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

                                   FORM 8-K/A

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act o f 1934


                                 April 24, 2001
                                 Date of Report
                        (Date of earliest event reported)


                            PRINCETON MINING COMPANY
             (Exact name of registrant as specified in its charter)


          Idaho                        001-04026                  82-6008727
(State or other jurisdiction    (Commission File Number)        (IRS Employer
     of incorporation)                                       Identification No.)


                 1111 South Main, Suite 127, Grapevine, TX 76051
                    (Address of principal executive offices)


                                 (817) 410-5762
                         (Registrant's telephone number)

ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS

On April 24, 2001, Princeton Mining Company  ("Princeton")  acquired 100% of the
issued and  outstanding  shares of Brittany  Enterprises,  Inc.  ("Brittany") in
consideration for 18,000,000 newly issued common shares of Princeton.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

     (a)  FINANCIAL STATEMENTS OF BUSINESS ACQUIRED

          The audited financial statement of Brittany Enterprises, Inc. at March
          31, 2001 together  with the audit report of Stephen P.  Higgins,  CPA,
          dated August 28, 2001 is attached hereto as Exhibit 99.1.

     (b)  PRO FORMA FINANCIAL INFORMATION

          On  April  24,  2001,  Princeton  acquired  100%  of  the  issued  and
          outstanding  shares of Brittany in consideration  for 18,000,000 newly
          issued  common  shares of  Princeton.  For  accounting  purposes,  the
          acquisition  will  be  treated  as  the  acquisition  of  Brittany  by
          Princeton with Brittany as the acquirer (reverse acquisition).

          The pro forma  exhibits  include a pro  forma  combining  consolidated
          balance  sheet as of March 31, 2001 that  reflects  the effects of the
          acquisition  as if it had  occurred  on  that  date.  In  addition,  a
          combining pro forma consolidated  statement of operations for the year
          ended  December  31,  2000 and the three  months  ended March 31, 2001
          reflect the acquisition on a pro forma basis as if the transaction had
          occurred at the beginning of the periods.

     (c)  EXHIBITS

          99.1   Audited financial statement of Brittany Enterprises,  Inc., at
                 March 31, 2001.

          99.2   Pro forma combined balance sheet as of March 31, 2001.

          99.3   Proforma combined  statement of  operations for the year ended
                 December 31, 2000.

          99.4   Pro forma combined statement of operations for the three months
                 ended March 31, 2001.

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                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.

                                    PRINCETON MINING COMPANY


                                    By /s/ Randy Howell
                                      -----------------------------------
                                      Randy Howell
                                      President

Date: August 29, 2001

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                                    EXHIBITS


   Exhibit
   Number                               Description
   ------                               -----------

    99.1       Audited financial statement of Brittany  Enterprises,  Inc., at
               March 31, 2001.

    99.2       Pro forma combined balance sheet as of March 31, 2001.

    99.3       Proforma combined statement of operations for the year ended
               December 31, 2000.

    99.4       Pro forma combined statement of operations for the three months
               ended March 31, 2001.