Lake Victoria Mining 10Q/A 2010 Q3 Quarterly report (amended)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A-1

[X]	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2009

Commission File Number 000-53291

LAKE VICTORIA MINING COMPANY, INC.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

1781 Larkspur Drive

Golden, CO 80401

(Address of principal executive offices, including zip code.)

(303) 586-1390

(telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days. YES [X] 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 the definitions of “large accelerated filer, “accelerated filer,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	[ ]	Accelerated Filer	[ ]
Non-accelerated Filer	[ ]	Smaller Reporting Company	[X]
(do not check if smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X]

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 68,500,575 as of May 14, 2010.

REASON FOR AMENDMENT

Lake Victoria Mining Company has reviewed the accounting for the share exchange agreement between Lake Victoria Mining Company and Kilimanjaro Mining Company, and based upon this review, the Company has revised the accounting principles used for the share exchange; and this share exchange has altered the Company’s financial statements as revised in this filing.

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

		INDEX

CONSOLIDATED FINANCIAL STATEMENTS
	Consolidated Balance Sheets	F-1
	Consolidated Statements of Operations and Comprehensive Income (Loss)	F-2
	Consolidated Statement of Cash Flows	F-3
	Consolidated Statement of Stockholders' Equity	F-4
NOTES TO THE FINANCIAL STATEMENTS		F-6

-2-

LAKE VICTORIA MINING COMPANY, INC.
(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)
(AN EXPLORATION STAGE COMPANY)
CONSOLIDATED BALANCE SHEETS
RESTATED

	December 31,
	2009			March 31,
	(Unaudited)			2009

ASSETS

CURRENT ASSETS
Cash	$	381,926		$	530,569
Advances and deposits		75,876			3,792
Advances to related party		499,043			1,537,849
Total Current Assets		956,845			2,072,210

PROPERTY AND EQUIPMENT, NET		99,242			8,322

TOTAL ASSETS	$	1,056,087		$	2,080,532


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable	$	845,090		$	359,258
Acquisition liabilities		61,482			300,000
Notes payable		2,713			-
Accrued expenses		-			125,000
Other payables		12,515			-
Total Current Liabilities		921,801			784,258

COMMITMENTS AND CONTINGENCIES		-			-

STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, $0.00001 par value: 100,000,000		-			-
authorized, no shares outstanding
Common stock, $0.00001 par value;
100,000,000 shares authorized 60,527,575 and 26,522,808
shares issued and outstanding, respectively		605			266
Additional paid-in capital		7,653,026			2,935,914
Subscription receivable		(13,275	)		(13,280	)
Accumulated deficit during exploration stage		(7,506,069	)		(2,315,005	)
		134,287			607,894

NON-CONTROLLING INTEREST		-			688,380
Total Stockholders' Equity (Deficit)		134,287			1,296,274

TOTAL LIABILITIES AND
STOCKHOLDERS’ EQUITY (DEFICIT)	$	1,056,087		$	2,080,532

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-1

-3-

LAKE VICTORIA MINING, INC.
(AN EXPLORATION STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
RESTATED

	For the Three			For the Three			For the Nine			For the Nine			Period from
	Month Period			Month Period			Month Period			Month Period			December 11, 2006
	Ended			Ended			Ended			Ended			(Inception) to
	December 31, 2009			December 31, 2008			December 31, 2009			December 31, 2008			December 31, 2009

REVENUE	$	-		$	-		$	-		$	-		$	-

OPERATING EXPENSES
General and administrative expenses		1,277,686			34,444			1,354,216			126,750			1,821,539
Amortization and depreciation expenses		3,763			2,295			5,210			2,295			8,364
Professional fees		308,964			20,766			1,486,449			101,351			2,681,948
Management and director fees		3,000			-			51,767			15,000			53,017
Travel and accommodation		39,299			3,877			85,667			744			61,451
Acquisition costs		314,639			2,670,774			3,430,102			2,868,054			9,895,402
Exploration costs		41,573			352,408			685,509			425,748			1,699,676
Total Operating Expense		1,988,923			3,084,564			7,098,919			3,539,942			16,221,395

LOSS FROM OPERATIONS		(1,988,923	)		(3,084,564	)		(7,098,919	)		(3,539,942	)		(16,221,395	)

OTHER INCOME (EXPENSES)
Other income from professional services		-			-			-			-			15,900
Gain(loss) on long-term investments		-			(5,000	)		10,000			(5,000	)		5,000
Exchange gain/loss		(29,742	)		-			(29,742	)		-			(29,742	)
Interest income		388			2,327			842			2,772			5,184
Interest expense		(237	)		-			(472	)		-			(472	)
Total Other Income		(29,591	)		(2,673	)		(19,372	)		(2,228	)		(4,130	)

LOSS BEFORE TAXES		(2,018,514	)		(3,087,237	)		(7,118,290	)		(3,542,170	)		(16,225,525	)

INCOME TAX EXPENSE (BENEFIT)		-			-			-			-			-

NET LOSS	$	(2,018,514	)	$	(3,087,237	)	$	(7,118,290	)	$	(3,542,170	)	$	(16,225,525	)

LOSS ATTRIBUTABLE TO
NON-CONTROLLING INTEREST		-			2,548,979			1,927,226			2,722,551			8,719,456

NET LOSS ATTRIBUTABLE TO PARENT	$	(2,018,514	)	$	(538,259	)	$	(5,191,064	)	$	(819,619	)	$	(7,506,069	)


NET LOSS PER COMMON SHARE,
BASIC AND DILUTED	$	(0.04	)	$	(0.02	)	$	(0.11	)	$	(0.03	)

WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING,
BASIC AND DILUTED		57,011,875			24,790,643			45,353,313			24,762,202

The accompanying notes are an integral part of these unaudited interim consolidated financial statements

F-2

-4-

LAKE VICTORIA MINING, INC.
(AN EXPLORATION STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
RESTATED
	For the Nine			For the Nine			Period from
	Month Period			Month Period			December 11, 2006
	Ended			Ended			(Inception) to
	December 31, 2009			December 31, 2008			December 31, 2009

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(5,191,064	)	$	(819,619	)	$	(7,506,069	)
Adjustments to reconcile net loss to net cash
Amortization and depreciation		5,210			2,295			8,364
Loss in subsidiary attributed to non-controlling interest		(1,927,226	)		(2,722,551	)		(8,719,456	)
Share payments for mineral interest acquisition costs		-			2,350,300			-
Share payments for consulting services		2,292,623			-			2,490,123
Restructuring charges		(2,698,147	)		-			(2,698,144	)
Shares issued for acquisition		4,965,737			-			10,268,425
Gain on other investment		5,000						5,000
Accounts receivable exchange for acquiring mineral interest		1,500,000			-			-
Directors' compensation share payments		35,000			-			35,000
Provided (used) by operating activities:
Increase (decrease) in advances and deposits		(77,083	)		-			(35,886	)
Decrease(increase) in advances to related party		(1,038,807	)		(663,073	)		(559,043	)
Increase(decrease) in accounts payable		485,830			74,424			860,105
Increase in acquisition liabilities		(238,518	)		-			61,482
Increase (decrease) in accrued expenses		(125,000	)		48,710			-
Increase in other payables		12,515			(79	)		12,515
Net cash used by operating activities		(1,993,931	)		(1,729,593	)		(5,777,585	)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property, plant, and equipment		(96,130	)		(7,706	)		(107,606	)
Proceeds of subsidiary stock issuances		-			1,500,000			1,600,300
Net cash provided(used) by investing activities		(96,130	)		1,492,294			1,492,694

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable		2,713						2,713
Proceeds from issuance of stock		1,938,705			865,684			4,678,104
Payment for cancellation of stock		-			-			(14,000	)
Related party payable proceeds		-			-			420
Related party payable payments		-			(420	)		(420	)
Net cash provided by financing activities		1,941,418			865,264			4,666,817

Net increase (decrease) in cash and cash equivalents		(148,643	)		627,965			381,926

CASH AT BEGINNING OF PERIOD		530,570			355,975			-

CASH AT END OF PERIOD	$	381,926		$	983,940		$	381,926

SUPPLEMENTAL CASH DISCLOSURES:
Income taxes paid	$	-		$	-		$	-
Interest paid	$	(472	)	$	-		$	(472	)

NON-CASH INVESTING AND FINANCING ACTIVITIES:
Stock issued for subscription receivable	$	-		$	-		$	13,275
Receivable exchanged for long-term investment	$	10,000		$	-		$	10,000
Investment acquired through payable	$	8,000		$	30		$	8,030

The accompanying notes are an integral part of these unaudited interim consolidated financial statements F-3

-5-

LAKE VICTORIA MINING COMPANY, INC.
(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)
( AN EXPLORATION STAGE COMPANY)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY(DEFICIT)
						Accumulated
						Deficit During	Total	Non-
		Common Stock		Additional	Subscription	Exploration	Stockholders'	Controlling
		Shares	Amount	Paid-in Capital	Receivable	Stages	Equity (Deficit)	Interest
Balance, at December 12, 2006		-	$ -	$ -	$ -	$ -	$ -	$ -

Common stock issued in December for cash
	at $0.00083 per share	14,730,000	147	12,128	(9,775)	-	2,500	-

Common stock issued in February for
	consulting service provided at $0.083 per share	2,370,000	24	197,476	-	-	197,500	-

Subsidiary equity interest purchased in March
	by non-controlling interests	-	-	-	-	-	-	10

Net loss for period ended
	March 31, 2007	-	-	-	-	(294,102)	(294,102)	(7,441)

Balance, at March 31, 2007		17,100,000	$ 171	$ 209,604	$ (9,775)	$ (294,102)	$(94,102)	$ (7,431)

Common stock issued in April for cash
	at $0.083 per share	5,172,000	52	430,948	(3,500)	-	427,500	-

Common stock issued in October for cash
	at $0.625 per share	2,201,923	22	1,375,748	-	-	1,375,770	-

Common stock issued in November for cash
	at $0.625 per share	48,000	-	30,000	-	-	30,000	-

As of October, Subsidiary equity interest
	purchased by non-controlling interests	-	-	-	-	-	-	100,300

Miscellaneous adjustments to equity		-	-	-	(5)	-	(5)	-

Common stock issued in February for cash
	at $0.625 per share	60,720	1	37,949	-	-	37,950	-

Net loss for period ended
	March 31, 2008	-	-	-	-	(619,622)	(619,622)	(8,705)

Balance, March 31, 2008		24,582,643	$ 246	$ 2,084,249	$ (13,280)	$ (913,724)	$1,157,491	$ 84,164

Common stock issued in April for cash
	at $0.625 per share	208,000	2	129,998	-	-	130,000	-

Common stock issued in December for cash
	at $0.41667 per share	1,765,765	18	735,667	-	-	735,684	-

As of May, Subsidiary equity interest
	purchased by non-controlling interests	-	-	-	-	-	-	250,000

As of November, Subsidiary equity interest
	purchased by non-controlling interests	-	-	-	-	-	-	250,000

As of November, Subsidiary equity interest
	purchased by non-controlling interests	-	-	-	-	-	-	1,000,000

Subsidiary equity interest issued in December
	for mineral properties acquisition	-	-	-	-	-	-	2,350,300

Common stock cancelled for refund
	at $0.543667 per share	(33,600)	-	(14,000)	-	-	(14,000)	-

	F-4

-6-

Subsidiary equity interest issued in January for
	mineral properties acquisition	-	-	-	-	-	-	1,690,000

Subsidiary equity interest issued in January for
	mineral properties acquisition	-	-	-	-	-	-	1,840,000

Net loss for period ended
	March 31, 2009	-	-	-	-	(1,401,281)	(1,401,281)	(6,776,084)

Balance, March 31, 2009		26,522,808	$ 266	$ 2,935,914	$ (13,280)	$ (2,315,005)	$ 607,894	$ 688,380

Subsidiary equity interest issued in April for
	directors compensation	-	-	-	-	-	-	35,000

Common stock issued in May for mineral
	properties acquisition at $0.41667 per share	6,211,500	62	2,588,063	-	-	2,588,125	-

Common stock issued in June for cash
	at $0.20833 per share	1,747,200	17	363,983	-	-	364,000	-

Common stock issued in June for consulting
	service provided at $0.20833 per share	186,000	2	38,748	-	-	38,750	-

Common stock issued in June for consulting
	service provided at $0.27156 per share	1,186,200	12	322,113	-	-	322,125	-

Common stock issued in June for consulting
	service provided at $0.20833 per share	1,620,720	16	337,634	-	-	337,650	-

Common stock issued in June for consulting
	service provided at $0.3333 per share	179,122	2	59,705	-	-	59,707	-

Subsidiary equity interest issued in June for
	mineral properties acquisition	-	-	-	-	-	-	1,800,000

As of August, loss attributable to non-controlling interest		-	-	-	-	-	-	(1,927,226)

As of August, Reverse acquisition restructuring of the
	non-controlling interest and investment held by parent company	18,198,000	182	(2,102,180)	5		(2,101,993)	(596,154)

Common stock attached with warrants to be issued
	in September for cash at $0.60 per share	200,000	2	119,998	-	-	120,000	-

Common stock issued in November for consulting
	service provided at $0.60 per share	255,000	3	152,997	-	-	153,000	-

Common stock issued in November for consulting
	service provided at $0.60 per share	201,250	2	120,748	-	-	120,750	-

Common stock issued in November for consulting
	service provided at $0.84 per share	1,450,000	15	1,217,986	-	-	1,218,000	-

Common stock issued in December for consulting
	service provided at $0.6199 per share	68,775	1	42,639	-	-	42,640	-

Common stock issued in December for cash
	at $0.60 per share	2,501,001	25	1,454,679	-	-	1,454,704	-

Net loss for period ended
	December 31, 2009	-	-	-	-	(5,191,064)	(5,191,064)	-

Balance, at December 31, 2009 (unaudited)		60,527,575	$ 605	$ 7,653,026	$ (13,275)	$ (7,506,069)	$ 134,287	$ -


The accompanying notes are an integral part of these unaudited interim consolidated financial statements F-5

-7-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

NOTE 1 –

DESCRIPTION OF BUSINESS

Lake Victoria Mining Company, Inc. (formerly known as Kilimanjaro Mining Company, Inc.) was incorporated on December 11, 2006 under the laws of the State of Nevada. Throughout the notes to the consolidated financial statements the term “Company” refers to the consolidated combined financial information of Kilimanjaro Mining Company, Inc. (“Kilimanjaro”) and its previously reporting subsidiary Lake Victoria Mining Company, Inc. (“Lake Victoria”). The Company is also referred to as “we”, “us” and “our”. The Company’s administrative office is located in Golden, Colorado.

On December 5, 2009, the Company passed a resolution to change the fiscal year-end from December 31 to March 31. The financial statements presented are for the nine-month period from April 1 to December 31, 2009 and the comparative period in 2008.

On July 8, 2009, Kilimanjaro Mining Company, Inc. and Lake Victoria Mining Company, Inc. entered into a Securities Exchange Agreement (the “acquisition”) under which Lake Victoria acquired all of the issued and outstanding common shares of Kilimanjaro. Prior to the acquisition, Lake Victoria was a registrant with the Securities and Exchange Commission and a consolidated subsidiary of Kilimanjaro. Kilimanjaro and Lake Victoria had been under common control since each of the entities’ inception. The acquisition was completed on August 7, 2009 and the stockholders of Kilimanjaro received approximately 67% of the Company’s issued capital shares. The acquisition was accounted for as a “reverse acquisition restructuring” and recapitalization of Kilimanjaro. As the result of this transfer, the former stockholders of Kilimanjaro owned a majority of the outstanding shares of the common stock of the Company, and Kilimanjaro was treated as the accounting acquirer for financial statement purposes. Since Lake Victoria was a consolidated subsidiary of Kilimanjaro, all of the historical accounting information previously reported by the registrant is incorporated in the historical financial information of the Company’s consolidated financial statements. Accordingly, the two entities consolidation reflects all of the historical financial information without any modification for recognition of fair value adjustments based upon a business combination. The equity of Kilimanjaro for accounting purposes was restated in the legal framework of its previously controlled subsidiary Lake Victoria. The continuing legal entity is Lake Victoria Mining Company, Inc. and all equity information has been restated under its share structure and the continuing accounting of the c onsolidated results of operations are based upon Kilimanjaro’s consolidation of financial information from inception.

The principal business of the Company both as previously reported and as restructured through the share exchange is to search for mineral deposits or reserves which are not in either the development or production stage. The Company is an exploration stage corporation that is conducting exploration activities on gold properties located in Tanzania.

F-6

-8-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

In November 2009, the Company incorporated a wholly-owned subsidiary in Tanzania, Lake Victoria Resources (T), Ltd. (“LV Resources”), to perform mining exploration activities.

The foregoing unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s prior audited financial statements filed with the Form 10-Q/T. In the opinion of management, the unaudited interim consolidated financial statements furnished herein include all adjustments, all of which are of a normal r ecurring nature, necessary for a fair statement of the results for the interim period presented. Operating results for the nine month period ended December 31, 2009 are not necessarily indicative of the results that may be expected for the full year.

The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company’s financial statements; accordingly, it is possible that the actual results could differ from the estimates and assumptions and could have a material effect on the reported amounts of the Company’s financial position and results of operations.

NOTE 2 –

SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES

This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management, which is responsible for their integrity and objectivity.

F-7

-9-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

These accounting policies conform to accounting principles generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.

Accounting Method

The Company’s financial statements are prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America.

Accounting Standards Codification

The Accounting Standards Codification (ASC) has become the source of authoritative U.S. generally accepted accounting principles (“GAAP”). The ASC only changes the referencing of financial accounting standards and does not change or alter existing GAAP.

Basis of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Significant intercompany accounts and transactions have been eliminated. Since 2007, the Company did not own 100% of its subsidiary and accordingly, reported non-controlling interest at each of the appropriate reporting periods.

The Company adopted ASC Topic 805, Business Combinations (ASC 805), and ASC Topic 810-10-65, related to non-controlling interests in consolidated financial statements. There was no impact on the Company’s consolidated financial statements as of December 31, 2009 as a result of adopting either statement. The non-controlling interest was previously the minority interest held by certain passive shareholders at the consolidated financial statement level of Kilimanjaro, and whose interests were eliminated for accounting purposes by the August 7, 2009 share exchange agreement. The Company, after August 7, 2009, had no further non-controlling interests.

For the nine months ended December 31, 2009 and 2008, losses of $1,927,226 and $2,722,551 respectively, were recognized as being attributed to the non-controlling interest of the Company’s controlled subsidiary.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all short-term investments with original maturities of three months or less to be cash equivalents. As of December 31 and March 31, 2009, the Company has $381,926 and $530,569, respectively, deposited at an FDIC insured banks in the United States and $16,245 deposited at an insured bank in Tanzania. FDIC deposit insurance covers the balance of each depositor’s account for $250,000 per insured bank. The Deposit Insurance Board in Tanzania insures up to 1,500,000 Tanzanian Schillings (approximately, $1,103USD as of December 31, 2009) per customer per bank. Any amount beyond the basic insurance amount may expose the Company to loss.

Earnings Per Share

The Company has adopted ASC 260, which provides for calculation of "basic" and "diluted" earnings per share. Basic earnings per share includes no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the

F-8

-10-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

potential dilution of securities that could share in the earnings of an entity similar to fully diluted earnings per share. Basic and diluted losses per share were the same, at the reporting dates, as the common stock equivalents outstanding would be considered antidilutive.

As of December 31, 2009, the Company has 7,013,501 stock warrants outstanding. (SEE NOTE 10)

Exploration Stage

The Company and its subsidiaries have been in an exploration stage since its formation and has not realized any revenues from operations. They are primarily engaged in searching for mineral deposits or reserves which are not in either the development or production stage. As of December 31, 2009, none of the Company’s mineral property interest had proven or probable reserves as determined under the requirements of SEC Industry Guide No. 7.

Foreign Currency Translation

The Company's functional currency and its reporting currency is the United States dollar. A portion of business transactions in Tanzania and mineral option purchase agreements are denominated in the Tanzanian Shilling. Transaction gains and losses resulting from fluctuations in currency exchange rates on transactions denominated in foreign currencies are recognized as incurred in the accompanying statements of operations.

Foreign Operations

The accompanying consolidated balance sheets contain certain recorded Company assets approximately in the amount of $116,000 in a foreign country (Tanzania). Although Tanzania is considered economically stable, it is always possible that unanticipated events in foreign countries could disrupt the Company’s operations.

Going Concern

As shown in the accompanying financial statements, the Company has an accumulated deficit of $7,506,069 incurred through December 31, 2009. The Company has no revenues, limited cash and losses from operations. Management intends to seek additional capital from new equity securities offerings that will provide funds needed to begin the exploration for gold. These plans, if successful, will mitigate the factors which raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence. The Company expects to be able to meet its necessary cash outflows based upon funds received from future investments and borrowings during its exploration period.

F-9

-11-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

Interim Disclosures About Fair Value of Financial Instruments

In April 2009, the Company adopted provisions of ASC 815, Derivatives and Hedging, which requires fair value disclosures in both interim as well as annual financial statements in order to provide more timely information about the effects of current market conditions on financial instruments. This statement specifically requires entities to provide enhanced disclosures addressing the following: (1) how and why an entity uses derivative instruments; (2) how derivative instruments and related hedged items are accounted for under US GAAP, and (3) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. The adoption impacts the Company’s disclosures, but it will not affect its results of operations or financial condition.

Income Taxes

Income taxes are provided based upon the liability method of accounting pursuant to ASC 740, Income Taxes. Under this approach, deferred income taxes are recorded to reflect the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end. A valuation allowance is recorded against deferred tax assets if management does not believe the Company has met the “more likely than not” standard imposed by ASC Topic 740 to allow recognition of such an asset. (SEE NOTE 11)

Mineral Properties

Under US GAAP mineral property acquisition costs are ordinarily capitalized when incurred using the guidance in EITF 04-02, “Whether Mineral Rights are Tangible or Intangible Assets”. The carrying costs should be assessed for impairment under SFAS No. 144, “Accounting for Impairment or Disposal of Long-Lived Assets” whenever events or changes in circumstances indicate that the carrying costs may not be recoverable.

Since the Company is unable to support continued capitalization of acquisition costs the Company has chosen to expense versus capitalize its property acquisition costs until the Company identifies proven and probable reserves.

When the Company has capitalized mineral property costs, these properties will be periodically assessed for impairment of value. Once a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method. Additionally the Company expenses as incurred all maintenance and

exploration property costs.

Property and Equipment

Assets are depreciated on a straight line basis. The Company’s assets with a historical cost of $107,605 are being depreciated over lives of five years. (SEE NOTE 4)

F-10

-12-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

Subsequent Events

In June 2009, the Company adopted ASC 855, Subsequent Events. ASC 855 establishes general standards of accounting for and disclosures of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. It requires the disclosure of the date through which an entity has evaluated subsequent events and the basis for that date. ASC 855 is effective for interim financial periods ending after June 15, 2009. The adoption of ASC 855 did not affect the Company’s consolidated financial statements. (SEE NOTE 12).

NOTE 3 –

BUSINESS ACQUISITIONS

On August 7, 2009, Lake Victoria completed the acquisition of all of the outstanding common shares of Kilimanjaro, Lake Victoria’s consolidating parent and therefore, effective as of August 7, 2009, Lake Victoria owns 100% of Kilimanjaro’s equity.

On July 8, 2009, Lake Victoria, a consolidated subsidiary of Kilimanjaro entered into a Securities Exchange Agreement to acquire 100% of the issued and outstanding shares of Kilimanjaro in exchange for 37,653,549 restricted shares of Lake Victoria’s common stock, the cancellation of 9,350,300 outstanding restricted shares of Lake Victoria held directly by Kilimanjaro and debt forgiveness of property acquisition payments consisting of 6,500,000 shares of Lake Victoria which were to be issued and $350,000 of cash payments. Kilimanjaro and Lake Victoria had been under common control since each of the entities’ inception. Effective August 7, 2009, the acquisition of Kilimanjaro was completed. As a result of the completion of this acquisition and the other related transactions, the former shareholders of Kilimanjaro owned approx imately 67% of the outstanding shares of common stock of Lake Victoria representing 37,653,549 of the then 55,851,549 total issued and outstanding shares of common stock. The acquisition of Kilimanjaro was accounted for as a “reverse acquisition restructuring” and recapitalization. As the result of this transfer, the former stockholders of Kilimanjaro owned a majority of the outstanding shares of the common stock of the Company, and Kilimanjaro was treated as the accounting acquirer for financial statement purposes. Since Lake Victoria was a consolidated subsidiary of Kilimanjaro all of the historical accounting information previously reported by the registrant is now incorporated in the historical financial information of the Company’s consolidated financial statements. Accordingly, the two entities consolidation reflects all of the historical financial information without any modification for recognition of fair value adjustments based upon a business combination. &# 160;The equity of Kilimanjaro for accounting purposes was restated in the legal framework of it previously controlled subsidiary Lake Victoria. The continuing legal entity is Lake Victoria Mining Company, Inc. and all equity information has been restated as such with the continuing accounting of the consolidated results of operations based upon Kilimanjaro’s consolidations of financial information from inception.

F-11

-13-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

Since the stockholders of Kilimanjaro own a majority of the outstanding shares of the common stock of the Company, the acquisition of Kilimanjaro was accounted for as a “reverse acquisition restructuring” and recapitalization. Under reverse acquisition accounting, Kilimanjaro (the legal subsidiary) has been treated as the accounting parent (acquirer) and Lake Victoria (the legal parent) has been treated as the accounting subsidiary (acquiree). As part of the share exchange, the 18,198,000 net shares remaining of Lake Victoria which were disclosed as a non-controlling interest in the financial disclosures of Kilimanjaro are the shares recognized on the restated Statement of Stockholders’ Equity as the net share increase from the restructuring of the Company’s equity and the elimination of the non-contr olling interest.

NOTE 4 –

PROPERTY AND EQUIPMENT

At December 31, 2009 and March 31, 2009, property and equipment consisted of the following:

Table 1: Property and Equipment Acquisition Cost and Accumulated Amortization

Category		As at	12/31/2009		As at	03/31/2009
	Cost	Accumulated Amortization	Net Book Value	Cost	Accumulated Amortization	Net Book Value
Machinery and equipment	87,360	2,912	84,448	-	-	-
Furniture and equipment	3,409	406	3,003	-	-	-
Computer and software	16,836	5,046	11,790	11,476	3,154	8,322
	$ 107,605	$ 8,364	$ 99,242	$ 11,476	$ 3,154	$ 8,322

Total depreciation expense of $5,210 and $2,295 is recognized for the nine months ended December 31, 2009 and 2008, respectively.

NOTE 5 –

NOTE PAYABLE

On May 22, 2009, the Company signed a finance agreement for payment of insurance in the total amount of $12,000 at an annual rate of 8.348% with monthly installments of $1,380.

NOTE 6 –

OTHER PAYABLES

As of December 31, 2009, one subsidiary of the Company withheld payroll deductions of $12,515 to conform to local tax law.

F-12

-14-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

NOTE 7 –

RELATED PARTIES/CONCENTRATIONS

The Company has contracted with Geo Can Resources Company Ltd (Geo Can), a related company with a shared common director, to perform exploration services on all of the properties. All exploration and payment commitments as per agreements between Geo Can and the Company for the Geita, Kinyambwiga and Kalemela projects were cancelled as part of the agreement between Geo Can and Kilimanjaro prior to the August 7, 2009 share exchange agreement. Both companies have mutually agreed that the exploration agreements were terminated in November 2009 when the Company incorporated its own exploration subsidiary LV Resources. The Company has recorded liabilities totaling $844,523 owing to Geo Can as of December 31, 2009.

The Company, through its subsidiary Kilimanjaro, advanced funds to Geo Can to find mineral property interests in Tanzania. As of December 31, 2009, the Company recorded total advances of $499,043 to Geo Can. The advances bear no interest and unencumbered funds are refundable to the Company. The advances as of December 31, 2009 have not been offset against payables nor had any encumbrances been reported to the Company.

On May 15, 2009, Kilimanjaro signed a Mineral Financing Agreement with one director of the Company authorizing him, on behalf of the Company, to acquire Primary Mining Licenses (“PMLs”) in the Singida area. As of December 31, 2009, this director has entered into Mineral Properties Sales and Purchase agreements with various PML owners. 22 PML agreements have been completed with the Company acquiring a 100% option, and the Company has the option to acquire 37 additional and different PML’s in the area. Under the terms of these agreements, if the option to purchase is completed on all these PMLs, then the total purchase consideration will be $7,029,404.

The same director of the Company entered into Mineral Purchase agreements with 24 PML’s which are part of the Kinyambwiga Project and which are recorded in his name and are to be transferred over to the Company at a future date.

NOTE 8 –

MINERAL PROPERTY AND EXPLORATION COSTS

On May 4, 2009, Kilimanjaro completed a Property Acquisition Agreement with Geo Can Resources Company Limited (“Geo Can”). Under the terms of the agreement Kilimanjaro acquired 100% interests of the mineral property assets which included 33 gold prospecting licenses and 13 uranium licenses. Geo Can had entered into property agreements regarding some of these resource properties with Lake Victoria before the share purchase agreement and now Geo Can no longer has any interest in those prior property agreements.

All of the Company’s mineral property interests are located in Tanzania. Geo Can holds resource properties in trust for the Company. Most of the resource property interests are still formally registered to Geo Can to save on registration fees until the annual filing for each property comes due at which time the formal registration of each property will be transferred to Kilimanjaro or as directed by Kilimanjaro.

F-13

-15-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

The following is the status of our projects,

Table 2: The continuity of mineral properties acquisition cost

		Kalemela Gold Project	State Mining Project	Geita Project	Kinyambwiga Project	Singida Project	Other Projects	Total
		(a)	(b)	(c)	(d)	(e)	(f)
Balance, March 31, 2007		$ -	$ -	$ -	$ -	$ -	$ -	$ -

Related payments:
	Cash Consideration	175,000	60,000	-	-	-	-	235,000
	Share issued for Mining properties	2,350,300	-	-	-	-	-	2,350,300
	Accrued liabilities	-	-	-	-	-	-	-

Balance, March 31, 2008		$ 2,525,300	$ 60,000	$ -	$ -	$ -	$ -	$ 2,585,300

Related payments:
	Cash Consideration	217,825	60,000	222,608	122,608	368,639	926,940	1,918,620
	Share issued for Mining properties	900,000	100,000	2,530,000	1,800,000	-	-	5,330,000
	Accrued liabilities	-	-	-	-	61,482	-	61,482
		1,117,825	160,000	2,752,608	1,922,608	430,121	926,940	7,310,102

Balance, December 31, 2009		$ 3,643,125	$ 220,000	$ 2,752,608	$ 1,922,608	$ 430,121	$ 926,940	$ 9,895,402

Table 3 : The continuity of mineral properties exploration expenditures

		Kalemela	State Mining	Geita	Kinyambwiga	Singida	Total
		(a)	(b)	(c)	(d)	(e)
Balance, March 31, 2009		$ 618,970	$ -	$ 395,197	$ -	$ -	$ 1,014,167

Exploration expenditures:
	Camp, Field Supplies and Travel	-	-	-	45,844	66,525	112,369
	Geological consulting and Wages	8,749	-	7,600	102,677	160,397	279,423
	Geophysical and Geochemical	-	-	-	16,128	156,816	172,944
	Parts and equipment	-	-	-	4,000	16,000	20,000
	Project Administration fee	6,175	-	6,175	34,450	39,325	86,125
	Vehicle and Fuel expenses	-	-	-	5,342	9,305	14,648
		14,925	-	13,775	208,441	448,368	685,509
Write-offs
Balance, December 31, 2009		$ 633,895	$ -	$ 408,972	$ 208,441	$ 448,368	$ 1,699,676

F-14

-16-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

(a) Kalemela Gold Project: PL2747/2004 PL2910/2004 & PL 3006/2005

The three licenses total about 260 square kilometers. Results of geologic mapping, ground magnetic surveying and soil sampling have identified exploration sites suitable for electrical induced polarization (I.P.) geophysical surveys to further define possible drill targets. Depending on available resources and project scheduling, the I.P. survey may be conducted before the end of 2010. The Company has expanded an Exploration Services Agreement with Geo Can to include mineral exploration of all three licenses.

Table 2 and 3 reflect the acquisition and exploration costs for Kalemela project.

As of December 31, 2009, the Company owns 100% interest of Kalemela project’s three prospecting licenses.

(b) State Mining Project: PL2702/2004, PL5469/2008 & PL4339/2006

On August 10, 2009, the Company decided to release the above three licenses and transferred them back to State Mining Company on August 11 and September 15, 2009. The Company has abandoned its interests in this project and will not be involved any further exploration activities.

Table 2 and 3 reflect the acquisition and exploration costs for the State Mining project.

Table 2 and 3 reflect the acquisition and exploration costs for the Geita project.

As of December 31, 2009, the Company owns 100% interest of Geita project’s one prospecting license.

(d) Kinyambwiga Project: PL4653/2007

A director of the Company entered into Mineral Purchase agreements with 24 PML’s which are part of the Kinyambwiga Project and which are recorded in his name and are to be transferred over to the Company at a future date.

Table 2 and 3 reflect the acquisition and exploration costs for Kinyambwiga project.

F-15

-17-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

As of December 31, 2009, the Company owns 100% interest of Kinyambwiga project’s one prospecting license.

(e)	Singida Project

On May 15, 2009, the Company signed a Mineral Financing Agreement with a director of the Company authorizing him, on behalf of the Company, to acquire Primary Mining Licenses (“PMLs”) in the Singida area. As of December 31, 2009, this director has entered into Mineral Properties Sales and Purchase agreements with various PML owners. 22 PML agreements have been completed and these PMLs have been 100% acquired and the Company has the option to acquire 37 additional and different PMLs in the Singida area. Under the terms of these agreements, if the option to purchase is completed on all these PMLs, then the total purchase consideration will be $7,029,404. Of this amount, $368,639 has already been paid and $ 61,482 is accrued as a short term liability . At the option of the Company certain additional option payments may be paid . (SEE NOTE 12)

At the option of the Company, a secondary payment of $2,127,057 is to be paid within 120 days, which may be extended to 240 days in certain circumstances and a final payment of $4,902,348 is to be paid within 730 days. Also, at the option of the Company, a 2% Net Smelter Production royalty or 2% of the Net Sale Value may be substituted in place of the final payment and paid on a pro rata basis determined by the total final number of PMLs involved in a special mining license.

Table 2 and 3 reflect the acquisition and exploration costs for Singida project.

(f) Other projects

On May 4, 2009, Kilimanjaro completed a Property Acquisition Agreement with Geo Can. Under the terms of the agreement Kilimanjaro acquired 100% interests of the mineral property assets of Geo Can which included 33 gold prospecting licenses and 13 uranium licenses. Included in this agreement were the Kalemela project’s licenses, Geita project’s license and Kinyambwiga project’s license.

Table 2 and 3 reflect the acquisition and exploration costs for other projects.

F-16

-18-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

NOTE 9 –

CAPITAL STOCK

Preferred Stock

The Company is authorized to issue 100,000,000 shares of preferred stock with a par value of $0.00001. As of December 31, 2009, the Company has not issued any preferred stock.

Common Stock

The Company is authorized to issue 100,000,000 shares of common stock. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.

Post-acquisition Issuances

On December 31, 2009, the Company completed a non-brokered private placement of 2,701,001 units at $0.60 per share for cash of $1,574,704, net of cost of $45,900. Each unit consists of one share of common stock and one redeemable warrant. Two redeemable warrants and payment of $1.25 entitles the holder to purchase one additional share of common stock. The exercise period of the redeemable warrants is thirty-six months from September 9, 2009. As of September 30 and December 31, 2009, the Company received $120,000 and $1,454,704, respectively.

The fair value of the 2,701,001 warrants was estimated using the Black-Scholes pricing model based on the following assumptions: dividend yield of 0%; risk-free interest rate of 1.48%; expected life of three years; and volatility of 230%. A fair value of $513,191 was estimated. (See NOTE 10)

On December 31, 2009, the Company paid $20,000 in cash and issued 68,775 restricted shares of common stock for geological and business development services provided by a consultant and valued the services at $42,640.

On November 15, 2009, the Company issued 1,450,000 restricted shares of common stock for business development services provided by a consultant and valued the services at $1,218,000.

On November 5, 2009, the Company issued 456,250 restricted shares of common stock for business development services provided by consultants and valued the services at $273,750.

F-17

-19-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

Acquisition Issuances

According to the share exchange agreement, Kilimanjaro, on August 7, 2009, cancelled 4,000,000 common shares held in its subsidiary, Lake Victoria, of which 3,000,000 shares were originally issued to Kilimanjaro and 1,000,000 shares to former directors on March 14, 2007, the inception of the subsidiary. Also in accordance with the share exchange agreement Kilimanjaro, on August 7, 2009, cancelled 6,350,300 common shares in its subsidiary Lake Victoria which included 2,350,300 shares issued on December 23, 2008 and 4,000,000 shares issued on February 13, 2009 to Geo Can Resources Company Ltd. that were acquired in May 2009 by Kilimanjaro.

Kilimanjaro Issuances:

The remaining portions of the underlying shares were issued by Kilimanjaro prior to the August 7, 2009 share exchange agreement for the following purposes:

1.	1,747,200 were issued for cash at $0.20833 per share

2.	6,211,500 were issued for acquisition of mineral properties

3.	3,172,042 were issued for payment of consulting services

In January 2009, Kilimanjaro cancelled 33,600 common shares in the amount of $14,000 due to the request of an individual investor to withdraw his private placement.

Lake Victoria Issuances for Non-controlling Interests:

Lake Victoria, prior to the share exchange agreement with its controlling parent company, Kilimanjaro, issued the following shares as the reporting registrant and subsidiary of Kilimanjaro:

On April 15, 2009, Lake Victoria granted 70,000 restricted common shares at a fair value of $35,000 to officers and directors. The shares were issued on August 4, 2009.

On February 13, 2009, Lake Victoria issued 4,000,000 shares of common stock at a fair value of $1,840,000 in accordance with the January 21, 2009 Option to Purchase agreement for Geita PL 2806/2004. All of these shares were acquired by Kilimanjaro as part of a property purchase agreement in May 2009.

F-18

-20-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

On January 21, 2009, Lake Victoria entered into an option to purchase prospecting license agreement with Geo Can Resources Ltd. to acquire prospecting license PL2806/2004 at Geita area in Geita District. The total consideration would include an aggregate cash payment of $200,000 and issuance of 5,500,000 shares of common stock with a fair value of $1,690,000. As part of the Security Exchange Agreement executed August 7, 2009, this transaction was cancelled.

NOTE 10 –

STOCK WARRANTS

Warrants outstanding as of December 31, 2009 were:

Table 4: Warrants

Expiration Date	Number of Warrants	Exercise Price	Shares Issued Upon Exercise

April 30, 2010	312,500	$ 1.10	312,500
May 31, 2010	4,000,000	$ 1.00	4,000,000
September 8, 2012	2,701,001	$ 0.63	1,350,501
	7,013,501		5,663,001

As part of the acquisition effective August 7, 2009, the Company acquired 4,312,500 outstanding stock warrants of the prior subsidiary to be exercised by investors.

NOTE 11 –

INCOME TAXES

At December 31, 2009 and March 31, 2009, the Company had net deferred tax assets (calculated at an expected rate of 34%) of approximately $2,552,000 and $787,000 principally arising from net operating loss carryforwards for income tax purposes. As management of the Company cannot determine that it is more likely than not that the Company will realize the benefit of the deferred tax asset, a valuation allowance equal to the deferred tax asset has been established at December 31, 2009 and March 31, 2009. The significant components of the deferred tax asset at December 31, 2009 and March 31, 2009 were as follows:

F-19

-21-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

Table 5: Income Tax

		December 31, 2009		March 31, 2009
Operating loss balance:	$	(7,506,000)	$	(2,315,000)
Deferred tax asset	$	(2,552,000)	$	(787,000)
Deferred tax asset valuation allowance		2,552,000		787,000
Net deferred tax asset	$	-	$	-

At December 31, 2009 and March 31, 2009, the Company has net operating loss carryforwards of approximately $7,506,000 and $2,315,000, which expire in the years 2023-2024. The change in valuation allowance from December 31, 2009 to March 31, 2009 was $1,765,000.

Although we believe that our estimates are reasonable, no assurance can be given that the final tax outcome of these matters will not be different than that which is reflected in our tax provisions. Ultimately, the actual tax benefits to be realized will be based upon future taxable earnings levels, which cannot be predicted at this time. Furthermore, the availability of net operating losses would be limited by the future action of the Company and its investors. Some of the net operating losses are only available at the individual subsidiary level and not available for the consolidated tax reporting of the consolidated entities, since ownership levels did not meet the consolidated rules for Federal tax purposes.

NOTE 12 - COMMITMENTS AND CONTINGENCIES

In November 2009, the Company incorporated a wholly-owned subsidiary in Tanzania, LV Resources to perform all exploration activity. The exploration services agreements signed with Geo Can are terminated. There are no payments in default as of December 31, 2009.

On December 3, 2009, the Company entered into a Consulting Services Agreement (the “Agreement”) with Robert Lupo (the “consultant”). The consultant will provide public relations, advisory, and consulting services to the Company in conjunction with the development of the Company’s marketing plan, business plan, and goals. The contract has a one year term, and 300,000 shares of restricted stock would be issued within 30 days after the date of this contract. On December 31, 2009 we executed an addendum to the Agreement in order to extend the term of the agreement by an additional 60 days and included a probationary period of 60 days to evaluate the services and determine compensation. On March 1, 2010, the Company and Robert Lupo mutually agreed to terminate the agreement.

F-20

-22-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

NOTE 13 –

SUBSEQUENT EVENTS

As of April 15, 2010, the Company completed a private placement of 7,973,000 units at $0.20 per share for total consideration of $1,594,600. Each Unit consists of one share of common stock and one redeemable warrant. One redeemable warrant and payment of $1.25 entitles the holder to purchase one additional share of common stock. The exercise period of the redeemable warrants is thirty-six months from January 28, 2010. Included in the private placement were 1,250,000 units issued to two directors and officers for $250,000.

On January 19, 2010, a director on behalf of the Company signed second addendums to Singida mineral properties sales and purchase agreements (“mineral agreement”) in 2009. The addendums revised the secondary payments of the mineral agreement as follows,

(A).	First payment of 50% of Secondary Payment paid as follows:

1.	20% of the first payment of 50% of Secondary Payment in the amount of $215,659 shall be paid upon execution of the addendum

2.	30% of the first payment of 50% of Secondary Payment in the amount of $323,489 shall be paid within two and eight weeks after the Company receives confirmation of the transfer of PMLs.

3.	50% of the first payment of 50% of Secondary Payment in the amount of $539,148 shall be paid within six and seven and one half months of the date of the execution of the addendum

(B).	50% of Secondary Payment in the amount of $1,078,295 within twelve and thirteen and one half months of the date of the execution of the Second Addendums.

On January 4, 2010, the Company entered into a finder’s fee agreement with Robert A. Young, The RAYA Group (“Young”) wherein we agreed to pay Young fees for introducing us to investors who invested in our private placements and joint ventures. The fee will be 10% of the first $10,000,000 and 5% of amounts in excess of $10,000,000. The term of finder’s fee agreement is five years.

F-21

-23-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

NOTE 14 –

RESTATEMENT

On February 22, 2010, the Company filed an unaudited financial report on Form10-Q for the fiscal quarter ended December 31, 2009 (the “Original Report”) with the Securities and Exchange Commission (“the SEC”). On January 29, 2010, the Company received comments from the SEC regarding our Original Report. Lake Victoria Mining Company has reviewed the share exchange agreement between Lake Victoria and Kilimanjaro Mining Company, and with the changed Kilimanjaro Mining year end, has revised their accounting principles used for the share exchange and this has altered the Company's financials as revised in this and subsequent filing.

The accompanying financial statements for the fiscal quarter ended December 31, 2009 have been restated to reflect the corrections in accordance with ASC 250, “Accounting Change and Error Corrections”.

The Kilimanjaro Mining Company, Inc.’s (“Kilimanjaro”) statement of operations for the three months and nine ended December 31, 2008, and statements of cash flows ended for nine months ended December 31, 2008 have been restated to consolidate the accounts of Lake Victoria. Kilimanjaro initially classified their ownership in Lake Victoria as temporary investment. The securities were classified as available for sale and reported at fair value. The investment was revalued at each reporting period to fair value and the gain/loss on investment was recorded as other comprehensive income. The management of Kilimanjaro reevaluated that Kilimanjaro’s control position during the transition period and determined Kilimanjaro and its control group retained permanent control of Kilimanjaro and its subsidiary throughout the pe riods presented. Although Kilimanjaro’s investment was temporarily diluted, the investors were passive investors and management and the directors retained control of Kilimanjaro through the subsequent acquisition.

On August 7, 2009, Kilimanjaro and Lake Victoria completed a Securities Exchange Agreement (the “acquisition”) under which Lake Victoria acquired all of the issued and outstanding common shares of Kilimanjaro. The stockholders of Kilimanjaro received shares representing approximately 67% of Lake Victoria’s issued capital shares. Since the stockholders of Kilimanjaro owned a majority of the outstanding shares of the common stock of Lake Victoria, the acquisition was accounted for as a “reverse acquisition restructuring” and recapitalization, , whereby Kilimanjaro is the accounting acquirer for financial statement purposes which includes the complete financial information on its controlled subsidiary, Lake Victoria. Additionally, Kilimanjaro and Lake Victoria were under common control since each o f the entities’ inception. Accordingly, the two entities were consolidated for all periods since inception.

The Company’s unaudited consolidated balance sheets ended December 31, 2009 are presented with audited Kilimanjaro’s consolidated balance sheets for the fiscal year ended March 31, 2009. The Original Report was presented with audited Lake Victoria’s balance sheets for the fiscal year ended March 31, 2009.

F-22

-24-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

The Company’s unaudited statement of operations for the period ended December 31, 2009 have been restated to present the three months and nine months period ended December 31, 2009 with the Kilimanjaro consolidated operation results for the three months and nine months period ended December 31, 2008. The Original Report was presented the Company’s current and the comparative periods for the three months and nine months ended December 31, 2009 and 2008, respectively.

The Company’s unaudited statements of cash flows for the period ended December 31, 2009 have been restated to present the nine months period ended December 31, 2009 and the Kilimanjaro’s consolidated cash flow for the nine months period ended December 31, 2008. The Original Report was presented the Company’s current and the comparative periods for the nine months ended December 31, 2009 and 2008, respectively.

The following table of summarized consolidated balance sheets and the statements of operations for the period ended December 31, 2009 and 2008 reconciles the reported amounts to restated amounts.

Table 6: Restatement of Consolidated Balance Sheets


						CONSOLIDATED BALANCE SHEETS					CONSOLIDATED BALANCE SHEETS
						December 31, 2009					March 31, 2009
						Previously Reported	Net Change (a)		Restated		Previously Reported		Net Change (b)		Restated

CURRENT ASSETS
	Cash				$	381,926	-	$	381,926	$	418,536		112,033	$	530,569
	Advances and deposits					90,890	(15,014)		75,876		63,792		(60,000)		3,792
	Advances to related party					-	499,043		499,043		-		1,537,849		1,537,849
				Total Current Assets		472,816	484,029		956,845		482,328		1,589,882		2,072,210
PROPERTY AND EQUIPMENT, NET						99,242	-		99,242		-		8,322		8,322
TOTAL ASSETS					$	572,058	484,029	$	1,056,087	$	482,328		1,598,204	$	2,080,532

CURRENT LIABILITIES
	Accounts payable				$	415,061	430,029	$	845,090	$	350,211		9,047	$	359,258
	Acquisition liabilities - current portion					2,169,197	(2,107,715)		61,482		300,000		-		300,000
	Notes Payable					2,713	-		2,713		-		-		-
	Advances payable - related party					-	-		-		53,500		(53,500)		-
	Accrued expeness					-	-		-		-		125,000		125,000
	Other Payables					12,515	-		12,515		-		-		-
			Total Current Liabilities			2,599,486	(1,677,686)		921,800		703,711		80,547		784,258
NONCURRENT LIABILITIES
		Long-term liabilities - acquisition				4,950,000	(4,950,000)		-		-		-		-
				Total Noncurrent Liabilities		4,950,000	(4,950,000)		-		-		-		-
STOCKHOLDERS' EQUITY (DEFICIT)
	Preferred stock					-	-		-		-		-		-
	Common stock					605	-		605		285		(19)		266
	Additional paid-in capital					22,348,076	(14,695,050)		7,653,026		5,790,355		(2,854,441)		2,935,914
	Common stock to be issued					-	-		-		1,690,000		(1,690,000)		-
	Subscription receivable					(13,275)	-		(13,275)		(35)		(13,245)		(13,280)
	Accumulated deficit during exploration stage					(29,312,834)	21,806,765		(7,506,069)		(7,701,988)		5,386,983		(2,315,005)
				Total stockholders' Equity (Deficit)		(6,977,428)	7,111,715		134,287		(221,383)		829,277		607,894
NON-CONTROLLING INTEREST						-	-		-		-		688,380		688,380
TOTAL LIABILITIES AND
	STOCKHOLDERS EQUITY (DEFICIT)				$	572,058	(484,029)	$	1,056,087		482,328	$	1,598,204	$	2,080,532

F-23

-25-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

(a)

The accrued acquisition cost has been restated as $61,482. The previously filed consolidated balance sheet accrued acquisition cost of $7,119,197, of which current liability was $2,169,197 and non-current liability was $4,950,000. The Company reevaluated the accounting treatment of the mineral purchase agreements signed by a director of the Company. Since the agreements have optional purchase agreements and the Company has the right to terminate the agreement at any time at the Company’s option, the previous accrued optional payments have been adjusted which reduces the liabilities on balance sheet and the acquisition costs on the statement of operations by $7,057,715.

The previously filed consolidated income statement recorded non-cash goodwill impairment losses of $15,675,035 in August 2009 in connection with the acquisition of Kilimanjaro. During the reporting time period, the Company recognized an impairment loss of $15,675,035 related to all the goodwill recorded. The restated financial statement reflects that Kilimanjaro controlled the Company from its inception and accordingly no goodwill or impairment losses are recorded for the acquisition. The net effect of the previously recorded transaction resulted in and overstatement of additional paid in capital of $14,695,050. The Company had advances to a related party off set to accounts payable of $499,043 with the same related party but in different corporate entities.

(b)	The restated Company consolidated balance sheet includes the audit of Kilimanjaro as at March 31, 2009 which incorporated the accounts of Lake Victoria. Previously the Company reported the audited balance sheet of Lake Victoria as at March 31, 2009.

F-24

-26-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

Table 7: Restatement of Statements of Operations for Three Months Period Ended December 31, 2009 and 2008

CONSOLIDATED STATEMENTS OF OPERATIONS
			For the Three Mont Period Ended				For the Three Month Period Ended
			December 31, 2009				December 31, 2008
			Previously Reported	Net Change		Restated	Previously Reported	Net Change		Restated
TOTAL OPERATING EXPENSE			1,622,813	366,110	(c)	1,988,923	16,613	3,067,951	(c)	3,084,564
LOSS FROM OPERATIONS			(1,622,813)	(366,110)		(1,988,923)	(16,613)	(3,067,951)		(3,084,564)
TOTAL OTHER INCOME			(29,591)	-		(29,591)	400	(3,073)		(2,673)
GOODWILL IMPAIRMENT LOSSES			(15,675,035)	15,675,035	(a)	-	-	-		-
LOSS BEFORE TAXES			(17,327,439)	15,308,925		(2,018,514)	(16,213)	(3,071,024)		(3,087,237)
INCOME TAX EXPENSE (BENEFIT)			-	-		-	-	-		-
NET LOSS			(17,327,439)	15,308,925		(2,018,514)	(16,213)	(3,071,024)		(3,087,237)
LOSS ATTRIBUTABLE TO								-
		NONCONTROLLING INTEREST	-	-	(d)	-	-	2,548,979	(d)	2,548,979
NET LOSS ATTRIBUTABLE TO
PARENT			(17,327,439)	15,308,925		(2,018,514)	(16,213)	(522,046)		(538,259)
OTHER COMPREHENSIVE								-
INCOME(LOSS)
	Unrealized holding gain(loss) on
	investment		(4,447,605)	4,447,605	(e)	-	1,350,000	(1,350,000)	(e)	-
NET COMPREHENSIVE INCOME(LOSS)			$(21,775,044)	$19,756,530	(f)	$(2,018,514)	$1,333,787	$(1,872,046)	(f)	$ (538,259)

NET LOSS PER COMMON SHARE,
		BASIC AND DILUTED	$ (0.30)			$ (0.02)	$ (0.00)			$ (0.01)

WEIGHTED AVERAGE NUMBER
		OF COMMON SHARES
		OUTSTANDING,
		BASIC AND DILUTED	57,011,875			57,011,875	24,790,643			24,790,643

Table 7: Restatement of Statements of Operations for Nine Months Period Ended December 31, 2009 and 2008

CONSOLIDATED STATEMENTS OF OPERATIONS
		For the Nine Month Period Ended				For the Nine Month Period Ended
		December 31, 2009				December 31, 2008
		Previously Reported	Net Change		Restated	Previously Reported	Net Change		Restated
TOTAL OPERATING EXPENSE		12,212,830	(5,113,911)	(c)	7,098,919	139,789	3,400,153	(c)	3,539,942
LOSS FROM OPERATIONS		(12,212,830)	5,113,911		(7,098,919)	(139,789)	(3,400,153)		(3,539,942)
TOTAL OTHER INCOME(EXPENSE)		(19,720)	348	(c)	(19,372)	(5,000)	2,772	(c)	(2,228)
GOODWILL IMPAIRMENT LOSSES		(15,675,035)	15,675,035	(a)	-	-	-		-
LOSS BEFORE TAXES		(27,907,585)	20,789,296		(7,118,289)	(144,789)	(3,397,381)		(3,542,170)
INCOME TAX EXPENSE (BENEFIT)		-	-		-	-	-		-
NET LOSS		(27,907,585)	20,789,295		(7,118,290)	(144,789)	(3,397,381)		(3,542,170)
LOSS ATTRIBUTABLE TO
	NONCONTROLLING INTEREST	-	1,927,226	(d)	1,927,226	-	2,722,551	(d)	2,722,551
NET LOSS ATTRIBUTABLE TO PARENT		$ (27,907,585)	22,716,521		(5,191,064)	(144,789)	(674,830)		(819,619)
OTHER COMPREHENSIVE INCOME(LOSS)
	Unrealized holding gain(loss) on investment	(1,649,970)	1,649,970	(e)	-	1,350,000	(1,350,000)	(e)	-
NET COMPREHENSIVE INCOME(LOSS)		$ (29,557,555)	$ 24,366,491	(f)	$ (5,191,064)	$ 1,205,211	$ (2,024,830)	(f)	$ (819,619)

NET LOSS PER COMMON SHARE,
	BASIC AND DILUTED	$ (0.62)			$ (0.24)	$ (0.01)			$ (0.02)

WEIGHTED AVERAGE NUMBER
	OF COMMON SHARES OUTSTANDING,
	BASIC AND DILUTED	45,353,313			45,353,313	24,762,202			24,762,202

F-25

-27-

LAKE VICTORIA MINING COMPANY, INC.

(FORMERLY KNOWN AS KILIMANJARO MINING COMPANY, INC.)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2009

RESTATED

(c)

The restated consolidated statements of operations include operating results of the consolidated entity. Previously, the consolidated statement of operations reflected the financial statements of Kilimanjaro since its inception and the operations of Lake Victoria subsequent to August 7, 2009. Total operating expense increased by $366,110 which included accrued acquisition cost of $314,639 for the three month period ended December 31, 2009; and increased by $3,067,951 for the three months period ended December 31, 2008. The total operating expense for the nine month period ended December 31, 2009 and 2008 decreased by $5,113,911 and increased by $3,400,153, respectively.

(d)

Prior to the acquisition, the interest of Lake Victoria held by Kilimanjaro was less than 100%. Net loss has been allocated between the non-controlling interest and the Company. For the three months ended December 31, 2009 and 2008, the loss attributable to non-controlling interest was $Nil and $2,548,979, respectively. The total loss attributable to non-controlling interest for the nine month period ended December 31, 2009 and 2008 increased by $1,927,226 and $2,722,551, respectively.

(e)

The issue of control between the companies was reevaluated and it was determined that Kilimanjaro’s loss of a direct ownership position prior to the acquisition due to dilution from passive investors was temporary. Kilimanjaro was deemed to have retained control of Lake Victoria since its inception and accordingly Kilimanjaro consolidated its accounts prior to the acquisition. Minority ownership interest has been recorded for each accounting reporting period. The securities of Lake Victoria held by Kilimanjaro were previously classified as available for sale and reported at fair value. The investment was revalued at each reporting period to fair value, and consequently the gain/loss on investment was recorded as other comprehensive income, $(4,447,605) and $1,350,000 for three month period ended December 31, 2009 and 2008, respectively. As conso lidation of the entities was deemed to be the appropriate accounting treatment, the prior accounting treatment recording the unrealized holding gains and losses on investment and other comprehensive income was deemed to be inappropriate and has been restated. The total change attributable to the net loss for the nine month period ended December 31, 2009 decreased by $1,649,970; and the net income at December 31,2008 decreased by $1,350,000.

(f)

These restatements had the impact on the net loss for the three months ended December 31, 2009 of decreasing it by $19,756,530 ($0.28 per share) and decreasing the net income for the three months ended December 31, 2008 by $1,872,046 ($0.01 per share.) The net loss for the nine months ended December 31, 2009 decreased $24,366,491 ($.0.38 per share) and the net income for the nine months ended December 31, 2009 decreased $2,024,830 ($0.01 per share.)

F-26

-28-

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This section of the quarterly report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results of our predictions.

Restatement

On February 22, 2009, the Company filed an unaudited financial report on Form 10-Q for the fiscal quarter ended December 31, 2009 (the “Original Report”) with the Securities and Exchange Commission (“the SEC”). On January 29, 2010, the Company received comments from the SEC regarding our Original Report. Lake Victoria Mining Company has reviewed the share exchange agreement between Lake Victoria and Kilimanjaro Mining Company, and with the changed Kilimanjaro Mining year end, has revised their accounting principles used for the share exchange and this has altered the Company's financials as revised in this and subsequent filing.

Kilimanjaro Mining Company Inc (“Kilimanjaro”) initially classified their ownership in Lake Victoria as a temporary investment. The securities were classified as available for sale and reported at fair value. The investment was revalued at each reporting period to fair value and the gain/loss on investment was recorded as other comprehensive income. The management of Kilimanjaro re-evaluated that Kilimanjaro’s control position during the transition period and determined Kilimanjaro and its control group retained permanent control of Kilimanjaro and its subsidiary throughout the periods presented. Although Kilimanjaro’s investment was temporarily diluted, the investors were passive investors and management and the directors retained control of Kilimanjaro through the subsequent acquisition.

On August 7, 2009, Kilimanjaro and Lake Victoria completed the Securities Exchange Agreement (the “Acquisition”) under which Lake Victoria acquired all of the issued and outstanding common shares of Kilimanjaro. The stockholders of Kilimanjaro received shares representing approximately 67% of Lake Victoria’s issued capital shares. Since the stockholders of Kilimanjaro own a majority of the outstanding shares of the common stock of Lake Victoria, the Acquisition was accounted for as a “reverse acquisition restructuring” and recapitalization, whereby Kilimanjaro is the accounting acquirer for financial statement purposes which includes the complete financial information on its controlled subsidiary which was Lake Victoria. Additionally, Kilimanjaro and Lake Victoria were under common control since each of the entities’ inception. Accordingly, the two entities were consolidated for all periods since its inception.

Results of Operations/Plan of Operation

For the nine months ending December 31, 2009 compared to nine months ending December 31, 2008:

-29-

For the nine months ending December 31, 2009, we recorded a net loss before attribution of the non-controlling interest of $7,118,290. After attribution of the non-controlling interest of $1,927,226, the loss attributed to the Company was $5,191,064, or $0.11 per share compared to a net loss for the corresponding period of 2008 of $819,619 or $0.03 per share. All discussions of expenses reflect no attribution to the non-controlling interest.

General and administrative expense for the nine months ending December 31, 2009 increased by $1,227,466 to $1,354,216 compared to $126,750 for the same period in 2008.

Property acquisition costs during the 2009 nine month period increased by $562,048 to $3,430,102 compared to $2,868,054 in 2008 which resulted from property acquisition option payments made in 2009.

Exploration costs during the 2009 nine month period increased by $259,761 to $685,509 as compared to $425,748 for the same period of 2008, reflected by an increase in exploration activities in the Singida Projects.

Consulting fees for the nine months ended December 31, 2009 increased to $1,486,449 compared to $101,351 for the same period of 2008.

Management and director fees in the 2009 period increased to $51,767 compared to $15,000 in 2008.

On November 9, 2009, we incorporated Lake Victoria Resources (T) Limited, in Tanzania, as a wholly owned subsidiary corporation to conduct exploration and mining activities on all of our mineral properties.

On July 8, 2009, Kilimanjaro Mining Company, Inc. and Lake Victoria Mining Company, Inc. entered into a Securities Exchange Agreement (the “acquisition”) under which Lake Victoria acquired all of the issued and outstanding common shares of Kilimanjaro. Prior to the acquisition, Lake Victoria was a registrant with the Securities and Exchange Commission and a consolidated subsidiary of Kilimanjaro. Kilimanjaro and Lake Victoria had been under common control since each of the entities’ inception. The acquisition was completed on August 7, 2009 and the stockholders of Kilimanjaro received approximately 67% of the Company’s issued capital shares. The acquisition was accounted for as a “reverse acquisition restructuring” and recapitalization of Kilimanjaro. As the result of t his transfer, the former stockholders of Kilimanjaro owned a majority of the outstanding shares of the common stock of the Company, and Kilimanjaro was treated as the accounting acquirer for financial statement purposes. Since Lake Victoria was a consolidated subsidiary of Kilimanjaro, all of the historical accounting information previously reported by the registrant is incorporated in the historical financial information of the Company’s consolidated financial statements. Accordingly, the two entities consolidation reflects all of the historical financial information without any modification for recognition of fair value adjustments based upon a business combination. The equity of Kilimanjaro for accounting purposes was restated in the legal framework of its previously controlled subsidiary Lake Victoria. The continuing legal entity is Lake Victoria Mining Company, Inc. and all equity information has been restated under its share structure and the continuing accounting of the con solidated results of operations are based upon Kilimanjaro’s consolidation of financial information from inception.

-30-

Our exploration objective is to find an economic mineral body containing gold. Our success depends upon finding mineralized material. This includes a determination by our contracted consultants and professional staff whether the property contains resources and/or reserves. Mineralized material is a mineralized body, which has been delineated by appropriate spaced drilling or underground sampling to support sufficient tonnage and average percentage grade of metals to justify removal. If we don’t find mineralized material or we cannot remove mineralized material, either because we do not have the money to do so or because it is not economically feasible to do so, we will cease operations and you could lose your investment.

In addition, we may not have enough money to complete exploration of our properties. If it turns out that we have not raised enough money to complete our exploration program, we will try to raise additional funds from another public offering, a private placement or loans. At the present time, we are attempting to raise additional money, but there is no assurance that we will be successful. If we need additional money and can’t raise it, we will have to suspend or cease operations until we succeed in raising additional money.

We must continue to conduct exploration to determine what amount of gold and other minerals, if any, exist in our properties and if any minerals which are found can be economically extracted and profitably processed. We contracted with Geo Can Resources Company Limited (“Geo Can”), which is a contract services exploration company in Tanzania, East Africa, to perform exploration services on all our properties. All exploration and payment commitments as per agreements between Geo Can and the Company for the Geita, Kinyambwiga and Kalemela projects were cancelled as part of the agreement between Geo Can and Kilimanjaro prior to the August 7, 2009 share exchange agreement. Both companies have mutually agreed that the exploration agreements were terminated in November 2009 when the C ompany incorporates its own exploration subsidiary, Lake Victoria Resources (T) in Tanzania.

PROJECTS

On May 4, 2009, Kilimanjaro completed a Property Acquisition Agreement with Geo Can Resources Company Limited (“Geo Can”). Under the terms of the agreement Kilimanjaro acquired a 100% interest of the mineral property assets of Geo Can which included 33 gold prospecting licenses and 13 uranium licenses. Geo Can had entered into property agreements regarding some of these resource properties with Lake Victoria before the share purchase agreement and now Geo Can no longer has any interest in those prior property agreements.

The May 4, 2009 Property Acquisition dramatically increased our prospecting property portfolio in Tanzania overnight. All of the Company’s mineral property interests are located in Tanzania. Geo Can holds resource properties in trust for Kilimanjaro. Most of the resource property interests are still formally registered to Geo Can to save on registration fees until the annual filing for each property comes due at which time the formal registration of each property will be transferred to Kilimanjaro or as directed by Kilimanjaro.

-31-

Kalemela Gold Project

Kalemela project is comprised of PL2747/2004, PL2910/2004, PL3006/2005, PL2892/2009, PL5912/2009 and PL5988/2009 totaling approximately 253.80 sq. km. The first event that occurred, on April 1, 2007, was the acquisition of the prospecting license, PL2747/2004 from Uyowa Gold Mining and Exploration Company Limited, P.O. Box 3167, Dar es Salaam, Tanzania. Kalemela Gold Project license number: PL2747/2004 is located within the Southeastern Lake Victoria Goldfields in Northern Tanzania in Magu District, Mwanza Region and is approximately 125 kilometers northeast of Mwanza. This was followed by a physical examination of the property by Dr. Roger A. Newell, a geologist, our president and director. The license is recorded in Geo Can’s name. Following the initial examination, we entered an Exploration Services Agreement with Geo Can to conduct geologic mapping, soil and rock sampling and ground magnetic surveys.

Subsequently, on November 18, 2008 we acquired two adjacent and contiguous licenses PL3006/2005 and PL2910/2004. We expanded our mineral exploration budget with Geo Can to complete a similar initial exploration program that was conducted on PL2747/2004. We have completed the initial exploration of PL3006/2005 and PL2910/2004. The three licenses totaled about 260 square kilometers. Results of geologic mapping, ground magnetic surveying and soil and rock sampling have identified exploration sites suitable for electrical induced polarization (I.P.) geophysical surveys to further define possible drill targets. Depending on available resources and project scheduling, follow up soil sampling will be conducted to confirm previous sampling results, followed by a targeted electrically ind uced polariztion (I.P.) geophysical survey and a possible initial drill program. No additional work was conducted on the Kalemela project during this reporting period.

State Mining Project

On December 22, 2008, we completed an “Option to Purchase Prospecting Licenses Agreement” with Geo Can for PL4339/2006 and PL2702/2004. Under the terms of the agreement and the consideration paid, we will acquire the exclusive and irrevocable option to acquire from the State Mining Corporation a 90% undivided interest in PL4339/2006 and PL2702/2004 through the Geo Can Option. Dr. Roger A. Newell and Mr. Ahmed Magoma completed a field visit to PL2702 and PL5469 on January 19th 2009. Shallow iron stained artisanal mine pits are present and these pits reveal 0.5 meter to 1 meter thick northeast striking and steeply dipping quartz veins. Evidence of earlier RAB drilling was also observed. Plans and budgets for the mineral exploration program on these properties were prepared with th e intent for the program to be conducted during the last two quarters of 2009.

Geita Gold Project

On January 27, 2009, we executed a definitive Option Agreement (the “Option”) with Geo Can to earn a 50% interest in Geo Can’s Geita Gold Project, Prospecting License Number PL2806. Under the terms of the Option, we acquired a 50% interest in the “Property” totaling 43.77 sq km. The “Option” also provides for the Company to acquire, through “Remaining Interest Options,” up to a 75% interest in the gold project. The Geita Gold Project (License number: PL2806/2004) is located in Northern Tanzania within the Lake Victoria goldfields in the Geita District, Mwanza Region. This license is approximately 300 meters south of AngloGold-Ashanti’s world-class Nyankanga gold deposit, about 6 kilometers west of the town of Geita and about 78 kil ometers west of Mwanza. The original prospecting license PL2806 has been divided and the project is now comprised of two licenses: PL2806/2004 – 21.59 sq.km. and PL5958/2009 – 20.85 sq.km. which totals about 42.44 sq.km.

-32-

During 2008 Geo Can completed detailed ground magnetic surveys, and both reconnaissance and detailed electrical prospecting (induced polarization, I.P.) surveys. Following this work, we commenced drilling on the Geita Project in January, 2009 and completed 37 reverse circulation drill holes for a total of 3,508 meters (11,506 feet). The drilling identified sub-economic gold values; the best mineralized intersection was 2 meters of 3.03 grams per metric ton from 50 meters to 52 meters in drill hole GR-15. The geophysical and geological information continues to be reviewed to determine if additional exploration targets exist that justify additional work. No additional work was conducted on the project during this reporting period.

Kinyambwiga Gold Project

The Kinyambwiga Gold Project is about 208 kilometers northeast of the city of Mwanza in northern Tanzania. On April 2, 2009 we completed an “Option to Purchase Prospecting Licenses Agreement” with Geo Can for PL4653/2007. Under the terms of the agreement and the consideration paid, we will acquire the exclusive and irrevocable option to acquire from Geo Can an 80% undivided interest in PL4653/2007. Previous exploration work completed included: geological and regolith mapping, ground magnetics at 200m grid, geochemical soil sampling at 200X50 grid, trenching, pitting and 6000 meters of RAB and 1300 meters of RC drilling. A detailed ground magnetic survey at 50m grid spacing was completed on a portion of the prospecting license, and on June 4th, 2009 we began to excavate exploration trenches to further expose previously identified quartz veins. Over 50 trenches have been excavated and rock samples from the trenches have been submitted to an assay laboratory. Detailed ground magnetic surveying suggested that the previously identified quartz veins have a strike length of at least one kilometer. A detailed trenching program further defined the quartz veins, and 134 samples collected from 22 trenches averaged 2.28 grams per metric ton. An additional 24 bulk samples were selected for leach assaying these samples returned and average of 3.48 grams per metric ton. Routine fire assays for these same 24 bulk samples averaged 3.56 grams per metric ton. Previous excavations and shallow reconnaissance drilling suggests that multiple veins are present and may extend over a 2 kilometer distance. Additional RC and core drilling may be planned to confirm these assay results at depth below selected trenches and artisanal mine workings.

Singida Gold Project

Company personnel first visited the Singida project area during March, 2009 and became aware of the high level of artisanal (small scale) gold mining that was being conducted along an estimated five (5) kilometer mineralized zone. Subsequently, on May 15, 2009, the Company signed a Mineral Financing Agreement with one director of the Company authorizing him, on behalf of the Company, to acquire Primary Mining Licenses (“PMLs”) in the Singida area. As of June 30, 2009, this director has entered into several different Mineral Properties Sales and Purchase agreements with multiple PML owners that hold title to the licenses along the mineralized zone at the Singida project area. Under the terms of all the agreements, if we complete all sixty (60) of the various agreements, that combined form the Singida project area, then our tot al purchase consideration will be $7,029,404 by February, 2013.

-33-

Table 2 and 3 reflect the acquisition and exploration costs for Singida project.

The Singida Gold Project lies about 600 kilometers south of the city of Mwanza. The Singida project is the location of active artisanal mining and we have conducted detailed underground sampling, sampling of artisanal mine waste dumps and processed tailing piles. More than 8,200 samples have been collected and assayed. From 36 mine shafts and connected workings, over a strike length of about 5km, 176 samples averaged 7.1 grams per metric ton; assays for 1,138 samples from artisanal mine dumps located at surface and containing about 20,000 tons average about 2.14 g/t; the amount of gold present in the dumps is about 1,370 ounces. An additional number of dumps are present that contain an estimated 70,000 tons. Assay results from 2,478 tailing samples were also received; an initial 75 processed ta iling piles contain about 20,000 tons with an average grade of 3.05 g/t. An additional 22 processed tailing piles contain about 6,000 tons with an average of 6.78 g/t gold. The estimated contained gold is about 1,900 ounces and 1,300 ounces respectively. Together there are about 26,000 tons of tailings containing about 3,200 ounces of gold. A detailed ground magnetic survey, at 25 meter grid spacing, was conducted over the mineralized area which appears to extend in a northwest – southeast direction for a distance of 5 kilometers or more. The mineralized zone consists of quartz veins varying from about 0.3 to 2 meters thick in greenstone rocks, and the sampled artisanal mine shafts averaged about 50 meters deep. Additional work is planned at Singida which may involve I.P. surveying and drilling below the artisanal workings to confirm mineralization at depth below the current workings.

ADDITIONAL CONSIDERATIONS

We are searching for mineralized material. Mineralized material is a mineral body, which has been delineated by appropriate spaced drilling or underground sampling to support sufficient tonnage and average grade of metals to justify removal. Before mineral retrieval can begin, we must explore for and find mineralized material. After that has occurred we have to determine if it is economically feasible to remove the mineralized material. Economically feasible means that the costs associated with the removal of the mineralized material will not exceed the price at which we can sell the mineralized material. We can’t predict what that will be until we find mineralized material.

We do not know if we will find mineralized material. We believe that activities occurring on adjoining properties are not material to our activities. The reason is that whatever is located under adjoining property may or may not be located under our property.

We have exploration licenses. We do not have a license to mine any minerals or reserves whatsoever at this time on any part of our properties. Once exploration has advanced to a point where mining on one or more of our properties is feasible, we plan to apply for a mining license or licenses.

-34-

We may interest other companies in our properties if we find mineralized materials. Depending on the discovery, we may try to develop the reserves ourselves and through the use of contracted consultants. Our portfolio of projects is very large and we may interest other companies in properties to participate in the exploration of them, through option or joint venture agreements to find mineralized material.

If we are unable to complete any phase of exploration because we don’t have enough money, we will cease operations until we raise more money. If we can’t or don’t raise more money, we will cease operations. If we cease operations, you will lose your investment.

All of the work on our properties is conducted by contractors that the Company has hired through exploration service contracts. The contractors are responsible for surveying, geology, engineering, exploration, and excavation. The geologists will evaluate the information derived from the exploration and evaluation and the engineers will advise us on the economic feasibility of removing the mineralized material.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, possible cost overruns due to price and cost increases for services and economic conditions.

Liquidity and Capital Resources

As of April 15, 2010, the Company completed a private placement of 7,973,000 units to at $0.20 per share for total consideration of $1,594,600. Each Unit consists of one share of common stock and one redeemable warrant. One redeemable warrant and payment of $1.25 entitles the holder to purchase one additional share of common stock. The exercise period of the redeemable warrants is thirty-six months from January 28, 2010.

On December 31, 2009, the Company sold 2,701,001 units for total consideration of $1,574,704, net of cost of $45,900. Each unit consists of one share of common stock and one redeemable warrant. Two redeemable warrants and payment of $1.25 entitles the holder to purchase one additional share of common stock. The exercise period of the redeemable warrants is thirty-six months from September 9, 2009.

As of December 31, 2009, the Company has 7,013,501 stock warrants outstanding.

On August 7, 2009 the Company issued 37,653,549 common shares pursuant to a share exchange agreement with Kilimanjaro. Of these shares, 24,478,300 had been issued originally by Kilimanjaro prior to December 31, 2008. The remaining portions of the underlying shares were issued by Kilimanjaro prior to the August 7, 2009 share exchange agreement for the following purposes:

1,747,200 were issued for cash at $0.25 per share

6,211,500 were issued for acquisition of mineral properties

3,172,042 were issued for payment of consulting services

-35-

In January, 2009, Kilimanjaro cancelled 33,600 common shares in the amount of $14,000 due to the request of an individual investor to withdraw his private placement.

Lake Victoria, prior to the share exchange agreement with its controlling parent company, Kilimanjaro, issued the following shares as the reporting registrant and subsidiary of Kilimanjaro:

On April 15, 2009 Lake Victoria granted 70,000 restricted common shares at a fair value of $35,000 to officers and directors. The shares were issued on August 4, 2009.

On February 13, 2009, the Company issued 4,000,000 shares of common stock at a fair value of $1,840,000 in accordance with the January 21, 2009 Option to Purchase agreement for Geita PL 2806/2004. All of these shares were acquired by Kilimanjaro as part of a share exchange in May 2009.

On January 21, 2009 Lake Victoria entered into an option to purchase prospecting license agreement with Geo Can Resources Ltd. to acquire prospecting license PL2806/2004 at Geita area in Geita District. The total consideration includes an aggregate cash payment of $200,000 and issuance of 5,500,000 shares of common stocks.

Recent accounting pronouncements

In August 2009, the FASB issued Accounting Standards Update (“ASU”) No. 2009-05, "Measuring Liabilities at Fair Value," which amends ASC 820, "Fair Value Measurements and Disclosures." ASU 2009-05 provides clarification and guidance regarding how to value a liability when a quoted price in an active market is not available for that liability. The Company will adopt the provisions of this update for fair value measurements of liabilities effective October 1, 2009, and adoption is not expected to have a significant impact on the Company’s consolidated financial statements.

In June 2009, the FASB issued SFAS No. 168, “FASB Accounting Standards Codification” (Codification) as the single source of authoritative nongovernmental U.S. GAAP to be launched on July 1, 2009. The Codification does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all the authoritative literature related to a particular topic in one place. All existing accounting standard documents will be superseded and all other accounting literature not included in the Codification will be considered nonauthoritative. The Codification is effective for interim and annual periods ending after September 15, 2009. The Codification is for disclosure only and will not impact our financial condition or results of operations. The Acco unting Standards Codification (ASC) has become the source of authoritative U.S. generally accepted accounting principles (“GAAP”). The ASC only changes the referencing of financial accounting standards and does not change or alter existing GAAP.

-36-

In June 2009, the FASB issued ASC 810-10 (formerly SFAS 167), “Amendments to FASB Interpretation No. 46(R)”. ASC 810-10 amends ASC 810-10 (formerly FIN 46(R)), “Consolidation of Variable Interest Entities,” and changes the consolidation guidance applicable to a variable interest entity (“VIE”). It also amends the guidance governing the determination of whether an enterprise is the primary beneficiary of a VIE, and is, therefore, required to consolidate an entity, by requiring a qualitative analysis rather than a quantitative analysis. The qualitative analysis will include, among other things, consideration of who has the power to direct the activities of the entity that most significantly impact the entity’s economic performance and who has the obli gation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. This standard also requires continuous reassessments of whether an enterprise is the primary beneficiary of a VIE. Previously, ASC 810-10 required reconsideration of whether an enterprise was the primary beneficiary of a VIE only when specific events had occurred. QSPEs, which were previously exempt from the application of this standard, will be subject to the provisions of this standard when it becomes effective. ASC 810-10 also requires enhanced disclosures about an enterprise’s involvement with a VIE. ASC 810-10 will be effective as of the beginning of interim and annual reporting periods that begin after November 15, 2009.

In June 2009, the FASB issued ASC 860-10 (formerly SFAS 166), “Accounting for Transfers of Financial Assets, an Amendment of FASB Statement No. 140”. ASC 860-10 amends ASC 860-10 (formerly SFAS 140), “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities,” by: eliminating the concept of a qualifying special-purpose entity (“QSPE”); clarifying and amending the derecognition criteria for a transfer to be accounted for as a sale; amending and clarifying the unit of account eligible for sale accounting; and requiring that a transferor initially measure at fair value and recognize all assets obtained (for example beneficial interests) and liabilities incurred as a result of a transfer of an entire financial asset or grou p of financial assets accounted for as a sale. Additionally, on and after the effective date, existing QSPEs (as defined under previous accounting standards) must be evaluated for consolidation by reporting entities in accordance with the applicable consolidation guidance. ASC 860-10 requires enhanced disclosures about, among other things, a transferor’s continuing involvement with transfers of financial assets accounted for as sales, the risks inherent in the transferred financial assets that have been retained, and the nature and financial effect of restrictions on the transferor’s assets that continue to be reported in the statement of financial position. ASC 860-10 will be effective as of the beginning of interim and annual reporting periods that begin after November 15, 2009. The Company is currently assessing the impact that the adoption will have on the Company’s disclosures, operating results, financial position and cash flows.

In June 2009, the FASB issued and the Company adopted ASC 855, Subsequent Events. ASC 855 establishes general standards of accounting for and disclosures of events that occur after the balance sheet date but before financial statements are issued or are available to be issued. It requires the disclosure of the date through which an entity has evaluated subsequent events and the basis for that date. ASC 855 is effective for interim financial periods ending after June 15, 2009. The adoption of ASC 855 did not affect the Company’s consolidated financial statements.

-37-

In April 2009, the FASB issued ASC 820-10-65-4 (formerly FSP SFAS 157-4), “Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly". ASC 820-10-65-4 provides additional guidance for estimating fair value when the market activity for an asset or liability has declined significantly. ASC 820-10-65-4 is effective for interim and annual periods ending after June 15, 2009. The adoption of ASC 820-10-65-4 on September 30, 2009 did not have a material effect on the Company’s consolidated financial statements.

In April 2009, the FASB issued and the Company adopted provisions of ASC 815, Derivatives and Hedging, which requires fair value disclosures in both interim as well as annual financial statements in order to provide more timely information about the effects of current market conditions on financial instruments. This statement specifically requires entities to provide enhanced disclosures addressing the following: (1) how and why an entity uses derivative instruments; (2) how derivative instruments and related hedged items are accounted for under US GAAP, and (3) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. The adoption impacts the Company’ s disclosures, but it will not affect its results of operations or financial condition.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including the Principal Executive Officer and Principal Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that these disclosure controls and procedures are ineffective, in that we have failed to file a Form 8-K in a timely manner during the quarter ended December 31, 2009. There were no changes in our internal control over financial reporting during the quarter ended December 31, 2009 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. The Company has not begun remediation efforts to correct the previously disclosed material weakness reported on the Company’s Form 10-K filed for the period ended March 31, 2009.

-38-

PART II. OTHER INFORMATION

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 6. EXHIBITS.

The following documents are included herein:

Exhibit No.	Document Description
31.1	Certification of Principal Executive Office and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002.

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of the Sarbanes-Oxley Act of 2002.

-39-

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities and Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 31st day of August, 2010.

	LAKE VICTORIA MINING COMPANY, INC.

	BY:	ROGER A. NEWELL
		Roger A. Newell
		President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer and a member of the Board of Directors

-40-

EXHIBIT INDEX

Exhibit No.	Document Description
31.1	Certification of Principal Executive Office and Principal Financial Officer pursuant Section 302 of the Sarbanes-Oxley Act of 2002.

32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of the Sarbanes-Oxley Act of 2002.

-41-

Lake Victoria Mining Inactive 10-Q/A2010 Q3 Quarterly report (amended)