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. 2 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 3 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.