect the public health and environment and believes its operations are in compliance with applicable laws and regulations in all material respects. The Company has made, and expects to make in the future, expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures.

Estimated future reclamation costs are based principally on legal and regulatory requirements. At September 30, 2010 and December 31, 2009, $719 and $698, respectively, were accrued for reclamation costs relating to currently producing mineral properties in accordance with asset retirement obligation guidance. The current portions of $31 and $36 at September 30, 2010 and December 31, 2009, respectively, are included inOther current liabilities.

In addition, the Company is involved in several matters concerning environmental obligations associated with former mining activities. Generally, these matters concern developing and implementing remediation plans at the various sites involved. The Company believes that the related environmental obligations associated with these sites are similar in nature with respect to the development of remediation plans, their risk profile and the compliance required to meet general environmental standards. Based upon the Company’s best estimate of its liability for these matters, $148 and $161 were accrued for such obligations at September 30, 2010 and December 31, 2009, respectively. These amounts are included inOther current liabilitiesandReclamation and remediation liabilities. Depending upon the ultimate resolution of these matters, the Company believes that it is reasonably possible that the liability for these matters could be as much as 159% greater or 3% lower than the amount accrued at September 30, 2010. The amounts accrued for these matters are reviewed periodically based upon facts and circumstances available at the time. Changes in estimates are recorded inReclamation and remediationin the period estimates are revised.

Details about certain of the more significant matters involved are discussed below.

Dawn Mining Company LLC (“Dawn”) — 51% Newmont Owned

Midnite Mine Site.Dawn previously leased an open pit uranium mine, currently inactive, on the Spokane Indian Reservation in the State of Washington. The mine site is subject to regulation by agencies of the U.S. Department of Interior (the Bureau of Indian Affairs and the Bureau of Land Management), as well as the United States Environmental Protection Agency (“EPA”).

37

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

In 1991, Dawn’s mining lease at the mine was terminated. As a result, Dawn was required to file a formal mine closure and reclamation plan. The Department of Interior commenced an analysis of Dawn’s proposed plan and alternate closure and reclamation plans for the mine. Work on this analysis has been suspended indefinitely. In mid-2000, the mine was included on the National Priorities List under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”). In March 2003, the EPA notified Dawn and Newmont that it had thus far expended $12 on the Remedial Investigation/Feasibility Study (“RI/FS”) under CERCLA. In October 2005, the EPA issued the RI/FS on this property in which it indicated a preferred remedy that it estimated to cost approximately $150. Newmont and Dawn filed comments on the RI/FS with the EPA in January 2006. On October 3, 2006, the EPA issued a final Record of Decision in which it formally selected the preferred remedy identified in the RI/FS.

On January 28, 2005, the EPA filed a lawsuit against Dawn and Newmont under CERCLA in the U.S. District Court for the Eastern District of Washington. The EPA has asserted that Dawn and Newmont are liable for reclamation or remediation work and costs at the mine. Dawn does not have sufficient funds to pay for the reclamation plan it proposed or for any alternate plan, or for any additional remediation work or costs at the mine.

On July 14, 2008, after a bench trial, the Court held Newmont liable under CERCLA as an “operator” of the Midnite Mine. The Court previously ruled on summary judgment that both the U.S. Government and Dawn were liable under CERCLA. On October 17, 2008 the Court issued its written decision in the bench trial. The Court found Dawn and Newmont jointly and severally liable under CERCLA for past and future response costs, and ruled that each of Dawn and Newmont are responsible to pay one-third of such costs. The Court also found the U.S. Government liable on Dawn’s and Newmont’s contribution claim, and ruled that the U.S. Government is responsible to pay one-third of all past and future response costs. In November 2008, all parties appealed the Court’s ruling. Also in November 2008, the EPA issued an Administrative Order pursuant to Section 106 of CERCLA ordering Dawn and Newmont to conduct water treatment, testing and other preliminary remedial actions. Newmont has initiated those preliminary remedial actions.

Newmont intends to continue to vigorously defend this matter and cannot reasonably predict the outcome of this lawsuit or the likelihood of any other action against Dawn or Newmont arising from this matter.

Dawn Mill Site.Dawn also owns a uranium mill site facility, located on private land near Ford, Washington, which is subject to state and federal regulation. In late 1999, Dawn sought and later received approval from the State of Washington for a revised closure plan that expedites the reclamation process at the site. The currently approved plan for the site is guaranteed by Newmont.

Newmont Canada Limited (“Newmont Canada”) — 100% Newmont Owned

On November 11, 2008, St. Andrew Goldfields Ltd. (“St. Andrew”) filed an Application in the Superior Court of Justice in Ontario, Canada, seeking a declaration to clarify St. Andrew’s royalty obligations regarding certain mineral rights and property formerly owned by Newmont Canada and now owned by St. Andrew.

Newmont Canada purchased the property, called the Holt-McDermott property (“Holt Property”), from Barrick Gold Corporation (“Barrick”) in October 2004. At that time, Newmont Canada entered into a royalty agreement with Barrick (the “Barrick Royalty”), allowing Barrick to retain a royalty on the Holt Property. In August 2006, Newmont Canada sold all of its interests in the Holt Property to Holloway Mining Company (“Holloway”) in exchange for common stock issued by Holloway. In September 2006, Newmont Canada entered into a purchase and sale agreement with St. Andrew (the “2006 Agreement”), under which St. Andrew acquired all the common stock of Holloway. In 2008, Barrick sold its Barrick Royalty to Royal Gold, Inc. (“Royal Gold”).

In the court proceedings, St. Andrew alleged that in the 2006 Agreement it only agreed to assume royalty obligations equal to 0.013% of net smelter returns from operations on the Holt Property. Such an interpretation of the 2006 Agreement would make Newmont responsible for any royalties exceeding that amount payable to Royal Gold pursuant to the Barrick Royalty, which is a royalty determined by multiplying 0.00013 by the quarterly average gold price. On July 23, 2009, the Superior Court issued a decision finding in favor of St. Andrews’ interpretation. On August 21, 2009, Newmont Canada appealed the decision. If the Court of Appeals upholds the lower court ruling, Newmont will be liable for the sliding scale royalty, which would equal a 13% royalty at a quarterly average gold price of $1,000, minus a 0.013% of net smelter returns. There is no cap on the royalty at issue and it increases or decreases with the gold price, based upon the multiplication of 0.00013 by the quarterly average gold price. Newmont Canada intends to continue to vigorously defend this matter but cannot reasonably predict the outcome.

38

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

Newmont USA Limited — 100% Newmont Owned

Grey Eagle Mine Site. By letter dated September 3, 2002, the EPA notified Newmont that the EPA had expended $3 in response costs to address environmental conditions associated with a historic tailings pile located at the Grey Eagle Mine site near Happy Camp, California, and requested that Newmont pay those costs. The EPA has identified four potentially responsible parties, including Newmont. Newmont does not believe it has any liability for environmental conditions at the Grey Eagle Mine site, and intends to vigorously defend any formal claims by the EPA. Newmont cannot reasonably predict the likelihood or outcome of any future action against it arising from this matter.

Ross-Adams Mine Site.By letter dated June 5, 2007, the U.S. Forest Service notified Newmont that it had expended approximately $0.3 in response costs to address environmental conditions at the Ross-Adams mine in Prince of Wales, Alaska, and requested Newmont USA Limited pay those costs and perform an Engineering Evaluation/Cost Analysis (“EE/CA”) to assess what future response activities might need to be completed at the site. Newmont intends to vigorously defend any formal claims by the EPA. Newmont has agreed to perform the EE/CA. Newmont cannot reasonably predict the likelihood or outcome of any future action against it arising from this matter.

PT Newmont Minahasa Raya (“PTNMR”) — 80% Newmont Owned

On March 22, 2007, an Indonesian non-governmental organization named Wahana Lingkungan Hidup Indonesia (“WALHI”) filed a civil suit against PTNMR, the Newmont subsidiary that operated the Minahasa mine in Indonesia, and Indonesia’s Ministry of Energy and Mineral Resources and Ministry for the Environment, alleging pollution from the disposal of mine tailings into Buyat Bay, and seeking a court order requiring PTNMR to fund a 25-year monitoring program in relation to Buyat Bay. In December 2007, the court ruled in PTNMR’s favor and found that WALHI’s allegations of pollution in Buyat Bay were without merit. In March 2008, WALHI appealed this decision to the Indonesian High Court. On January 27, 2010, the Indonesian High Court upheld the December 2007 ruling in favor of PTNMR. On May 17, 2010, WALHI filed an appeal of the January 27, 2010 Indonesian High Court ruling seeking review from the Indonesian Supreme Court. The appeal by WALHI is still being processed by the district court of South Jakarta before being reviewed by the Indonesian Supreme Court. Independent sampling and testing of Buyat Bay water and fish, as well as area residents, conducted by the World Health Organization and the Australian Commonwealth Scientific and Industrial Research Organization, confirm that PTNMR has not polluted the Buyat Bay environment, and, therefore, has not adversely affected the fish in Buyat Bay or the health of nearby residents. The Company remains steadfast that it has not caused pollution or health problems.

Other Legal Matters

Minera Yanacocha S.R.L. (“Yanacocha”) — 51.35% Newmont Owned

Choropampa. In June 2000, a transport contractor of Yanacocha spilled approximately 151 kilograms of elemental mercury near the town of Choropampa, Peru, which is located 53 miles (85 kilometers) southwest of the Yanacocha mine. Elemental mercury is not used in Yanacocha’s operations but is a by-product of gold mining and was sold to a Lima firm for use in medical instruments and industrial applications. A comprehensive health and environmental remediation program was undertaken by Yanacocha in response to the incident. In August 2000, Yanacocha paid under protest a fine of 1,740,000 Peruvian soles (approximately $0.5) to the Peruvian government. Yanacocha has entered into settlement agreements with a number of individuals impacted by the incident. As compensation for the disruption and inconvenience caused by the incident, Yanacocha entered into agreements with and provided a variety of public works in the three communities impacted by this incident. Yanacocha cannot predict the likelihood of additional expenditures related to this matter.

Additional lawsuits relating to the Choropampa incident were filed against Yanacocha in the local courts of Cajamarca, Peru, in May 2002 by over 900 Peruvian citizens. A significant number of the plaintiffs in these lawsuits entered into settlement agreements with Yanacocha prior to filing such claims. In April 2008, the Peruvian Supreme Court upheld the validity of these settlement agreements, which the Company expects to result in the dismissal of all claims brought by previously settled plaintiffs. Yanacocha has also entered into settlement agreements with approximately 350 additional plaintiffs. The claims asserted by approximately 200 plaintiffs remain. Neither the Company nor Yanacocha can reasonably estimate the ultimate loss relating to such claims.

39

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

PT Newmont Nusa Tenggara (“PTNNT”) — 31.5% Newmont Direct Ownership

Under the Batu Hijau Contract of Work, beginning in 2006 and continuing through 2010, a portion of PTNNT’s shares were required to be offered for sale, first, to the Indonesian government or, second, to Indonesian nationals, equal to the difference between the following percentages and the percentage of shares already owned by the Indonesian government or Indonesian nationals (if such number is positive): 23% by March 31, 2006; 30% by March 31, 2007; 37% by March 31, 2008; 44% by March 31, 2009; and 51% by March 31, 2010. As PT Pukuafu Indah (“PTPI”), an Indonesian national, has owned a 20% interest in PTNNT at all relevant times, in 2006, a 3% interest was required to be offered for sale and, in each of 2007 through 2010, an additional 7% interest was required to be offered (for an aggregate 31% interest). The price at which such interests were to be offered for sale to the Indonesian parties is the highest of the then-current replacement cost, the price at which shares would be accepted for listing on the Indonesian Stock Exchange, or the fair market value of such interest as a going concern, as agreed with the Indonesian government.

In accordance with the Contract of Work, an offer to sell a 3% interest was made to the Indonesian government in 2006 and an offer for an additional 7% interest was made in each of 2007, 2008 and 2009, and the offer for the final 7% interest was made in March 2010. While the central government declined to participate in the 2006 and 2007 offers, local governments in the area in which the Batu Hijau mine is located expressed interest in acquiring shares, as did various Indonesian nationals. After disagreement with the government over whether the government’s first right to purchase had expired and receipt of Notices of Default from the government claiming breach and threatening termination of the Contract of Work, on March 3, 2008, the Indonesian government filed for international arbitration as provided under the Contract of Work, as did PTNNT. In the arbitration proceeding, PTNNT sought a declaration that the Indonesian government was not entitled to terminate the Contract of Work and additional declarations pertaining to the procedures for divesting the shares. For its part, the Indonesian government sought declarations that PTNNT was in default of its divestiture obligations, that the government may terminate the Contract of Work and recover damages for breach of the Contract of Work, and that PTNNT must cause shares subject to divestiture to be sold to certain local governments.

An international arbitration panel (the “Panel”) was appointed to resolve these claims and other claims that had arisen in relation to divestment and a hearing was held in Jakarta in December 2008. On March 31, 2009, the Panel issued its final award and decision on the matter. In its decision, the Panel determined that PTNNT’s foreign shareholders had not complied with the divestiture procedure required by the Contract of Work in 2006 and 2007, but the Panel ruled that the Indonesian government was not entitled to immediately terminate the Contract of Work and rejected the Indonesian government’s claim for damages. The Panel granted PTNNT 180 days from the date of notification of the final award to effect transfer of the 2006 3% interest and the 2007 7% interest in PTNNT to the local governments or their respective nominees. The Panel also applied a 180-day cure period to the 2008 7% interest, requiring that PTNNT effect the offer of the 2008 7% interest to the Indonesian government or its nominee within such 180-day period, and ensure the transfer of such shares if, after agreement on the transfer price, the Indonesian government invoked its right of first refusal under the Contract of Work. On July 14, 2009, the Company reached agreement with the Indonesian government on the price of the 2008 7% interest and the 2009 7% interest. PTNNT effected the reoffer of the 2008 7% interest and the 2009 7% interest to the Indonesian government at this newly agreed price. In November and December 2009, sale agreements were concluded pursuant to which the 2006, 2007 and 2008 shares were transferred to PT Multi Daerah Bersaing (“PTMDB”), the nominee of the local governments, and the 2009 shares were transferred to PTMDB in February 2010, resulting in PTMDB owning a 24% interest in PTNNT. Although the Indonesian government has acknowledged that PTNNT is no longer in breach of the Contract of Work, future disputes may arise as to the final divestiture of the 2010 shares. It is uncertain who will acquire the 2010 divestiture shares, and the nature of our relationship with the new owners of the 2010 shares and any future owners of the divested shares remain uncertain.

As part of the negotiation of the sale agreements with PTMDB, the parties executed an operating agreement (the “Operating Agreement”) under which each recognizes the rights of the Company and Sumitomo to apply their operating standards to the management of PTNNT’s operations, including standards for safety, environmental stewardship and community responsibility. The Operating Agreement became effective upon the completion of the sale of the 2009 shares in February 2010 and will continue for so long as the Company and Sumitomo own more shares of PTNNT than PTMDB. If the Operating Agreement terminates, then the Company may lose control over the applicable operating standards for Batu Hijau and will be at risk for operations conducted in a manner that either detracts from value or results in safety, environmental or social standards below those adhered to by the Company and Sumitomo.

40

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

In the event of any future disputes under the Contract of Work or Operating Agreement, there can be no assurance that the Company would prevail in any such dispute and any termination of such contracts could result in substantial diminution in the value of the Company’s interests in PTNNT.

Additionally, in February 2010, PTNNT was notified by the tax authorities of the Indonesian government, that PTNNT may be obligated to pay value added taxes on certain goods imported after the year 2000. PTNNT believes that pursuant to the terms of its Contract of Work, it is only required to pay value added taxes on these types of goods imported after February 28, 2010. The Company and PTNNT are working cooperatively with the applicable government authorities to resolve this matter.

PT Pukuafu Indah Litigation

In October 2009, PTPI filed a lawsuit in the Central Jakarta District Court against PTNNT and the Indonesian government seeking to cancel the March 2009 arbitration award pertaining to the manner in which divestiture of shares in PTNNT should proceed (refer to the discussion of PTNNT above for the arbitration results). On October 11, 2010, the District Court ruled in favor of PTNNT and the Indonesian government finding, among other things, that PTPI lacks standing to contest the validity of the arbitration award. PTPI has filed a notice of appeal of the court’s ruling.

Subsequent to its initial claim, PTPI filed three additional lawsuits, one of which was recently withdrawn, against Newmont Indonesia Limited (“NIL”) and Nusa Tenggara Mining Corporation (“NTMC”), a subsidiary of Sumitomo, in the South Jakarta District Court. Fundamentally, the cases all relate to PTPI’s contention that it owns, or has rights to own, the shares in PTNNT that NIL and NTMC have or will divest to fulfill the requirements of the PTNNT Contract of Work and the March 2009 arbitration award. PTPI also makes various other allegations, including alleged rights in or to NIL’s, NTMC’s or Sumitomo’s non-divestiture shares, and PTPI asserts claims for significant damages allegedly arising from NIL’s and NTMC’s unlawful acts in transferring the divestiture shares to a third party. In January 2010, PTPI also filed a lawsuit against PTNNT’s President Director, Mr. Martiono Hadianto, alleging wrongful acts associated with the arbitration, including failure to properly share information. Newmont, NIL, NTMC and PTNNT’s management believe that all of PTPI’s claims in these cases are without merit. Furthermore, in conjunction with Newmont’s provision of financing to PTPI in late 2009, PTPI signed a release agreement in which it and its shareholders committed to cease prosecution of the then-pending lawsuits and not to initiate new proceedings.

In August 2010, NIL and NVL USA Limited (“NVL”) commenced an arbitration against PTPI in the Singapore International Arbitration Centre, as provided in relevant agreements, seeking declarations that PTPI has violated the release agreement by failing to dismiss all such claims, that PTPI is in breach of the November 2009 loan facility and related agreements, and that NIL and NVL are entitled to damages arising from PTPI’s and its shareholders’ conduct.

On October 1, 2010, NIL and NVL requested, based upon the release agreement, that the arbitral tribunal issue an interim order requiring PTPI and its shareholders to discontinue the various Indonesian court proceedings and refrain from bringing additional lawsuits. On October 15, 2010, the tribunal issued an order granting NIL and NVL’s request. The order of the tribunal restrains PTPI and its agents from “proceeding with or continuing with or assisting or participating in the prosecution of the Indonesian [s]uits” and from commencing additional proceedings relating to the same subject matter as the Indonesian lawsuits. NIL and NVL are in the process of enforcing the interim award in Indonesian courts but it is not known the extent to which the Indonesian courts will enforce the order or whether PTPI and its shareholders will, in any event, abide by the order.

The Company intends to continue vigorously defending the PTPI lawsuits and pursuing its claims against PTPI in arbitration.

Other Commitments and Contingencies

Tax contingencies are provided for in accordance with ASC income tax guidance (see Note 10).

In a 1993 asset exchange, a wholly-owned subsidiary transferred a coal lease under which the subsidiary had collected advance royalty payments totaling $484. From 1994 to 2018, remaining advance payments under the lease to the transferee total $390. In the event of title failure as stated in the lease, this subsidiary has a primary obligation to refund previously collected payments and has a secondary obligation to refund any of the $390 collected by the transferee, if the transferee fails to meet its refund obligation. The subsidiary has title insurance on the leased coal deposits of $240 covering the secondary obligation. The Company and the subsidiary regard the circumstances entitling the lessee to a refund as remote.

41

NEWMONT MINING CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)
(dollars in millions, except per share, per ounce and per pound amounts)

The Company has minimum royalty obligations on one of its producing mines in Nevada for the life of the mine. Amounts paid as a minimum royalty (where production royalties are less than the minimum obligation) in any year are recoverable in future years when the minimum royalty obligation is exceeded. Although the minimum royalty requirement may not be met in a particular year, the Company expects that over the mine life, gold production will be sufficient to meet the minimum royalty requirements. Minimum royalty payments payable are $40 in 2010, $28 in 2011 through 2014 and $278 thereafter.

As part of its ongoing business and operations, the Company and its affiliates are required to provide surety bonds, bank letters of credit and bank guarantees as financial support for various purposes, including environmental reclamation, exploration permitting, workers compensation programs and other general corporate purposes. At September 30, 2010 and December 31, 2009, there were $1,171 and $1,073, respectively, of outstanding letters of credit, surety bonds and bank guarantees. The surety bonds, letters of credit and bank guarantees reflect fair value as a condition of their underlying purpose and are subject to fees competitively determined in the market place. The obligations associated with these instruments are generally related to performance requirements that the Company addresses through its ongoing operations. As the specific requirements are met, the beneficiary of the associated instrument cancels and/or returns the instrument to the issuing entity. Certain of these instruments are associated with operating sites with long-lived assets and will remain outstanding until closure. Generally, bonding requirements associated with environmental regulation are becoming more restrictive. In addition, the surety markets for certain types of environmental bonding used by the Company have become increasingly constrained. The Company, however, believes it is in compliance with all applicable bonding obligations and will be able to satisfy future bonding requirements, through existing or alternative means, as they arise.

Newmont is from time to time involved in various legal proceedings related to its business. Except in the above-described proceedings, management does not believe that adverse decisions in any pending or threatened proceeding or that amounts that may be required to be paid by reason thereof will have a material adverse effect on the Company’s financial condition or results of operations.

NOTE 27 SUPPLEMENTARY DATA

Ratio of Earnings to Fixed Charges

The ratio of earnings to fixed charges for the nine months ended September 30, 2010 was 13.3. The ratio of earnings to fixed charges represents income before income tax expense, equity loss of affiliates and noncontrolling interests in subsidiaries, divided by interest expense. Interest expense includes amortization of capitalized interest and the portion of rent expense representative of interest. Interest expense does not include interest on income tax liabilities. The computation of the ratio of earnings to fixed charges can be found in Exhibit 12.1.

NOTE 28 SUBSEQUENT EVENTS

On October 27, 2010, Yanacocha repaid the $96 outstanding balance on its senior notes that had an original maturity date of July 2016. The senior notes were uncollateralized.

42

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION(dollars in millions, except per share, per ounce and per pound amounts)

The following discussion provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Newmont Mining Corporation and its subsidiaries (collectively, “Newmont,” the “Company,” “our” and “we”). We use certain non-GAAP financial performance measures in our MD&A. For a detailed description of each of the non-GAAP financial measures used in this MD&A, please see the discussion under “Non-GAAP Financial Performance Measures” beginning on page 59. References to “A$” refer to Australian currency, “C$” to Canadian currency, “IDR” to Indonesian currency, “NZ$” to New Zealand currency and “$” to United States currency.

This item should be read in conjunction with our interim unaudited Condensed Consolidated Financial Statements and the notes thereto included in this quarterly report. Additionally, the following discussion and analysis should be read in conjunction withManagement’s Discussion and Analysis of Consolidated Financial Condition and Results of Operationsand the consolidated financial statements included in Part II of our Annual Report on Form 10-K for the year ended December 31, 2009.

Overview

Newmont is one of the world’s largest gold producers and is the only gold company included in the S&P 500 Index and Fortune 500, and was the first gold company included in the Dow Jones Sustainability Index-World. We are also engaged in the exploration for and acquisition of gold and gold/copper properties. We have significant assets or operations in the United States, Australia, Peru, Indonesia, Ghana, Canada, New Zealand and Mexico. Our vision is to be the most valued and respected mining company through industry leading performance.

Newmont remains focused on progressing the development of our next generation of mining projects, including Conga in Peru, Akyem in Ghana and Hope Bay in Canada, as well as a series of satellite deposits in Nevada. Roughly 40% of our 2010 capital expenditures will be invested in these projects and the development of our pipeline, funded primarily fromNet cash from continuing operations, as we continue to deliver solid leverage to the gold price. 2010 highlights are included in the table below and discussed further inResults of Consolidated Operations.

43

Selected Financial and Operating Results

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Sales	$	2,597	$	2,049	$	6,992	$	5,187
Income from continuing operations	$	814	$	645	$	2,094	$	1,242
Net income	$	814	$	645	$	2,094	$	1,228
Net income attributable to Newmont stockholders	$	537	$	388	$	1,465	$	739
Per common share, basic :
Income from continuing operations attributable to Newmont stockholders	$	1.09	$	0.79	$	2.98	$	1.54
Net income attributable to Newmont stockholders	$	1.09	$	0.79	$	2.98	$	1.52
Adjusted net income(1)	$	534	$	387	$	1,319	$	796
Adjusted net income per share(1)	$	1.08	$	0.79	$	2.68	$	1.64
Consolidated gold ounces (thousands)
Produced		1,689		1,702		4,862		4,720
Sold(2)		1,667		1,715		4,794		4,734
Consolidated copper pounds (millions)
Produced		156		142		463		337
Sold		158		141		434		342
Average price received, net:
Gold (per ounce)	$	1,221	$	964	$	1,176	$	930
Copper (per pound)	$	3.67	$	2.80	$	3.17	$	2.30
Costs applicable to sales:
Gold (per ounce)	$	477	$	404	$	483	$	419
Copper (per pound)	$	0.73	$	0.50	$	0.76	$	0.63

(1)	See “Non-GAAP Financial Measures” on page 59.
(2)	2010 results include 16 thousand incremental start-up ounces. 2009 results include nil and 1 thousand incremental start-up ounces for the three and nine months ended, respectively.

Consolidated Financial Results

Net income attributable to Newmont stockholdersfor the third quarter of 2010 was $537 ($1.09 per share) compared to $388 ($0.79 per share) for the third quarter of 2009. Results for the third quarter of 2010 compared to the third quarter of 2009 were impacted by higher realized gold and copper prices combined with higher copper sales volume, partially offset by increased costs applicable to sales, amortization and income taxes.Net income attributable to Newmont stockholders for the first nine months of 2010 was $1,465 ($2.98 per share) compared to $739 ($1.52 per share) for the first nine months of 2009. Results for the first nine months of 2010 compared to the first nine months of 2009 were impacted by higher realized gold and copper prices, higher sales volumes, a $127 tax benefit related to the conversion of non-U.S. entities for income tax purposes in the first quarter of 2010, a $42 gain from the sale of non-core assets in 2010 and $67 of Boddington acquisition expenses in 2009, partially offset by increased costs applicable to sales, amortization and income taxes.

44

Sales— gold, net for the third quarter of 2010 increased 22% compared to the third quarter of 2009 due to higher realized prices, slightly offset by decreased sales volume and an increase in treatment and refining charges.Sales- gold, net for the first nine months of 2010 increased 28% compared to the first nine months of 2009 due to higher realized prices and increased sales volume, slightly offset by an increase in treatment and refining charges. The following analysis summarizes the change in consolidated gold sales revenue:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
Consolidated gold sales:
Gross before provisional pricing	$	2,028		$	1,655		$	5,632		$	4,415
Provisional pricing mark-to-market gain		5			5			27			6
Gross after provisional pricing		2,033			1,660			5,659			4,421
Less: Treatment and refining charges		(17	)		(7	)		(40	)		(20	)
Net	$	2,016		$	1,653		$	5,619		$	4,401
Consolidated gold ounces sold (thousands):
Gross		1,667			1,715			4,794			4,734
Less: Incremental start-up sales		(16	)		—			(16	)		(1	)
Net		1,651			1,715			4,778			4,733
Average realized gold price (per ounce):
Gross before provisional pricing	$	1,229		$	965		$	1,179		$	933
Provisional pricing mark-to-market gain		3			3			6			1
Gross after provisional pricing		1,232			968			1,185			934
Less: Treatment and refining charges		(11	)		(4	)		(9	)		(4	)
Net	$	1,221		$	964		$	1,176		$	930

The change in consolidated gold sales is due to:

	Three Months Ended			Nine Months Ended
	September 30,			September 30,
	2010 vs. 2009			2010 vs. 2009
Change in consolidated ounces sold	$	(62	)	$	42
Change in average realized gold price		435			1,196
Change in treatment and refining charges		(10	)		(20	)
	$	363		$	1,218

45

Sales— copper, net for the third quarter of 2010 increased 47% compared to the third quarter of 2009 due to higher realized prices and increased sales volume.Sales- copper, net for the first nine months of 2010 increased 75% compared to the first nine months of 2009 due to higher realized prices and increased sales volume. The following analysis summarizes the change in consolidated copper sales revenue:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
Consolidated copper sales:
Gross before provisional pricing	$	539		$	386		$	1,433		$	763
Provisional pricing mark-to-market gain		78			48			30			112
Gross after provisional pricing		617			434			1,463			875
Less: Treatment and refining charges		(36	)		(38	)		(90	)		(89	)
Net	$	581		$	396		$	1,373		$	786
Consolidated copper pounds sold (millions)		158			141			434			342
Average realized copper price (per pound):
Gross before provisional pricing	$	3.41		$	2.73		$	3.31		$	2.23
Provisional pricing mark-to-market gain		0.49			0.34			0.07			0.33
Gross after provisional pricing		3.90			3.07			3.38			2.56
Less: Treatment and refining charges		(0.23	)		(0.27	)		(0.21	)		(0.26	)
Net	$	3.67		$	2.80		$	3.17		$	2.30

The change in consolidated copper sales is due to:

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2010 vs. 2009		2010 vs. 2009
Change in consolidated pounds sold	$	51	$	234
Change in average realized copper price		132		354
Change in treatment and refining charges		2		(1	)
	$	185	$	587

46

The following is a summary of consolidated gold and copper sales, net:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Gold
North America:
Nevada	$	568	$	481	$	1,540	$	1,321
La Herradura		52		23		149		75
		620		504		1,689		1,396
South America:
Yanacocha		436		535		1,321		1,451
Asia Pacific:
Boddington		181		—		582		—
Batu Hijau		260		201		595		358
Jundee		109		103		320		293
Kalgoorlie		125		91		343		223
Tanami		87		61		220		220
Waihi		30		27		90		78
		792		483		2,150		1,172
Africa:
Ahafo		168		131		459		382
		2,016		1,653		5,619		4,401
Copper
Asia Pacific:
Batu Hijau		543		396		1,256		786
Boddington		38		—		117		—
		581		396		1,373		786
	$	2,597	$	2,049	$	6,992	$	5,187

Costs applicable to salesincreased in the third quarter of 2010 compared to the third quarter of 2009 and increased in the first nine months of 2010 compared to the first nine months of 2009, as detailed in the table below. The increase inCosts applicable to salesfor gold is due to the addition of Boddington production as of November 2009, higher production at Batu Hijau and La Herradura and higher waste mining costs. The increase inCosts applicable to salesfor copper is due to the addition of Boddington production and higher production and waste mining costs at Batu Hijau. For a complete discussion regarding variations in operations, seeResults of Consolidated Operationsbelow.

Amortizationincreased in the third quarter of 2010 compared to the third quarter of 2009 and increased in the first nine months of 2010 compared to the first nine months of 2009, as detailed in the table below. The increase inAmortizationis due to the commencement of commercial production at Boddington in November 2009, higher production at Batu Hijau and La Herradura and higher capitalized mine development in Nevada. We now expect 2010Amortizationto be approximately $925 to $950 (previous guidance was $970 to $1,000).

47

The following is a summary ofCosts applicable to salesandAmortization:

	Costs Applicable								Costs Applicable
	to Sales				Amortization				to Sales				Amortization
	Three Months Ended				Three Months Ended				Nine Months Ended				Nine Months Ended
	September 30,				September 30,				September 30,				September 30,
	2010		2009		2010		2009		2010		2009		2010		2009
Gold
North America:
Nevada	$	267	$	273	$	68	$	69	$	776	$	764	$	194	$	183
La Herradura		20		8		5		2		52		30		13		7
		287		281		73		71		828		794		207		190
South America:
Yanacocha		149		163		42		43		442		488		119		128
Asia Pacific:
Boddington		91		—		25		—		284		—		81		—
Batu Hijau		47		37		12		10		123		88		34		23
Jundee		34		33		7		12		104		103		25		33
Kalgoorlie		55		60		5		5		158		151		12		11
Tanami		49		45		11		10		139		146		32		32
Waihi		19		14		3		5		53		38		13		18
		295		189		63		42		861		526		197		117
Africa:
Ahafo		57		61		22		17		176		175		58		51
		788		694		200		173		2,307		1,983		581		486
Copper
Asia Pacific:
Batu Hijau		96		71		26		18		261		217		72		55
Boddington		19		—		5		—		68		—		18		—
		115		71		31		18		329		217		90		55
Other
Hope Bay		—		—		4		3		—		—		10		9
Asia Pacific		—		—		1		1		—		—		2		2
Corporate and other		—		—		6		4		—		—		14		14
		—		—		11		8		—		—		26		25
	$	903	$	765	$	242	$	199	$	2,636	$	2,200	$	697	$	566

Explorationexpense increased $12 in the third quarter of 2010 compared to the third quarter of 2009 due to additional near mine expenditures in all regions, with the largest increase at Leeville/Turf in Nevada.Explorationexpense increased $16 in the first nine months of 2010 compared to the first nine months of 2009 due to additional near mine expenditures in all regions. We continue to expectExplorationexpense to be approximately $220 to $245 in 2010.

Advanced projects, research and developmentexpense increased $19 in the third quarter of 2010 compared to the third quarter of 2009 and $49 in the first nine months of 2010 compared to the first nine months of 2009 due to additional expenditures for Hope Bay in Canada, Yanacocha sulfides, Chaquicocha underground and Grande Basin in South America, Subika underground at Ahafo and technical and project services, partially offset by a reduction of expenditures for Boddington as it achieved commercial production in November 2009.

48

The following is a summary ofAdvanced projects, research and development:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
Major projects:
Hope Bay	$	13	$	2	$	48	$	18
Subika underground		4		—		6		1
Conga		2		1		5		2
Akyem		—		2		4		5
Boddington		—		11		—		24
Other projects:
Technical and project services		12		6		35		18
Corporate		4		3		25		10
South America growth		7		1		11		5
Nevada growth		2		1		8		13
Other		2		—		7		4
	$	46	$	27	$	149	$	100

We continue to expectAdvanced projects, research and developmentexpenses to be approximately $230 to $250 in 2010.

General and administrativeexpenses increased by $6 in the third quarter of 2010 compared to the third quarter of 2009 due to higher compensation, benefit and consulting costs.General and administrativeexpenses increased by $15 in the first nine months of 2010 compared to the first nine months of 2009 due to higher compensation and benefit costs. We expect 2010General and administrativeexpenses to be approximately $180 to $190.

Other expense, netdecreased by $15 in the third quarter of 2010 compared to the third quarter of 2009 due to lower costs at the Western Australia power plant.Other expense, netdecreased by $50 in the first nine months of 2010 compared to the first nine months of 2009 due to Boddington acquisition costs and higher Western Australia power plant costs in 2009, partially offset by higher community development costs atBatu Hijauin 2010.

Other income, netdecreased by $20 in the third quarter of 2010 compared to the third quarter of 2009 due to a weaker US$ and foreign currency translation losses (primarily Australia), partially offset by an increase in Canadian Oil Sands Trust income and income from Amoma incremental start-up production at Ahafo.Other income, netincreased by $54 in the first nine months of 2010 compared to the first nine months of 2009 due to the sale of non-core assets and an increase in Canadian Oil Sands Trust income, partially offset by foreign currency translation losses.

Interest expense, netincreased by $56 in the third quarter of 2010 compared to the third quarter of 2009 and increased by $145 in the first nine months of 2010 compared to the first nine months of 2009 due to interest related to the 2019 and 2039 senior notes issued during September 2009 and lower capitalized interest. Capitalized interest decreased by $39 in the third quarter of 2010 compared to the third quarter of 2009 and decreased by $74 in the first nine months of 2010 compared to the first nine months of 2009 due to achieving commercial production at Boddington in November 2009. We expect 2010Interest expense, netto be approximately $270 to $290.

Income tax expenseduring the third quarter of 2010 was $348 resulting in an effective tax rate of 29.9%.Income tax expenseduring the third quarter of 2009 was $253 for an effective tax rate of 28.0%. The increase in the effective tax rate from 2009 to 2010 resulted from the change in the jurisdictional blend of our taxable income and the effect it has on the overall rate impact from percentage depletion and non-recurring discrete items in the prior quarter.Income tax expense during the first nine months of 2010 was $756 resulting in an effective tax rate of 26.5%.Income tax expenseduring the first nine months of 2009 was $494 for an effective tax rate of 28.2%. The decrease in the effective tax rate from 2009 to 2010 resulted from a tax benefit of $127 being recorded in the first quarter of 2010 from the conversion of non-US tax-paying entities to entities currently subject to U.S. income tax resulting in an increase in net deferred tax assets, partially offset by the change in the jurisdictional blend of the our taxable income and the effect it has on the overall rate impact from percentage depletion. The effective tax rates in the third quarter of 2010 and 2009 are different from the United States statutory rate of 35% primarily due to the above mentioned tax benefit in 2010, U.S. percentage depletion and the effect of different income tax rates in countries where earnings are indefinitely reinvested. For a complete discussion of the factors that influence our effective tax rate, seeManagement’s Discussion and Analysis of Consolidated Financial Condition and Results of Operationsin Newmont’s Annual Report on Form 10-K for the year ended December 31, 2009 filed February 25, 2010. We expect the 2010 full year tax rate to be approximately 26% to 28%, assuming an average gold price of $1,100 per ounce.

49

Net income attributable to noncontrolling interestsincreased to $277 in the third quarter of 2010 compared to $257 in the third quarter of 2009 as a result of increased earnings at Batu Hijau, partially offset by lower earnings at Yanacocha.Net income attributable to noncontrolling interestsincreased to $629 in the first nine months of 2010 compared to $489 in the first nine months of 2009 as a result of increased earnings at Batu Hijau, partially offset by lower earnings at Yanacocha.

TheIncome (loss) from discontinued operationsof $(14) in 2009 related to the sale of the Kori Kollo operation in Bolivia in July 2009.

Results of Consolidated Operations

	Gold Ounces or
	Copper Pounds Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Three Months Ended September 30,
Gold	(in thousands)				($ per ounce)				($ per ounce)
North America		495		510	$	565	$	532	$	144	$	136
South America(2)		355		543		420		294		118		78
Asia Pacific(2)		683		504		451		380		96		82
Africa		156		145		422		446		160		130
Total/Weighted-Average		1,689		1,702	$	477	$	404	$	121	$	101
Equity(3)(4)		1,408		1,326
Copper	(in millions)				($ per pound)				($ per pound)
Asia Pacific(2)		156		142	$	0.73	$	0.50	$	0.20	$	0.12
Equity		83		64

	Gold Ounces or
	Copper Pounds Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Nine Months Ended September 30,
Gold	(in thousands)				($ per ounce)				($ per ounce)
North America		1,431		1,500	$	579	$	524	$	145	$	126
South America(2)		1,131		1,559		392		313		106		82
Asia Pacific(2)		1,892		1,252		469		422		107		93
Africa		408		409		456		424		151		125
Total/Weighted-Average		4,862		4,720	$	483	$	419	$	122	$	103
Equity(3)(4)		4,038		3,781
Copper	(in millions)				($ per pound)				($ per pound)
Asia Pacific(2)		463		337	$	0.76	$	0.63	$	0.21	$	0.16
Equity		253		152

(1)	ExcludesAmortizationandReclamation and remediation.
(2)	Consolidated gold ounces or copper pounds produced includes noncontrolling interests’ share at Yanacocha and Batu Hijau.
(3)	Includes our equity share of Yanacocha and Batu Hijau gold ounces produced and, for the three and nine months ended in 2010, respectively, 5 thousand ounces from non-consolidated equity interests.
(4)	2009 results include 2 thousand and 32 thousand ounces from discontinued operations for the three and nine months ended, respectively.

50

Third quarter 2010 compared to 2009

Consolidated gold production decreased slightly as lower production in South America and North America was largely offset by higher production in Asia Pacific (primarily the start-up of Boddington) and Africa. Consolidated copper production increased 10% due to the start-up of Boddington in the second half of 2009.

Costs applicable to salesper consolidated gold ounce sold increased 18% due to higher waste mining and royalty costs, a stronger Australian dollar, the addition of higher cost production at Boddington and lower production in South America, partially offset by higher production in Africa.Costs applicable to salesper consolidated copper pound sold increased 46% due to higher waste mining costs at Batu Hijau and the addition of higher cost production from Boddington.

Amortizationper consolidated gold ounce sold increased 20% due to the start-up of Boddington in the second half of 2009, lower production in South America and equipment additions in Africa.

First nine months 2010 compared to 2009

Consolidated gold production increased 3% due to higher production in Asia Pacific (primarily the start-up of Boddington), partially offset by lower production in South America and North America. Consolidated copper production increased 37% due to higher production at Batu Hijau combined with the start-up of Boddington in the second half of 2009.

Costs applicable to salesper consolidated gold ounce sold increased 15% due to higher waste mining and royalty costs, a stronger Australian dollar, the addition of higher cost production at Boddington and lower production in South America.Costs applicable to salesper consolidated copper pound sold increased 21% due to higher waste mining costs at Batu Hijau and the addition of higher cost production from Boddington.

Amortizationper consolidated gold ounce sold increased 18% due to the start-up of Boddington in the second half of 2009, lower production in South America and North America and equipment additions in Africa.

Our 2010 guidance for consolidated gold production has narrowed to approximately 6.3 to 6.5 million ounces (from previous guidance of 6.3 to 6.8 million ounces) at a higher range ofCosts applicable to salesper ounce of approximately $485 to $500 (from previous guidance of $460 to $480 per ounce). Our 2010 guidance for consolidated copper production has decreased to approximately 565 to 605 million pounds (from previous guidance of 610 to 670 million pounds) at unchanged guidance forCosts applicable to salesper pound of approximately $0.85 to $0.95.

North America Operations

	Gold Ounces Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Three Months Ended September 30,	(in thousands)				($ per ounce)				($ per ounce)
Nevada		453		486	$	575	$	541	$	146	$	137
La Herradura (44% owned)		42		24		464		352		115		98
Total/Weighted-Average		495		510	$	565	$	532	$	144	$	136

	Gold Ounces Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Nine Months Ended September 30,	(in thousands)				($ per ounce)				($ per ounce)
Nevada		1,306		1,421	$	595	$	532	$	149	$	127
La Herradura (44% owned)		125		79		415		381		106		93
Total/Weighted-Average		1,431		1,500	$	579	$	524	$	145	$	126

⁽¹⁾ ExcludesAmortizationandReclamation and remediation.

Third quarter 2010 compared to 2009

Nevada, USA.Gold production decreased 7% due to lower leach tons placed at Twin Creeks and Carlin, lower Gold Quarry ore feed to Mill 5 due to the slope failure which occurred in late 2009 and the completion of underground mining at Deep Post in 2009, partially offset by increased underground mining at Leeville.Costs applicable to salesper ounce increased 6% due to lower production, partially offset by higher silver and copper by-product credits.Amortizationper ounce increased 7% due to lower production.

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La Herradura, Mexico.Gold production increased 75% due to the commencement of production from the Soledad and Dipolos pits in January 2010.Costs applicable to salesper ounce increased 32% due to higher mining costs associated with waste removal from the two new pits.Amortization per ounce increased 17% due to the use of additional mining equipment and new leach pads.

First nine months 2010 compared to 2009

Nevada, USA.Gold production decreased 8% due to lower leach tons placed at Twin Creeks and Carlin, lower Gold Quarry ore feed to Mill 5 due to the slope failure which occurred in late 2009 and the completion of underground mining at Deep Post in 2009, partially offset by increased underground mining at Leeville. Mill throughput was also impacted by harder ore at Phoenix.Costs applicable to salesper ounce increased 12% due to lower production.Amortizationper ounce increased 17% due to lower production and higher capitalized mine development.

La Herradura, Mexico.Gold production increased 58% due to the commencement of production from the Soledad and Dipolos pits in January 2010.Costs applicable to salesper ounce increased 9% due to higher mining costs associated with waste removal from the two new pits, partially offset by higher production.Amortizationper ounce increased 14% due to the use of additional mining equipment and new leach pads.

We now expect gold production in North America of approximately 1.8 to 1.9 million ounces (previous guidance was 1.7 to 1.9 million ounces) atCosts applicable to salesper ounce of approximately $575 to $595 in 2010 (previous guidance was $575 to $615 per ounce).

South America Operations

	Gold Ounces Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Three Months Ended September 30,	(in thousands)				($ per ounce)				($ per ounce)
Yanacocha(2)		355		543	$	420	$	294	$	118	$	78
Equity(3)		187		280

	Gold Ounces Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Nine Months Ended September 30,	(in thousands)				($ per ounce)				($ per ounce)
Yanacocha(2)		1,131		1,559	$	392	$	313	$	106	$	82
Equity(3)		585		801

(1)	ExcludesAmortizationandReclamation and remediation.
(2)	Consolidated gold production includes noncontrolling interests’ share.
(3)	Gold production attributable to Newmont after noncontrolling interests (51.35% of Yanacocha gold ounces produced and 5 thousand ounces from our 46.94% non-consolidated equity interest in La Zanja).

Third quarter 2010 compared to 2009

Yanacocha, Peru.Gold production decreased 35% due to mine sequencing resulting in lower leach tons placed, transitional ore stockpiling at La Quinua and lower mill grade and recovery.Costs applicable to salesper ounce increased 43% due to lower production, higher waste mining and higher diesel and royalty costs, partially offset by higher silver by-product credits.Amortization per ounce increased 51% due to lower production.

First nine months 2010 compared to 2009

Yanacocha, Peru.Gold production decreased 27% due to mine sequencing resulting in lower leach tons placed, transitional ore stockpiling and lower mill grade and recovery.Costs applicable to salesper ounce increased 25% due to lower production and higher waste mining and diesel costs, partially offset by higher silver by-product credits.Amortizationper ounce increased 29% due to lower production.

We now expect consolidated gold production in South America of approximately 1.48 to 1.5 million ounces (previous guidance was 1.5 to 1.6 million ounces) atCosts applicable to salesper ounce of approximately $400 to $420 in 2010 (previous guidance was $360 to $400 per ounce).

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Asia Pacific Operations

	Gold Ounces or
	Copper Pounds Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Three Months Ended September 30,
Gold	(in thousands)				($ per ounce)				($ per ounce)
Boddington		180		4	$	617	$	—	$	166	$	—
Batu Hijau(2)(3)		219		208		211		178		56		44
Other
Jundee		87		103		381		329		88		119
Kalgoorlie (50% owned)		102		95		550		638		44		48
Tanami		69		64		707		684		155		157
Waihi		26		30		726		518		113		168
		284		292		552		526		91		109
Total/Weighted-Average		683		504	$	451	$	380	$	96	$	82
Equity(4)		570		389
Copper	(in millions)				($ per pound)				($ per pound)
Boddington		14		1	$	1.81	$	—	$	0.52	$	—
Batu Hijau(2)(3)		142		141		0.65		0.50		0.18		0.12
Total/Weighted-Average		156		142	$	0.73	$	0.50	$	0.20	$	0.12
Equity(4)		83		64

	Gold Ounces or
	Copper Pounds Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Nine Months Ended September 30,
Gold	(in thousands)				($ per ounce)				($ per ounce)
Boddington		522		4	$	577	$	—	$	164	$	—
Batu Hijau(2)(3)		554		387		235		232		65		59
Other
Jundee		267		304		388		339		95		109
Kalgoorlie (50% owned)		288		241		543		630		40		45
Tanami		183		235		756		613		173		133
Waihi		78		81		681		457		163		217
		816		861		553		506		100		108
Total/Weighted-Average		1,892		1,252	$	469	$	422	$	107	$	93
Equity(4)		1,614		1,039
Copper	(in millions)				($ per pound)				($ per pound)
Boddington		43		1	$	1.80	$	—	$	0.48	$	—
Batu Hijau(2)(3)		420		336		0.66		0.63		0.18		0.16
Total/Weighted-Average		463		337	$	0.76	$	0.63	$	0.21	$	0.16
Equity(4)		253		152

(1)	ExcludesAmortizationandReclamation and remediation.
(2)	Consolidated gold or copper production includes noncontrolling interests’ share.
(3)	Our economic interest in Batu Hijau was 45% during the first nine months of 2009. As a result of transactions with noncontrolling partners, our economic interest in Batu Hijau was 52.44% in the first quarter of 2010 and 48.50% in the second and third quarters of 2010. See Note 12 to the Condensed Consolidated Financial Statements for a discussion of the changes in our ownership and economic interest in Batu Hijau.
(4)	Gold and copper production attributable to Newmont after noncontrolling interests.

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Boddington, Australia.Gold and copper production in the third quarter of 2010 was 180,000 ounces and 14 million pounds, respectively, as Boddington continues to ramp-up. Unplanned mill maintenance resulted in lower throughput and production for July and August, while higher mill grade resulted in higher gold and copper production in September. Compared to the second quarter of 2010, gold and copper production decreased by 2% and 12%, respectively.Costs applicable to saleswere $617 per ounce ($487 per ounce on a by-product basis; see “Non-GAAP Financial Measures” on page 59) and $1.81 per pound, respectively, for the third quarter of 2010.

Gold and copper production in the first nine months of 2010 was 522,000 ounces and 43 million pounds, respectively.Costs applicable to saleswere $577 per ounce ($478 per ounce on a by-product basis; see “Non-GAAP Financial Measures” on page 59) and $1.80 per pound, respectively.Amortizationwas $164 per ounce and $0.48 per pound, respectively.

Third quarter 2010 compared to 2009

Batu Hijau, Indonesia.Copper production increased slightly and gold production increased 5% due to higher mill throughput. Phase 5 mining and Phase 6 waste removal were delayed during the quarter due to abnormally high dry season rainfall, which restricted access to the bottom of the pit and resulted in processing a higher proportion of stockpiled ore.Costs applicable to sales increased 30% per pound and 19% per ounce due to higher waste mining costs, partially offset by higher production.Amortizationincreased 50% per pound and 27% per ounce due to mining a higher proportion of waste material and equipment additions.

Other Australia/New Zealand. Gold production decreased slightly due to lower mill grade at Jundee and Waihi, partially offset by higher mill grade and recovery at Kalgoorlie and Tanami.Costs applicable to salesper ounce increased 5% due to lower production and a stronger Australian dollar.Amortizationper ounce decreased 17% due to higher production at Kalgoorlie and lower capitalized mine development at Jundee and Waihi.

First nine months 2010 compared to 2009

Batu Hijau, Indonesia.Copper and gold production increased 25% and 43%, respectively, due to higher mill throughput and grade as a result of mining deeper in the bottom of Phase 5 in 2010, partially offset by lower recovery. In the fourth quarter, the Company plans to suspend mining at the bottom of Phase 5 and begin processing ore from stockpiles as mining will be primarily for Phase 6 waste removal. The Company expects Phase 6 ore to become the primary ore feed commencing in 2014.Costs applicable to salesper pound and per ounce were slightly higher as higher waste mining costs were mostly offset by higher production.Amortizationincreased 13% per pound and 10% per ounce due to mining a higher proportion of waste material and equipment additions, partially offset by higher production.

Other Australia/New Zealand.Gold production decreased 5% due to lower tons mined, mill grade and throughput at Tanami and lower mill grade at Jundee, partially offset by higher mill grade, throughput and recovery at Kalgoorlie.Costs applicable to salesper ounce increased 9% due to lower production and a stronger Australian dollar.Amortizationper ounce decreased 8% due to lower capitalized mine development at Jundee and Waihi.

Due to lower than expected production at Boddington and Batu Hijau and the stronger Australian dollar, we now expect 2010 consolidated gold production for Asia Pacific of approximately 2.4 to 2.6 million ounces (previous guidance was 2.6 to 2.8 million ounces) atCosts applicable to sales of approximately $475 to $500 per ounce (previous guidance was $440 to $480 per ounce). We also expect consolidated copper production for Asia Pacific of approximately 565 to 605 million pounds of copper (previous guidance was 610 to 670 million pounds) atCosts applicable to salesof approximately $0.85 to $0.95 per pound in 2010.

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Africa Operations

	Gold Ounces Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Three Months Ended September 30,	(in thousands)				($ per ounce)				($ per ounce)
Ahafo		156		145	$	422	$	446	$	160	$	130

	Gold Ounces Produced				Costs Applicable to Sales(1)				Amortization
	2010		2009		2010		2009		2010		2009
Nine Months Ended September 30,	(in thousands)				($ per ounce)				($ per ounce)
Ahafo		408		409	$	456	$	424	$	151	$	125

⁽¹⁾ ExcludesAmortizationandReclamation and remediation.

Third quarter 2010 compared to 2009

Ahafo, Ghana.Gold production increased 8% due to higher grade ore, partially offset by lower throughput.Costs applicable to salesper ounce decreased 5% due to higher production and increases in ore stockpiles, partially offset by higher diesel and royalty costs.Amortizationper ounce increased 23% due to higher capitalized mine development and equipment additions.

First nine months 2010 compared to 2009

Ahafo, Ghana.Gold production was consistent with prior year whileCosts applicable to sales per ounce increased 8% due to higher diesel and royalty costs.Amortizationper ounce increased 21% due to higher capitalized mine development and equipment additions.

Due to higher than projected production in the first nine months of 2010, we now expect 2010 gold production at Ahafo of between 520,000 and 540,000 ounces (previous guidance was 500,000 to 530,000 ounces) atCosts applicable to salesbetween $430 and $470 per ounce (previous guidance was $475 to $515 per ounce).

Foreign Currency Exchange Rates

Our foreign operations sell gold and copper production based on U.S. dollar metal prices. Approximately 36% of ourCosts applicable to saleswere paid in local currencies during the third quarter and first nine months of 2010 compared to 22% during the third quarter and first nine months of 2009. The increase in the percentage of ourCosts applicable to salespaid in local currencies is primarily due to the start-up of Boddington. Variations in the local currency exchange rates in relation to the U.S. dollar at our foreign mining operations increased consolidatedCosts applicable to salesper ounce by approximately $4, net of hedging gains and losses, during the third quarter of 2010 as compared to the third quarter of 2009 and by approximately $14 during the first nine months of 2010 compared to the first nine months of 2009.

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Liquidity and Capital Resources

Cash Provided from Operating Activities

Net cash provided from continuing operationsincreased 20% for the first nine months of 2010 to $2,335 from $1,946 for the first nine months of 2009 due to higher realized gold and copper prices and higher sales volumes, partially offset by net income taxes paid of $893 in 2010 compared to $53 in 2009.

Investing Activities

Net cash used in investing activitiesdecreased to $1,002 during the first nine months of 2010 compared to $2,088 during the same period of 2009, due largely to the 2009 Boddington acquisition and completion of the Boddington construction in the fourth quarter of 2009. Additions to property, plant and mine development were as follows:

	Nine Months Ended September 30,
	2010		2009
North America:
Nevada	$	200	$	154
Hope Bay		88		4
La Herradura		33		34
		321		192
South America:
Yanacocha		109		78
Conga		86		16
		195		94
Asia Pacific:
Boddington		106		961
Jundee		30		21
Tanami		59		42
Kalgoorlie		14		6
Waihi		8		6
Batu Hijau		48		30
Other		11		2
		276		1,068
Africa:
Ahafo		80		42
Akyem		49		4
		129		46
Corporate and Other		23		12
Accrual basis		944		1,412
Decrease (increase) in accrued capital expenditures		28		(98	)
Cash basis	$	972	$	1,314

Capital expenditures in North America are primarily related to infrastructure at the Hope Bay project in Canada, development at the Turf/Leeville underground project in Nevada, and sustaining mine development. Capital expenditures in South America are primarily related to the Conga project and leach pad development at Yanacocha. The majority of capital expenditures in Asia Pacific are for surface and underground development, mining equipment, tailings facility construction and infrastructure improvements. Capital expenditures in Africa are primarily related to the development of Akyem and the Amoma pit, tailings dam construction and infrastructure improvements at Ahafo. We now expect 2010 capital expenditures to be approximately $1,300 to $1,500 (from $1,400 to $1,600).

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Capital expenditures in North America during the first nine months of 2009 were primarily related to surface and underground mine development at Nevada. Capital expenditures in South America primarily related to the Conga project and dewatering, equipment purchases and leach pad development at Yanacocha. The majority of capital expenditures in Asia Pacific were for the Boddington project, (which includes 100% ownership for 2009) with other capital expenditures for mine development in Australia and equipment purchases at Batu Hijau. Capital expenditures in Africa primarily related to mine and infrastructure development at Ahafo.

Acquisitions, net.During the first nine months of 2009 we paid $741 (net of $1 cash acquired) and paid $14 in acquisition costs to acquire the remaining 33.33% interest in Boddington. Consideration also included $240 paid in cash in December 2009 and a contingent royalty capped at $100, equal to 50% of the average realized operating margin (Revenue lessCosts applicable to saleson a by-product basis), if any, exceeding $600 per ounce, payable on one-third of gold sales from Boddington. The first $2 contingent consideration payment was paid in the third quarter of 2010. Additionally, we paid $11 for a mining property near the La Herradura, Mexico operation in the first nine months of 2009.

Proceeds from sale of other assets.During the first nine months of 2010 we received $13 from the sale of our 40% interest in AGR Matthey Joint Venture (“AGR”) and $5 for the sale of an exploration property in Armenia. We also received $34 from the sale of other assets including non-core assets held at Tanami.

Financing Activities

Net cash provided from (used in) financing activities of continuing operationswas $(584) and $2,689 during the first nine months of 2010 and 2009, respectively.

Proceeds from and repayment of debt, net.During the first nine months of 2010, we repaid $274 of debt, including pre-payment of the $220 remaining under the PTNNT project financing facility, scheduled debt repayments of $24 related to the sale-leaseback of the refractory ore treatment plant (classified as a capital lease) and $30 on other credit facilities and capital leases. At September 30, 2010, $441 of the $2,000 revolving credit facility is currently used to secure the issuance of letters of credit, primarily supporting reclamation obligations (see“Off-Balance Sheet Arrangements”below).

During the first nine months of 2009, we received proceeds from debt of $4,302, including $1,756 under our revolving credit facility, $1,082 net proceeds from the issuance of senior notes due in 2039, $896 net proceeds from the issuance of senior notes due in 2019, $504 net proceeds from the issuance of convertible senior notes due in 2012 and $64 million from other credit facilities. In addition, we repaid $2,604 of debt, including $2,513 under the revolving credit facility, $43 million for the Batu Hijau project financing facility, $24 related to the sale-leaseback of the refractory ore treatment plant (classified as a capital lease) and $24 on other credit facilities and capital leases.

Scheduled minimum debt repayments are $16 for the remainder of 2010, $285 in 2011, $582 in 2012, $72 in 2013, $550 in 2014, and $3,073 thereafter. We expect to be able to fund maturities of debt fromNet cash provided by operating activities, short-term investments, existing cash balances and available credit facilities.

At September 30, 2010, we were in compliance with all required debt covenants and other restrictions related to debt agreements.

Sale of subsidiary shares to noncontrolling interests.In March 2010, Nusa Tenggara Partnership (“NTP”) completed the sale of 7% of shares in PTNNT to a third party buyer. This transaction reduced our direct ownership interest in PTNNT to 31.5%. Cash proceeds from the sale were $229, with our 56.25% share being $129 and the balance of $100 was paid to our NTP partner.

Acquisition of subsidiary shares from noncontrolling interests.On June 25, 2010, P.T. Pukuafu Indah (“PTPI”), an unrelated noncontrolling partner of PTNNT, completed the sale of an approximately 2.2% interest in PTNNT to PT Indonesia Masbaga Investama (“PTIMI”). To enable the transaction to proceed, we released our rights to the dividends payable on this 2.2% interest and released our security interest in the associated shares. We further agreed to advance certain funds to PTIMI to enable it to purchase the interest in exchange for an assignment by PTIMI to us of the dividends payable on the 2.2% interest (net of withholding tax), a pledge of the shares as security for the loan, and certain voting rights and obligations. The funds that we advanced to PTIMI and which it paid to PTPI for the shares were used by PTPI to reduce its outstanding loan balance with us. Upon completion of this transaction, PTPI requested and was allowed to make additional draw-downs under our agreement with PTPI. Our economic interest in PTPI’s and PTIMI’s combined 20% interest in PTNNT remains at 17% and has not changed as a result of these transactions.

57

On December 22, 2009, we entered into a transaction with PTPI whereby we agreed to advance certain funds to PTPI in exchange for a pledge of the noncontrolling partner’s 20% share of PTNNT dividends, net of withholding tax, certain voting rights and obligations, and a commitment from PTPI to support the application of our standards to the operation of the Batu Hijau mine. As a result, our effective economic interest in PTNNT increased by 17%. In connection with the above transaction, we advanced additional funds to PTPI during the first nine months of 2010.

Dividends paid to common stockholders.We declared regular quarterly dividends totaling $0.35 and $0.30 per common share for the nine months ended September 30, 2010 and September 30, 2009, respectively. Additionally, Newmont Mining Corporation of Canada Limited, a subsidiary of the Company, declared regular quarterly dividends on its exchangeable shares totaling C$0.3612 per share through September 30, 2010 and C$0.3559 through September 30, 2009. We paid dividends of $172 and $147 to common stockholders in the first nine months of 2010 and 2009, respectively.

Dividends paid to noncontrolling interest.We paid dividends of $360 and $115 to noncontrolling interests during the first nine months of 2010 and 2009, respectively. The dividends paid during the first nine months of 2010 included $100 for our NTP partner’s share of the sale of the 7% interest in Batu Hijau and $258 for our partners’ share of $576 in PTNNT dividends declared to date.

Proceeds from stock issuance.We received proceeds of $56 and $1,248 during the first nine months of 2010 and 2009, respectively, from the issuance of common stock. In February 2009 we completed a public offering of 34,500,000 shares of common stock at $37.00 per share, for net proceeds of $1,236.

Discontinued Operations

Net operating cash provided from (used in) discontinued operationswas $(13) and $3 in the first nine months of 2010 and 2009, respectively, related to the Kori Kollo operation in Bolivia, sold in 2009.

Net cash used in financing activities of discontinued operationswas $2 in the first nine months of 2009 for repayment of debt at Kori Kollo.

Off-Balance Sheet Arrangements

We have the following off-balance sheet arrangements: operating leases (as discussed in Note 30 to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2009, filed on February 25, 2010), $1,171 of outstanding letters of credit, surety bonds and bank guarantees (see Note 26 to the Condensed Consolidated Financial Statements) and sales agreements to sell copper and gold concentrates at market prices as follows (in thousands of tons):

	2010		2011		2012		2013		2014		Thereafter
Batu Hijau		156		420		440		430		518		—
Boddington		180		248		248		243		254		904
Nevada		50		46		—		—		—		—
		386		714		688		673		772		904

Environmental

Our mining and exploration activities are subject to various federal and state laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. We conduct our operations so as to protect the public health and environment and believe our operations are in compliance with applicable laws and regulations in all material respects. We have made, and expect to make in the future, expenditures to comply with such laws and regulations, but cannot predict the full amount of such future expenditures. Estimated future reclamation costs are based principally on legal and regulatory requirements. At September 30, 2010 and December 31, 2009, $719 and $698, respectively, were accrued for reclamation costs relating to currently producing mineral properties.

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In addition, we are involved in several matters concerning environmental obligations associated with former mining activities. Generally, these matters concern developing and implementing remediation plans at the various sites involved. We believe that the related environmental obligations associated with these sites are similar in nature with respect to the development of remediation plans, their risk profile and the compliance required to meet general environmental standards. Based upon our best estimate of our liability for these matters, $148 and $161 were accrued for such obligations at September 30, 2010 and December 31, 2009, respectively. Depending upon the ultimate resolution of these matters, we believe that it is reasonably possible that the liability for these matters could be as much as 159% greater or 3% lower than the amount accrued at September 30, 2010. The amounts accrued for these matters are reviewed periodically based upon facts and circumstances available at the time. Changes in estimates are charged toReclamation and remediationin the period estimates are revised.

For more information on the Company’s reclamation and remediation liabilities, see Notes 4 and 26 to the Consolidated Financial Statements.

During the first nine months of 2010 and 2009, capital expenditures were approximately $54 and $118, respectively, to comply with environmental regulations. Ongoing costs to comply with environmental regulations have not been a significant component of operating costs.

Newmont spent $15, during the first nine months of 2010 and 2009, respectively, for environmental obligations related to the former, primarily historic, mining activities discussed in Note 4 to the Consolidated Financial Statements.

Accounting Developments

For a discussion of Recently Adopted Accounting Pronouncements, see Note 2 to the Condensed Consolidated Financial Statements.

Non-GAAP Financial Measures

Non-GAAP financial measures are intended to provide additional information only and do not have any standard meaning prescribed by generally accepted accounting principles (“GAAP”). These measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP.

Adjusted net income

Management of the Company usesAdjusted net incometo evaluate the Company’s operating performance, and for planning and forecasting future business operations. The Company believes the use ofAdjusted net incomeallows investors and analysts to compare results of the continuing operations of the Company and its direct and indirect subsidiaries relating to the production and sale of minerals to similar operating results of other mining companies, by excluding exceptional or unusual items, income or loss from discontinued operations and the permanent impairment of assets, including marketable securities and goodwill. Management’s determination of the components ofAdjusted net incomeare evaluated periodically and based, in part, on a review of non-GAAP financial measures used by mining industry analysts.Net income attributable to Newmont stockholdersis reconciled toAdjusted net incomeas follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
Net income attributable to Newmont stockholders	$	537		$	388		$	1,465		$	739
Income tax benefit from internal restructuring		—			—			(127	)		—
Net gain on asset sales		(3	)		(2	)		(35	)		(2	)
PTNNT community contribution		—			—			13			—
Impairment of assets		—			1			3			6
Boddington acquisition costs		—			—			—			44
Discontinued operations loss		—			—			—			9
Adjusted net income	$	534		$	387		$	1,319		$	796
Adjusted net income per share(1)	$	1.08		$	0.79		$	2.68		$	1.64

⁽¹⁾ Calculated using weighted average number of shares outstanding, basic.

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By-product costs applicable to sales

SalesandCosts applicable to salesfor Boddington are presented in the Condensed Consolidated Financial Statements for both gold and copper due to the significant portion of copper production (approximately 15-20% of total sales based on the latest life-of-mine plan and metal price assumptions). The co-product method allocates costs applicable to sales to each metal based on specifically identifiable costs where applicable and on a relative proportion of sales values for other costs. Management also assesses the performance of the Boddington mine on a by-product basis due to the majority of sales being derived from gold and to determine contingent consideration payments to AngloGold. The by-product method deducts copper sales margin from costs applicable to sales as shown in the following table:

	Three Months Ended			Nine Months Ended
	September 30, 2010			September 30, 2010
Co-product costs applicable to sales — gold	$	91		$	284
Less copper margin:
Sales — copper		38			117
Costs applicable to sales — copper		(19	)		(68	)
		19			49
By-product costs applicable to sales — gold	$	72		$	235
Costs applicable to sales — gold ($  per ounce)
Co-product	$	617		$	577
By-product	$	487		$	478
Gold ounces sold (in thousands)		148			492

Safe Harbor Statement

Certain statements contained in this report (including information incorporated by reference) are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provided for under these sections. Our forward-looking statements include, without limitation: (a) statements regarding future earnings, and the sensitivity of earnings to gold and other metal prices; (b) estimates of future mineral production and sales for specific operations and on a consolidated basis; (c) estimates of future production costs and other expenses, for specific operations and on a consolidated basis; (d) estimates of future cash flows and the sensitivity of cash flows to gold and other metal prices; (e) estimates of future capital expenditures and other cash needs for specific operations and on a consolidated basis and expectations as to the funding thereof; (f) statements as to the projected development of certain ore deposits, including estimates of development and other capital costs, financing plans for these deposits, and expected production commencement dates; (g) estimates of future costs and other liabilities for certain environmental matters; (h) estimates of reserves, and statements regarding future exploration results and reserve replacement; (i) statements regarding modifications to Newmont’s hedge positions; (j) statements regarding future transactions relating to portfolio management or rationalization efforts; and (k) projected synergies and costs associated with acquisitions and related matters.

Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, our forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by those forward-looking statements. Important factors that could cause actual results to differ materially from such forward-looking statements (“cautionary statements”) are disclosed under “Risk Factors” in the Newmont Annual Report on Form 10-K for the year ended December 31, 2009, as well as in other filings with the Securities and Exchange Commission. Many of these factors are beyond Newmont’s ability to control or predict. Given these uncertainties, readers are cautioned not to place undue reliance on our forward-looking statements.

All subsequent written and oral forward-looking statements attributable to Newmont or to persons acting on its behalf are expressly qualified in their entirety by the cautionary statements. Newmont disclaims any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
(dollars in millions, except per ounce and per pound amounts).

Metal Prices

Changes in the market price of gold significantly affect our profitability and cash flow. Gold prices can fluctuate widely due to numerous factors, such as demand; forward selling by producers; central bank sales, purchases and lending; investor sentiment; the strength of the U.S. dollar; inflation, deflation, or other general price instability; and global mine production levels. Changes in the market price of copper also affect our profitability and cash flow. Copper is traded on established international exchanges and copper prices generally reflect market supply and demand, but can also be influenced by speculative trading in the commodity or by currency exchange rates.

Hedging

Our strategy is to provide shareholders with leverage to changes in gold and copper prices by selling our production at spot market prices. Consequently, we do not hedge our gold and copper sales. We have and will continue to manage risks associated with commodity input costs, interest rates and foreign currencies using the derivative market.

By using derivatives, we are affected by credit risk, market risk and market liquidity risk. Credit risk is the risk that a third party might fail to fulfill its performance obligations under the terms of a financial instrument. We mitigate credit risk by entering into derivatives with high credit quality counterparties, limiting the amount of exposure to each counterparty, and monitoring the financial condition of the counterparties. Market risk is the risk that the fair value of a derivative might be adversely affected by a change in underlying commodity prices, interest rates, or currency exchange rates, and that this in turn affects our financial condition. We manage market risk by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken. We mitigate this risk by establishing trading agreements with counterparties under which we are not required to post any collateral or make any margin calls on our derivatives. Our counterparties cannot require settlement solely because of an adverse change in the fair value of a derivative. Market liquidity risk is the risk that a derivative cannot be eliminated quickly, by either liquidating it or by establishing an offsetting position. Under the terms of our trading agreements, counterparties cannot require us to immediately settle outstanding derivatives, except upon the occurrence of customary events of default such as covenant breeches, including financial covenants, insolvency or bankruptcy. We generally mitigate market liquidity risk by spreading out the maturity of our derivatives over time.

Cash Flow Hedges

We utilize foreign currency contracts to reduce the variability of the US dollar amount of forecasted foreign currency expenditures caused by changes in exchange rates. We hedge a portion of our A$, NZ$ and IDR denominated operating expenditures which results in a blended rate realized each period. The hedging instruments are fixed forward contracts with expiration dates ranging up to five years from the date of issue. The principal hedging objective is reduction in the volatility of realized period-on-period $/A$, $/NZ$ and IDR/$ rates, respectively. We use diesel contracts to reduce the variability of our operating cost exposure related to diesel prices of fuel consumed at our Nevada operations. All of the currency and diesel contracts have been designated as cash flow hedges of future expenditures, and as such, changes in the market value have been recorded inAccumulated other comprehensive income. Gains and losses from hedge ineffectiveness are recognized in current earnings.

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Foreign Currency Exchange Risk

We had the following derivative instruments designated as hedges with fair values at September 30, 2010 and December 31, 2009:

	Expected Maturity Date																					Fair Value, Net
																			Total			At September 30,		At December 31,
	2010			2011			2012			2013			2014			2015			Average			2010		2009
A$ Fixed Forward Contracts:
$ (millions)	$	215		$	688		$	395		$	134		$	77		$	44		$	1,553		$	233	$	130
Average rate ($/A$)		0.81			0.80			0.81			0.81			0.80			0.78			0.81
A$ notional (millions)		264			862			486			165			96			56			1,929
Expected hedge ratio		80	%		63	%		36	%		12	%		8	%		6	%		30	%
NZ$ Fixed Forward Contracts:
$ (millions)	$	12		$	39		$	10		$	—		$	—		$	—		$	61		$	4	$	6
Average rate ($/NZ$)		0.66			0.68			0.67			—			—			—			0.67
NZ$ notional (millions)		18			58			15			—			—			—			91
Expected hedge ratio		70	%		50	%		18	%		—			—			—			40	%
IDR Fixed Forward Contracts:
$ (millions)	$	2		$	—		$	—		$	—		$	—		$	—		$	2		$	—	$	1
Average rate (IDR/$)		10,062			—			—			—			—			—			10,062
IDR notional (millions)		20,123			—			—			—			—			—			20,123
Expected hedge ratio		18	%		—			—			—			—			—			18	%

Diesel Price Risk

We had the following diesel derivative contracts with fair values at September 30, 2010 and December 31, 2009:

	Expected Maturity Date												Fair Value, Net
										Total			At September 30,		At December 31,
	2010			2011			2012			Average			2010		2009
Diesel Fixed Forward Contracts:
$ (millions)	$	13		$	39		$	10		$	62		$	3	$	6
Average rate ($/gallon)		2.10			2.25			2.38			2.24
Diesel gallons (millions)		6			17			4			27
Expected Nevada hedge ratio		63	%		41	%		13	%		33	%

Fair Value Hedges

Interest Rate Risk

At September 30, 2010, we had $222 fixed to floating swap contracts designated as a hedge against our 8 5/8% debentures due 2011. The interest rate swap contracts assist in managing our mix of fixed and floating rate debt. Under the hedge contract terms, we receive fixed-rate interest payments at 8.63% and pay floating-rate interest amounts based on periodic London Interbank Offered Rate (“LIBOR”) settings plus a spread, ranging from 2.60% to 7.63%. The interest rate swap contracts were designated as fair value hedges and changes in fair value have been recorded in income in each period, consistent with recording changes to the mark-to-market value of the underlying hedged liability in income. The fair value of the interest rate swaps was $5 and $7 at September 30, 2010 and December 31, 2009, respectively.

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Provisional Copper and Gold Sales

Our provisional copper and gold sales contain an embedded derivative that is required to be separated from the host contract for accounting purposes. The host contract is the receivable from the sale of the gold and copper concentrates at the prevailing indices’ prices at the time of sale. The embedded derivative, which does not qualify for hedge accounting, is marked to market through earnings each period prior to final settlement.

LME copper prices averaged $3.29 per pound during the three months ended September 30, 2010, compared with our recorded average provisional price of $3.41 per pound before mark-to-market gains and treatment and refining charges. LME copper prices averaged $3.26 per pound during the nine months ended September 30, 2010, compared with our recorded average provisional price of $3.31 per pound before mark-to-market gains and treatment and refining charges. The applicable forward copper price at the end of the third quarter was $3.65 per pound. During the three months ended September 30, 2010, changes in copper prices resulted in a provisional pricing mark-to-market gain of $78 ($0.49 per pound). During the nine months ended September 30, 2010, changes in copper prices resulted in a provisional pricing mark-to-market gain of $30 ($0.07 per pound). At September 30, 2010, we had copper sales of 151 million pounds priced at an average of $3.65 per pound, subject to final pricing over the next several months. Each $0.10 change in the price for provisionally priced sales would have an approximate $5 effect on ourNet income attributable to Newmont stockholders. The LME closing settlement price at September 30, 2010 for copper was $3.65 per pound.

The average London P.M. fix for gold was $1,222 per ounce during the three months ended September 30, 2010, compared with our recorded average provisional price of $1,227 per ounce before mark-to-market gains and treatment and refining charges. The average London P.M. fix for gold was $1,178 per ounce during the nine months ended September 30, 2010, equal to our recorded average provisional price per ounce before mark-to-market gains and treatment and refining charges. The applicable forward gold price at the end of the third quarter was $1,308 per ounce. During the three months ended September 30, 2010, changes in gold prices resulted in a provisional pricing mark-to-market gain of $5 ($3 per ounce). During the nine months ended September 30, 2010, changes in gold prices resulted in a provisional pricing mark-to-market gain of $27 ($6 per ounce). At September 30, 2010, we had gold sales of 146,000 ounces priced at an average of $1,308 per ounce, subject to final pricing over the next several months. Each $10 change in the price for provisionally priced gold sales would have an approximate $1 effect on ourNet income attributable to Newmont stockholders. The London P.M closing settlement price at September 30, 2010 for gold was $1,308 per ounce.

ITEM 4. CONTROLS AND PROCEDURES.

During the fiscal period covered by this report, the Company’s management, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the required time periods and are designed to ensure that information required to be disclosed in its reports is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

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PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Information regarding legal proceedings is contained in Note 26 to the Condensed Consolidated Financial Statements contained in this Report and is incorporated herein by reference.

ITEM 1A. RISK FACTORS.

There were no material changes to the risk factors disclosed in Item 1A of Part 1 in our Annual Report on Form 10-K for the year ended December 31, 2009, as filed with the SEC on February 25, 2010.

ITEM 2. ISSUER PURCHASES OF EQUITY SECURITIES.

					(c)		(d)
	(a)		(b)		Total Number of		Maximum Number (or
	Total		Average		Shares Purchased		Approximate Dollar Value)
	Number of		Price		as Part of Publicly		of Shares that may yet be
	Shares		Paid Per		Announced Plans		Purchased under the
Period	Purchased		Share		or Programs		Plans or Programs
July 1, 2010 through July 31, 2010		—		—		—		N/A
August 1, 2010 through August 31, 2010		—		—		—		N/A
September 1, 2010 through September 30, 2010		—		—		—		N/A

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 5. OTHER INFORMATION.

Mine and Health Administration Safety Disclosures

At Newmont, safety is a core value and we strive for superior performance. Our health and safety management system, which includes detailed standards and procedures for safe production, addresses topics such as employee training, risk management, workplace inspection, emergency response, accident investigation and program auditing. In addition to strong leadership and involvement from all levels of the organization, these programs and procedures form the cornerstone of safety at Newmont, helping to ensure that employees are provided a superior safe and healthy environment and providing a means to reduce workplace accidents, incidents and losses, comply with all mining-related regulations and provide support for both regulators and the industry to improve mine safety.

In addition, we have an established “Rapid Response” process to mitigate and prevent the escalation of adverse consequences in the event that existing risk management controls fail, particularly in the event of an incident that may have the potential to seriously impact the safety of employees, the community or the environment. This process (i) provides appropriate support to an affected site to complement their technical response to an incident, (ii) minimizes the impact by considering the environmental, strategic, legal, financial and public image aspects of the incident, (iii) ensures communications are being carried out in accordance with legal and ethical requirements, and (iv) identifies actions that need to be taken on a broader scale than can be predicted by those involved in overcoming the immediate hazards.

The operation of our mines is subject to regulation by the Federal Mine Safety and Health Administration (“MSHA”) under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”). MSHA inspects our mines on a regular basis and issues various citations and orders when it believes a violation has occurred under the Mine Act. Following passage of The Mine Improvement and New Emergency Response Act of 2006, MSHA significantly increased the numbers of citations and orders charged against mining operations. The dollar penalties assessed for citations issued has also generally increased in recent years.

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The following disclosures are provided pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) made law in July 2010, which requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Mine Act. Under the Act, the SEC is authorized to issue rules and regulations to carry out the purposes of these provisions, but has not done so as of the date of this quarterly report. While we believe the following disclosures meet the requirements of the Act, it is possible that any rule-making by the SEC will require disclosures to be presented in a form that differs from this presentation. The disclosures reflect our U.S. mining operations only as the requirements of the Act do not apply to our mines operated outside the U.S.

Mine Safety Information.Whenever MSHA believes a violation of the Mine Act, any health or safety standard or any regulation has occurred, it may issue a citation which describes the alleged violation and fixes a time within which the operator (e.g. our subsidiary, Newmont USA Limited) must abate the alleged violation. In some situations, such as when MSHA believes that conditions pose a hazard to miners, MSHA may issue an order removing miners from the area of the mine affected by the condition until the alleged hazards are corrected. When MSHA issues a citation or order, it generally proposes a civil penalty, or fine, as a result of the alleged violation, that the operator is ordered to pay. Citations and orders can be contested and appealed, and as part of that process, are often reduced in severity and amount, and are sometimes dismissed. The number of citations, orders and proposed assessments vary depending on the size and type (underground or surface) of the mine as well as by the MSHA inspector(s) assigned.

The following table reflects citations and orders issued to us by MSHA during the three months ended September 30, 2010 and pending legal actions before the Federal Mine Safety and Health Review Commission (the “Commission”) as of September 30, 2010. The proposed assessments for the three months ended September 30, 2010 were taken from the MSHA data retrieval system as of October 14, 2010.

Additional information about the Act and MSHA references used in the table follows.

• Section 104 Citations: Citations received from MSHA under section 104 of the Mine Act, which includes citations for health or safety standards that could significantly and substantially contribute to a serious injury if left unabated.

• Section 104(b) Orders: Orders issued by MSHA under section 104(b) of the Mine Act, which represents a failure to abate a citation under section 104(a) within the period of time prescribed by MSHA. This results in an order of immediate withdrawal from the area of the mine affected by the condition until MSHA determines that the violation has been abated.

• Section 104(d) Citations and Orders: Citations and orders issued by MSHA under section 104(d) of the Mine Act for unwarrantable failure to comply with mandatory health or safety standards.

• Section 110(b)(2) Violations: Flagrant violations issued by MSHA under section 110(b)(2) of the Mine Act.

• Section 107(a) Orders: Orders issued by MSHA under section 107(a) of the Mine Act for situations in which MSHA determined an “imminent danger” (as defined by MSHA) existed.

• Pending Legal Actions: Pending legal actions before the Commission as required to be reported by Section 1503(a)(3) of the Act. The Commission is an independent adjudicative agency that provides administrative trial and appellate review of legal disputes arising under the Mine Act. These cases may involve, among other questions, challenges by operators to citations, orders and penalties they have received from MSHA or complaints of discrimination by miners under Section 105 of the Mine Act. The following is a brief description of the types of legal actions that may be brought before the Commission.

• Contests of Citations and Orders — A contest proceeding may be filed with the Commission by operators, miners or miners’ representatives to challenge the issuance of a citation or order issued by MSHA.

• Contests of Proposed Penalties (Petitions for Assessment of Penalties) — A contest of a proposed penalty is an administrative proceeding before the Commission challenging a civil penalty that MSHA has proposed for the alleged violation contained in a citation or order. The validity of the citation may also be challenged in this proceeding as well.

• Complaints for Compensation — A complaint for compensation may be filed with the Commission by miners entitled to compensation when a mine is closed by certain withdrawal orders issued by MSHA. The purpose of the proceeding is to determine the amount of compensation, if any, due miners idled by the orders.

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• Complaints of Discharge, Discrimination or Interference — A discrimination proceeding is a case that involves a miner’s allegation that he or she has suffered a wrong by the operator because he or she engaged in some type of activity protected under the Mine Act, such as making a safety complaint.

• Temporary Reinstatement Proceedings — Temporary reinstatement proceedings involve cases in which a miner has filed a complaint with MSHA stating he or she has suffered discrimination and the miner has lost his or her position.

• Emergency Response Plan (“ERP”) Dispute Proceedings — ERP dispute proceedings are cases brought before the Commission when an operator is issued a citation because it has not agreed to include a certain provision in its ERP.

					Section
					104(d)						($ in millions)
	Section		Section		Citations		Section		Section		Proposed				Pending
	104		104(b)		and		110(b)(2)		107(a)		MSHA				Legal
Mine(1)(2)	Citations(3)		Orders(3)		Orders(3)		Violations		Orders(3)		Assessments(4)		Fatalities		Actions(5)
Chukar		6		—		—		—		—	$	—		—		3
Deep Post		9		—		—		—			$	—		—		7
Genesis		5		—		—		—		1	$	0.01		—		11
Leeville		25		—		—		—		—	$	—		—		15
Midas		33		—		2		—		—	$	0.02		—		10
Mill 6		5		—		—		—		—	$	—		—		4
Phoenix		8		—		—		—		—	$	—		—		3
South Area		15		—		3		—		1	$	—		—		6
Twin Creeks		9		—		1		—		2	$	—		—		5
Lone Tree		—		—		—		—		—	$	—		—		2
Sage Mill		—		—		—		—		—	$	—		—		3
TOTAL		115		—		6		—		4	$	0.03		—		69

(1)	The table above reflects citations and orders issued to us by MSHA during the three months ended September 30, 2010 and the pending legal actions before the Commission as of September 30, 2010.
(2)	The definition of mine under section 3 of the Mine Act includes the mine, as well as other items used in, or to be used in, or resulting from, the work of extracting minerals, such as land, structures, facilities, equipment, machines, tools, and minerals preparation facilities. Unless otherwise indicated, any of these other items associated with a single mine have been aggregated in the totals for that mine. MSHA assigns an identification number to each mine and may or may not assign separate identification numbers to related facilities such as preparation facilities. We are providing the information in the table by mine rather than MSHA identification number because that is how we manage and operate our mining business and we believe this presentation will be more useful to investors than providing information based on MSHA identification numbers.
(3)	38 Section 104 Citations, one Section 104(d) Citation and/or Orders and one Section 107(a) Order were subject to contest as of September 30, 2010.
(4)	Represents the total dollar value of the proposed assessment from MSHA under the Mine Act pursuant to the citations and or orders preceding such dollar value in the corresponding row.
(5)	The foregoing list includes legal actions which were initiated prior to the current reporting period and which do not necessarily relate to citations, orders or proposed assessments issued by MSHA during the quarter-ended September 30, 2010. Of the 69 pending legal actions, 65 represent contests of 341 citations or orders (for which the aggregate amount assessed to date is less than $1 million) and the remaining 4 represent complaints of discrimination.

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Pattern or Potential Pattern of Violations. During the three months ended September 30, 2010, none of the mines operated by us received written notice from MSHA of (a) a pattern of violations of mandatory health or safety standards that are of such nature as could have significantly and substantially contributed to the cause and effect of mine health or safety hazards under section 104(e) of the Mine Act or (b) the potential to have such a pattern.

ITEM 6. EXHIBITS.

(a) The exhibits to this report are listed in the Exhibit Index.

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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.

	Newmont Mining Corporation (Registrant)
Date: November 2, 2010	/s/ RUSSELL BALL
	Russell Ball
	Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date: November 2, 2010	/s/ ROGER P. JOHNSON
	Roger P. Johnson
	Vice President and Chief Accounting Officer (Principal Accounting Officer)

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NEWMONT MINING CORPORATION

EXHIBIT INDEX

Exhibit
Number		Description
	12.1	Computation of Ratio of Earnings to Fixed Charges, filed herewith
	31.1	Certification Pursuant to Rule 13A-14 or 15-D-14 of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 signed by the Principal Executive Officer, filed herewith.
	31.2	Certification Pursuant to Rule 13A-14 or 15-D-14 of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 signed by the Chief Financial Officer, filed herewith.
	32.1	Statement Required by 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 signed by Principal Executive Officer, filed herewith.(1)
	32.2	Statement Required by 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 signed by Chief Financial Officer, filed herewith.(1)
	101	The following materials are filed herewith: (i) XBRL Instance, (ii) XBRL Taxonomy Extension Schema, (iii) XBRL Taxonomy Extension Calculation, (iv) XBRL Taxonomy Extension Labels, (v) XBRL Taxonomy Extension Presentation, and (vi) XBRL Taxonomy Extension Definition. In accordance with Rule 406T of Regulation S-T, the information in these exhibits is furnished and deemed not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Exchange Act of 1934, and otherwise is not subject to liability under these sections and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as expressly set forth by the specific reference in such filing.

⁽¹⁾ This document is being furnished in accordance with SEC Release Nos. 33-8212 and 34-47551.

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