Report to Shareholder's - First Quarter ended March 31, 2002 Dear Shareholders: During this quarter, the amalgamation of Almaden Resources Corporation and Fairfield Minerals Ltd. was completed. Your directors feel this will result in savings in administration time and costs, allowing us to focus more on the matters that will create value for shareholders. Early in February, we staked a new porphyry copper-gold prospect in Mexico. Later in February, Sumitomo released encouraging results from drilling on our joint ventured Tropico bulk tonnage copper-palladium-platinum-gold property near Mazatlan, Mexico and more recently, Sumitomo approved a 2002 budget of US$880,000 for the project which was enhanced by the acquisition of the internal San Pablo claim. Further drilling is expected late July. On our San Carlos property, Aurcana Minerals completed geochemical soil surveys, some I.P. and opened up old underground mine workings for sampling, all with very encouraging results. That company is currently raising funds for drilling the property. We had disappointing results from our Caballo Blanco and McKay Lake drill projects. These results are under review but we do plan further sonic drilling to sample tills to be followed by core drilling on our McKay Lake, NWT diamond property next winter. Subsequent to the end of the quarter, we signed an agreement with BHP Billiton to explore for copper-gold deposits in a part of Mexico. I believe this program has a high potential for success. We also farmed out our Yago gold property in Mexico to Ascot Resources Ltd. who have committed to a US$400,000 work program this year. They must spend US$2,000,000 within two years and pay your company 300,000 shares to earn a 60% interest in the property. This summer we expect Ross River Gold to be actively exploring our Ram gold property, Yukon and we will be drilling on our Siwash gold property, B.C., as well as carrying out a reconnaissance geochemical survey on our new PV gold property in B.C. We are well positioned to profit from a rise in the price of gold. Financial Results For the three months ended March 31, 2002, the Company incurred a loss of $284,529 ($0.02 per share) compared to a loss of $59,297 ($0.00 per share) for the three months ended March 31, 2001. The results for the current period reflect the activity of the newly amalgamated company whereas the results for the comparative period reflect the activity of Almaden Resources Corporation. Expenses were $280,923 during the three months ended March 31, 2002 compared to $73,265 during the three months ended March 31, 2001. The larger loss in the current period is mostly in general and administrative expenses, the cost of completing the amalgamation and administrative changes in Mexico. General exploration was more active and as a result, increased by $32,181 during the current quarter. Revenue decreased to $3,188 during the three months ended March 31, 2002 as compared to $11,239 during the three months ended March 31, 2001. Lower cash balances available for investment and lower interest rates were the contributing factors for the reduction in investment income. The Company also incurred a loss on securities of $22,500 in the current period and a gain on the sale of fixed assets of $12,924. Financial Position and Liquidity Operating Cash Flow Cash flow from operations, after allowing for the effects of changes in non-cash working capital components, provided for $535,920 in the three months ended March 31, 2002 compared to a use of $21,354 in the three months ended March 31, 2001. $860,000 was received in advance of closing two private placements at the beginning of the next quarter. Financing Activities There was no cash provided by financing activities during the current or comparative quarter. Investing Activities Cash provided in the three months ended March 31, 2002 from investing activities totaled $246,980 compared to a use of $144,706 during the three months ended March 31, 2001. During the current quarter, expenditures of $77,553 were incurred on mineral properties which was lower than the $98,760 of expenditures in the comparative quarter. This reduction is mostly due to four of the Company's primary properties, Caballo Blanco, Tropico, San Carlos and Yago, being optioned out to third parties who are incurring all costs to earn their interest in the properties. Cash was provided during this period on the sale of marketable securities and the proceeds from the sale of fixed assets. Cash Resources and Liquidity As at March 31, 2002, cash and cash equivalents amounted to $1,057,000 compared to $274,100 at December 31, 2001, the Company's most recent financial year-end. At March 31, 2002, the Company had working capital of $242,613 compared to $860,192 at December 31, 2001. Upon closing two private placement financings at the beginning of April 2002, the Company's working capital increased by $1,069,000. Also, included in working capital is the Company's inventory of gold recorded at the cost of production, not market value and the Company is appealing the additional mineral tax assessed Fairfield Minerals Ltd. The Company has no long-term debt. The Company's current working capital position is sufficient for its 2002 requirements. Thank you for your support. We look forward with you to the potential for profit from discovery. Almaden Minerals Ltd. is listed on The Toronto Stock Exchange - symbol AMM. On behalf of the Board, Duane Poliquin, President

CONSOLIDATED INTERIM BALANCE SHEETS

ASSETS	March 31, 2002 (unaudited)	December 31st, 2001 (audited)
Current Assests
Cash and cash equivalents	$1,057,000	$272,100
Accounts receivable	162,796	121,019
Inventory	446,788	446,788
TOTAL	$6,853,989	$6,297,093

CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS AND DEFICIT -

Three month periods ended March 31, 2002 and 2001(unaudited)

Revenues & Expenses	Three Months ended March
Revenue:
Interest	1,618	11,239
Other income	1,500	-
TOTAL	$3,118	$11,239
Expenses:
General exploration	49,573	17,392
General and administrative	2227,603	54,006
Write-down of interest in mineral properties	3,747	1,867
TOTAL	$280,923	$73,265
LOSS FROM OPERATIONS	(277,805)	(62,026)
(LOSS) ON SECURITIES	(22,500)	-
GAIN ON FIXED ASSETS	12,924	-
FOREIGN EXCHANGE GAIN	2,852	2,729
DEFICIT, BEGINNING OF PERIOD	$(9,171,871)	$(8,521,776)
DEFICIT, END OF PERIOD	$(9,456,400)	$(8,581,073)
NET LOSS PER SHARE	$(0.02)	$(0.00)

CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

Three month periods ended March 31, 2002 and 2001(unaudited)

Cash Flows	Three Months ended March 31st
	2002	2001
Operating Activities
Net Loss	$(284,529)	$(59,297)
Items not involved in cash:	.	.
Write-down of interests in mineral properties	3,747	1,867
Depreciation	7,478	7,859
Loss on securities	22,500	-
Gain on sale of fixed assets	(12,924)	-
TOTAL	$(263,728)	$(49,571)
Change in Non-Cash Working Capital Items:
Accounts receivable and prepaid expenses	(41,777)	(76,608)
Accounts payable and accrued liabilities	(17,906)	(48,391)
Mineral taxes payable	(669)	-
Liablility to issue shares	860,000	-
TOTAL	$535,920	$(21,354)
Investing Activities:
Marketable securities	.	.
Purchases	-	(7,363)
Proceeds	310,823	-
Fixed assets	-	-
Purchases	(4,877)	(38,583)
Proceeds	18,587	-
Mineral properties
Costs	(77,553)	(98,760)
TOTAL	$246,980	$(144,706)
NET CASH INFLOW (OUFLOW)	782,900	(166,060)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOR	274,100	287,599
CASH AND CASH EQUIVALENTS, END OF PERIOD	$1,057,000	$121,539

Notes to Consolidated Interim Financial Statements

March 31, 2002 (Unaudited)

1. BASIS OF PRESENTATION

These interim unaudted consolidated financial statements do not include all the disclosure required by Canadian generally accepted accounting principles for annual statements and should be read in conjunction with the annual audited financial statements for the year ended December 31, 2001, specifically Note 1 on the Nature of Operations, Note 2 on Amalgamation and Note 3 on the Significant Accounting Policies. These statements are prepared in accordance with recommendations for interim financial statements in conformity with Canadian generally accepted accounting principles. They have been prepared using the same accounting policies and methods as those used in the December 31, 2001 accounts.

2. SIGNIFICANT ACCOUNTING POLICIES

Stock-based compensation

The Company has adopted the recommendations of the new CICA Handbook section 3870, Stock-Based Compensation and Other Stock-Based Payments, effective January 1, 2002. This section establishes standards for the recognition, measurement and disclosure of stock-based compensation and other stock-based payments made in exchange for goods and services. The standard requires that all stock-based awards made to non-employees be measured and recognized using a fair value based method. The standard encourages the use of a fair-value based method for direct awards of stock, stock appreciation rights, and awards that call for settlement in cash or other assets. Awards that a company has the ability to settle in stock are recorded as equity, whereas awards that the entity is required to or has a practice of settling in cash are recorded as liabilities. For stock options granted to employees, the Company has adopted the disclosure only provisions of the new standard whereby pro-forma net income and pro forma earnings per share are disclosed in the notes to the financial statements, as if the fair value based method of accounting had been used. This disclosure is provided for stock option grants after January 1, 2002, but not for any grants prior to that date.

3. MINERAL PROPERTIES

Mineral Properties	March 31st,  2002	December 31st, 2001
Caballo Blanco		.
Option to purchase 100% interest in mineral claims in Veracruz, Mexico	$2,468,848	$2,464,848
ATW	.	.
Net 27% interest in mineral claims near Lac de Cras, NWT, Canada	46,451	46,451
Prospector Mountain
75% interest in mineral claims in the Yukon Territory, Canada	23,855	23,855
Yago / La Sarda
100% interest in mineral claims in Nayarit State, Mexico	751,539	738,438
Elk
100% interest in mineral claims in British Columbia, Canada	869,551	864,864
Cabin Lake
100% interest in mineral claims in the Yukon Territory, Canada	128,954	128,954
Caribou Creek	.
100% interest in mineral claims in the Yukon Territory, Canada	73,534	73,534
MOR
100% interest in mineral claims in the Yukon Territory, Canada	61,666	59,542
San Carlos / San Jose
100% interest in the San Carlos mineral claim and 90% interest in the San Jose mineral claim in Tamaulipas State, Mexico	274,626	274,604
Tropico
40% interest in mineral claims in Western Mexico	46,476	41,313
Interests in various other mineral claims	113,859	65,150
TOTAL	$4,859,359	$4,785,553

4. SHARE CAPITAL

Share Capital	.		.
A. Authorized:   100,000,000 common shares without par value
Issued:	Shares		Amount
Balance, March 31, 2002 & December 31, 2001	$17,123,006		$15,010,776
B. Stock-based Compensation:      The Company has a formal written stock option plan under which incentive stock options for up to 1,000,000 shares of common stock are reserved for issuance and may be granted from time to time to directors, officers, employees and contractors. During the quarter ended March 31, 2002, 975,000 options were granted. Stock options previously granted by the Company and its predecessor, which by the terms of the amalgamation, become options granted by the Company, are not options granted under the Company's formal stock option plan. Stock option activity with respect to all of the Company's stock options is represented below:
.	Number of Shares	Exercise Price Range per Share	Weighted Average Exercise Price
Outstanding at December 31, 2001	1,759,533	$ 0.27 - 0.49	$0.37
Granted	975,000	$ 0.55	$0.55
Outstanding at March 31, 2002	2,734,533	$ 0.27 - 0.55	$0.44

Additional information relating to stock options outstanding as of March 31, 2002 is presented below:

 

Options Outstanding				Options Exercisable
Exercise Price	Number of Shares	Weighted Average Exercise Price	Weighted Average Remaining Contractual Life (Years)	Number of Shares	Weighted Average Exercise Price
$0.27	91,092	$0.27	4.4	91,092	$0.27
$0.30	735,000	$0.30	3.9	735,000	$0.30
$0.39	157,850	$0.39	7.7	157,850	$0.39
$0.45	698,591	$0.45	6.7	698,591	$0.45
$0.49	77,000	$0.49	3.1	77,000	$0.49
$0.55	975,000	$0.55	4.9	975,000	$0.55
.	2,734,533	.		2,734,533

When stock-based compensation awards are granted to employees, no compensation cost is recognized when their exercise price exceeds or equals the fair value of the Company's common shares at the date of grant. Accordingly, no compensation cost has been recognized for options granted. Had compensation cost for the Company's stock-based compensation plan been determined based on the fair market value at the grant dates for awards under those plans consistent with the fair value based method of accounting for stock-based compensation, the Company's net income and earnings per share would have reduced to the pro forma amounts indicated below:

SHARE CAPITAL	Three months ended March 31, 2002
Net Loss
As reported	$(284,529)
Pro forma	$(655,029)
Basic Loss per Share	.
As reported	$(0.02)
Pro forma	$(0.04)
Diluted Loss per Share
As reported	$(0.01)
Pro forma	$(0.03)
TOTAL	$6,853,989

 

The fair value of each option grant is estimated on the date of grant to be $0.38 per share using the Black-Scholes option pricing model with the following weighted average assumptions for grants in the three month period ended March 31, 2002: no dividends are to be paid, expected volatility of 86%; risk-free interest rate of 3.75%; and expected lives of five years.

 

5. RELATED PARTY TRANSACTIONS

A company controlled by the President of the Company was paid or accrued for payment $25,500 for geological services during the three months ended March 31, 2002.

A company controlled by a Director of the Company was paid or accrued for payment $18,375 for geological services during the three months ended March 31, 2002.