UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F/A

Amendment No. 2

[ ]	REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934.

x	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 31, 2004

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSACTION PERIOD FROM ______________ TO ___________________

Commission File Number 0-15688

CORAL GOLD RESOURCES, LTD.

(Exact name of Registrant as specified in its charter)

A CORPORATION FORMED UNDER THE LAWS OF BRITISH COLUMBIA, CANADA

(Jurisdiction of Incorporation or Organization)

455 Granville Street, Suite 400

Vancouver, British Columbia V6C 1T1

Canada

(Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act: NONE

Securities registered or to be registered pursuant to Section 12(g) of the Act: Common Shares, no par value

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: NONE

The number of outstanding Common Shares as of January 31, 2004 was 43,616,855.

Indicate by check mark whether the Company (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. xYes [ ]No

Indicate by check mark which financial statement item the Company has elected to follow.

Item 17 x

Item 18 [

]

(Applicable only to issuers involved in bankruptcy proceedings during the past five years)

Indicate by check mark whether the Company has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. NOT APPLICABLE

TABLE OF CONTENTS

Item

Page

GLOSSARY OF TECHNICAL TERMS			1
Explanatory Note			2
Forward-Looking Statements			2
Item 1.	Identity of Directors, Senior Management and Advisors		2
Item 2.	Offer Statistics and Expected Timetable		2
Item 3.	Key Information		2
Item 4.	Information on the Company		6
Item 5.	Operating and Financial Review and Prospects	19
Item 6.	Directors, Senior Management and Employees	23
Item 7.	Major Shareholders and Related Party Transactions	31
Item 8.	Financial Information	32
Item 9.	The Offering and Listing	32
Item 10.	Additional Information	34
Item 11.	Quantitative and Qualitative Disclosures About Market Risk	41
Item 12.	Description of Securities Other than Equity Securities	42
Item 13.	Defaults, Dividend Arrearages and Delinquencies	43
Item 14.	Material Modifications to the Rights of Security Holders and Use of Proceeds	43
Item 15.	Controls and Procedures	43
Item 16.	[Reserved]	43
Item 16A.	Audit Committee Financial Report	43
Item 16B.	. Code of Ethics	43
Item 16C.	Principal Accountant Fees and Services	43
Item 16D.	Exemptions from the Listing Standards for Audit Committees	44
Item 16E.	Purchases of Equity Securities by the Issuer and Affiliated Purchasers	44
Item 17.	Financial Statements	44
Item 18.	Financial Statements	44
Item 19.	Exhibits	45

Exhibits

Certification of Principal Executive Officer	12.1
Certification of Principal Financial Officer	12.2
Certification 906	13.1
Consent of Expert	13.2

GLOSSARY OF TECHNICAL TERMS
Au	The elemental symbol for gold.
chalcopyrite	Copper sulphide mineral.
Chert	A rock resembling flint and consisting essentially of crypto-crystalline quartz or fibrous chalcedony.
Cretaceous	The geologic period extending from 135 million to 65 million years ago.
Epidote	Calcium, aluminum, iron silicate mineral commonly occurring in hydrothermally altered carbonate-bearing rocks.
Fault	A fracture in a rock where there has been displacement of the two sides.
Grade	The concentration of each ore metal in a rock sample, usually given as weight percent. Where extremely low concentrations are involved, the concentration may be given in grams per tonne (g/t or gpt) or ounces per ton (oz/t). The grade of an ore deposit is calculated, often using sophisticated statistical procedures, as an average of the grades of a very large number of samples collected from throughout the deposit.
GSR	Payment of a percentage of gross mining profits commonly known as gross smelter return royalty.
Hydrothermal	Hot fluids, usually mainly water, in the earth's crust which may carry metals and other compounds in solution to the site of ore deposition or wall rock alteration.
Intrusive	A rock mass formed below earth's surface from magma which has intruded into a pre-existing rock mass.
mineralization	Usually implies minerals of value occurring in rocks.
net smelter or NSR royalty	Payment of a percentage of net mining profits after deducting applicable smelter charges.
Porphyry	Rock type with mixed crystal sizes, i.e. containing larger crystals of one or more minerals.
Pyrrhotite	A bronze coloured mineral of metallic lustre that consists of ferrous sulphide and is attracted by a magnet.
Pyrite	Iron sulphide mineral.
Quartz	Silica or SiO₂, a common constituent of veins, especially those containing gold and silver mineralization.
veins	The mineral deposits that are found filling openings in rocks created by faults or replacing rocks on either side of faults.

Explanatory Note

On August 16, 2004, Coral Gold Corp., a company incorporated under the laws of the Province of British Columbia filed an annual report for year ended January 31, 2004 on Form 20-F. On September 14, 2004, Coral Gold Corp. changed its name to Coral Gold Resources, Ltd. Accordingly, this amendment to the Form 20-F reflects the name change to Coral Gold Resources, Ltd.

This Amendment No. 2 on Form 20-F/A (the "Form 20-F") amends the Annual Report on Form 20-F for the year ended January 31, 2004 filed on August 16, 2004 (the "Original Filing"), as amended on February 24, 2005 on Form 20-F/A ("Amendment No. 1"). The Company filed the Amendment No. 1 in response to comments received from securities regulators regarding the disclosures in the Original Filing. The Company has filed this Form 20-F in response to comments received from securities regulators regarding the disclosures in the Original Filing and the Amendment No. 1. Accordingly, you should read this Form 20-F together with other documents that we have filed with the Securities Commission in the Provinces of British Columbia and the U.S. Securities and Exchange Commission subsequent to the date of the Original Filing.

Forward-Looking Statements

The following discussion contains forward-looking statements regarding events and financial trends, which may affect the future operating results and financial position of Coral Gold Resources, Ltd., formerly known as Coral Gold Corp. (the “Company”, or alternatively, “Coral”). Such statements are subject to risks and uncertainties that could cause the Company’s actual results and financial position to differ materially from those anticipated in the forward-looking statements. These factors include, but are not limited to, the factors set forth in the sections entitled “Risk Factors” in Item 3.D. and “Operating and Financial Review and Prospects” at Item 5.

Part I

Item 1.

Identity of Directors, Senior Management and Advisors

Not applicable.

Item 2.

Offer Statistics and Expected Timetable

Not applicable.

Item 3.

Key Information

A.	Selected Financial Data

The selected historical financial information presented in the table below for each of the years ended January 31, 2004, 2003, 2002, 2001, and 2000, is derived from the audited consolidated financial statements of the Company. The audited consolidated financial statements and notes for each of the years in the three year period ended January 31, 2004, 2003 and 2002 are included in this Annual Report. The selected historical financial information for the years ended January 31, 2001 and 2000, presented in the table below are derived from financial statements of the Company that are not included in this Annual Report. The selected financial information presented below should be read in conjunction with the Company’s financial statements and the notes thereto (Item 17) and the Operating and Financial Review and Prospects (Item 5) included elsewhere in this Annual Report.

The selected financial data has been prepared in accordance with Canadian Generally Accepted Accounting Principles (“Canadian GAAP”). The consolidated financial statements included in Item 17 in this filing are also prepared under Canadian GAAP. Included within these consolidated financial statements in Note 14 is a reconciliation between Canadian and U.S. GAAP which differ in respect to the recording of the foreign exchange (gains) and losses, deferred exploration expenditures and recognition of compensation expense upon the issuance of stock options.

In this Annual Report, all dollars are expressed in Canadian dollars unless otherwise stated.

Canadian GAAP

At January 31

2004

2003

2002

2001

2000

Operations

Revenue

$ Nil

Expense

General and Administrative

640,502

538,893

244,071

260,433

475,763

Net Income (Loss)

(753,596)

(755,999)

(1,128,401)

(471,458)

(484,920)

Net Income (Loss) Per Share

(0.02)

(0.03)

(0.05)

(0.02)

(0.03)

Balance Sheet

Working Capital

$ 2,601,586

$ 43,181

$ 336,598

$ 393,554

$ 662,350

Total Assets

10,967,000

8,888,094

6,564,304

7,030,494

7,183,346

Liabilities

161,095

387,499

259,095

78,884

32,778

Shareholders’ Equity

10,805,905

8,500,595

6,305,209

6,951,610

7,150,568

U.S. GAAP

At January 31

2004

2003

2002

2001

2000

Operations

Revenue

$ Nil

Expense

General and Administrative

(640,502)

(538,893)

(244,071)

(260,433)

(475,763)

Deferred Exploration

Expenditures

(420,054)

(1,351,302)

(196,909)

(275,162)

(309,509)

Stock Based Compensation

Expense

(60,000)

Write-down of Mineral Properties

206,898

(11,190)

Net Income (Loss)

(1,149,675)

(2,075,545)

(458,803)

(539,722)

(806,619)

Net Income (Loss) Per Share

(0.03)

(0.07)

(0.02)

(0.03)

(0.04)

Balance Sheet

Working Capital

2,601,586

43,181

436,598

393,554

662,350

Total Assets

3,392,653

1,782,833

687,275

580,355

807,547

Liabilities

161,095

387,499

159,095

78,884

32,778

Shareholders’ Equity

3,231,558

1,341,334

528,180

501,471

774,769

Exchange Rates

The following table sets forth information as to the period end, average, the high and the low exchange rate for Canadian Dollars and U.S. Dollars for the periods indicated based on the noon buying rate in New York City for cable transfers in Canadian Dollars as certified for customs purposes by the Federal Reserve Bank of New York (Canadian dollar = US$1).

Year Ended:

December 31

Average

Period End

High

Low

1999

1.4836

1.5375

1.5770

1.4075

2000

1.4855

1.4995

1.5600

1.4350

2001

1.5487

1.5925

1.6023

1.4933

2002

1.5704

1.5800

1.6128

1.5108

2003

1.4008

1.2923

1.5750

1.2923

The following table sets forth the high and low exchange rate for the past six months. As of July 21, 2004, the exchange rate was CN$1.3242 for each US$1.

Month	High	Low
January 2004	$1.3340	$1.2690
February 2004	$1.3442	$1.3108
March 2004	$1.3480	$1.3080
April 2004	$1.3711	$1.3095
May 2004	$1.3970	$1.3580
June 2004	$1.3772	$1.3407

B.	Capitalization and Indebtedness

Not Applicable.

C.	Reasons for the Offer and Use of Proceeds

Not Applicable.

D.	Risk Factors

In addition to the other information presented in this Annual Report, the following should be considered carefully in evaluating the Company and its business. This Annual Report contains forward-looking statements that involve risk and uncertainties. The Company’s actual results may differ materially from the results discussed in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, those discussed below and elsewhere in this Annual Report.

The mining industry is highly speculative and involves substantial risks. The mining industry, from exploration, development and production is a speculative business, characterized by a number of significant risks including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but from finding mineral deposits which, though present, are insufficient in quantity and quality to return a profit from production. The marketability of minerals acquired or discovered by the Company may be affected by numerous factors which are beyond the control of the Company and which cannot be accurately predicted, such as market fluctuations, the proximity and capacity of milling facilities, mineral markets and processing equipment, and such other factors as government regulations, including regulations relating to royalties, allowable production, importing and exporting of minerals, and environment protection, the combination of which factors may result in the Company not receiving an adequate return on investment capital.

The Company’s properties are all at the exploration stage and have no proven reserves. All of the Company's properties are in the exploration stage only and are without a known body of ore. If the Company does not discover a body of ore in its properties, the Company will search for other properties where they can continue similar work.

The Company’s mineral exploration efforts may be unsuccessful. Despite exploration work on its mineral claims, no known bodies of commercial ore or economic deposits have been established on any of the Company’s properties. In addition, the Company is at the exploration stage on all of its properties and substantial additional work will be required in order to determine if any economic deposits occur on the Company’s properties. Even in the event commercial quantities of minerals are discovered, the exploration properties might not be brought into a state of commercial production. Finding mineral deposits is dependent on a number of factors, not the least of which is the technical skill of exploration personnel involved. The commercial viability of a mineral deposit once discovered is also dependent on a number of factors, some of which are particular attributes of the deposit, such as size, grade and proximity to infrastructure, as well as metal prices. Most of these factors are beyond the control of the entity conducting such mineral exploration. The Company is an exploration stage company with no history of pre-tax profit and no income from its operations.

We Have Incurred Net Losses Since Our Inception and Expect Losses to Continue. We have not been profitable since our inception. For the fiscal year ended January 31, 2004, we had a net loss of $753,596 and an accumulated deficit on January 31, 2004 of $19,632,053. As the Company is currently at the exploration stage and has no reserves of precious metals, management expects the Company to continue to suffer net losses for the foreseeable future.

There are no assurances that we will discover minerals on a commercially viable basis. The Company’s ability to generate revenues and profits is expected to occur through exploration, development and production of its existing properties as well as through acquisitions of interests in new properties. Substantial expenditures will be incurred in an attempt to establish the economic feasibility of mining operations by identifying mineral deposits and establishing ore reserves through drilling and other techniques, developing metallurgical processes to extract metals from ore, designing facilities and planning mining operations. The economic feasibility of a project depends on numerous factors, including the cost of mining and production facilities required to extract the desired minerals, the total mineral deposits that can be mined using a given facility, the proximity of the mineral deposits to a user of the minerals, and the market price of the minerals at the time of sale. There is no assurance that existing or future exploration programs or acquisitions will result in the identification of deposits that can be mined profitably.

The Company's exploration activities are subject to various federal, state and local laws and regulations. Laws and regulation govern the exploration, development, mining, production, importing and exporting of minerals; taxes; labor standards; occupational health; waste disposal; protection of the environment; mine safety; toxic substances; and other matters. In many cases, licenses and permits are required to conduct

mining operations. Amendments to current laws and regulations governing operations and activities of mining companies or more stringent implementation thereof could have a substantial adverse impact on the Company. Applicable laws and regulations will require the Company to make certain capital and operating expenditures to initiate new operations. Under certain circumstances, the Company may be required to stop its exploration activities once it is started until a particular problem is remedied or to undertake other remedial actions.

Market price is highly speculative. The market price of metals is highly speculative and volatile. Instability in metal prices may affect the interest in mining properties and the exploration, development and production of such properties. If gold prices substantially decline, this may adversely affect the Company’s ability to raise capital to explore for existing and new mineral properties.

The Company operates in a highly competitive industry. The Company competes with other developmental resource companies which have similar operations, and many competitors have operations and financial resources and industry experience greater than those of the Company. The Company may encounter increasing competition from other mining companies in our efforts to acquire mineral properties and hire experienced resource industry professionals. Increased competition in our business could adversely affect our ability to attract necessary capital funding or acquire suitable producing properties or prospects for mineral exploration in the future.

Penny stock rules may make it more difficult to trade the Company’s common shares. The Securities and Exchange Commission has adopted regulations which generally define a “penny stock” to be any equity security that has a market price, as defined, less than US$5.00 per share or an exercise price of less than US$5.00 per share, subject to certain exceptions. Our securities may be covered by the penny stock rules, which impose additional sales practice requirements on broker-dealers who sell to persons other than established customers and accredited investors such as, institutions with assets in excess of US$5,000,000 or an individual with net worth in excess of US$1,000,000 or annual income exceeding US$200,000 or US$300,000 jointly with his or her spouse. For transactions covered by this rule, the broker-dealers must make a special suitability determination for the purchase and receive the purchaser’s written agreement of the transaction prior to the sale. Consequently, the rule may affect the ability of broker-dealers to sell our securities and also affect the ability of our investors to sell their shares in the secondary market.

The Company is subject to foreign currency fluctuations. The Company operates in more than one country and the Company's functional currency is the Canadian Dollar. The Company's offices are located in Canada, all of its mining exploration properties are located in United States, and the Company’s financial results are reported in Canadian Dollars. The Company's currency fluctuation exposure is primarily to the US Dollar and the Canadian Dollar. The Company has reported a foreign exchange loss of $140,623 in fiscal years 2004. The Company does not use derivative financial instruments for speculative trading purposes, nor does the Company hedge its foreign currency exposure to manage the Company's foreign currency fluctuation risk. Fluctuations in and among the various currencies in which the Company operates could have a material effect on the Company’s operations and its financial results.

Item 4.

Information on the Company

A.	History and Development of the Company

The Company was organized under The Company Act of the Province of British Columbia, Canada on January 22, 1981 under the name of Carol Energy Corporation, which name was changed to Coral Energy Corporation on March 3, 1982, and to Coral Gold Corp. on September 9, 1987. On September 14, 2004, the Company changed it name to Coral Gold Resources, Ltd. The principal executive office of the Company is

located at 455 Granville Street, Suite 400, Vancouver, British Columbia V6C 1T1, and its telephone number is 604-682-3701.

B.	Business Overview

Presently, the Company’s principal business activity is the exploration of mineral properties. The Company is in the process of exploring its mineral properties and has not yet determined whether its mineral properties contain ore reserves that are economically recoverable. There is no assurance that a commercially viable mineral deposit exists on any of the Company's properties, and that future exploration will be required before final evaluation as to the economic and legal feasibility is determined.

The Company’s mining claims are located in the states of Nevada and California in the United States. The Company’s present principal exploration activities have been focused on the Robertson Mining Claims located in Crescent Valley, Nevada.

Robertson Mining Claims – Operations and Activities, 2001 - 2004

During fiscal year ended January 31, 1999, the Company entered into an option agreement dated October 8, 1998 ("Option Agreement") with Placer Dome U.S. Inc. (“Placer”), which was later assigned by Placer to the Cortez Joint Venture, dba Cortez Gold Mines (a joint venture owned by Placer and Kennecott) (“Cortez”).

Effective December 30, 1999, pursuant to the terms of the Option Agreement, Cortez elected to terminate the Option Agreement. This required the Company to post its own security for the reclamation bond for the Robertson Ming Claims and obtain a full release of Placer’s guarantee of the original reclamation bond. In order to satisfy its obligations under the Option Agreement, the Company spent a large portion of fiscal year 2003 conducting reclamation on the Robertson Mining Claims to reduce its reclamation bond that Placer had guaranteed for the Company. The Company was able to obtain a release of Placer's guarantee by conducting sufficient reclamation work to reduce the bonding requirement, and by raising sufficient funds to provide satisfactory alternative security of the reclamation bond. The reclamation bond was reduced to US$786,100 during the fiscal year ended 2003, for which the Company posted cash.

In fiscal year ended 2004, with more reclamation work having been completed and accounted for, the reclamation bond was further reduced to US$406,000. The cost to the Company to conduct the reclamation, prepare updated reclamation plan, and other associated costs was approximately US$500,000.

Norma Sass and Ruf Claims – Operations and Activities, 2001 - 2004

Effective December 31, 1999, the Company and Levon Resources Ltd. entered into a Fourth Amending Agreement whereby Levon could earn an undivided 50% interest in the Norma Sass and Ruf Claims upon completion of certain terms. This agreement was further amended effective December 31, 2001 (but signed on October 3, 2002), whereby Levon was transferred a 33-1/3% interest in the Company’s interests in the Norma Sass and Ruf claims, in consideration of 300,000 common shares of Levon previously issued to the Company and the prior payment of $350,294 for exploration work. The Company currently owns a 66-2/3% interest in the Norma Sass and Ruf claims (subject to certain royalties to underlying property owners, as described below), following the execution of the December 2001 Fifth Amending Agreement with Levon.

On December 4, 2002, the Company granted an option to acquire 33-1/3% interest the Company’s interests in the Norma Sass and Ruf Claims to Goldfranchise Corporation (“Goldfranchise”). In order to earn the interest, Goldfranchise must:

(a)	Pay the Company US$38,391.50, which has been received by the Company;

(b)	Incur a minimum of US$300,000 in exploration work on the Norma Sass and Ruf Claims, of which US$100,000 had to be incurred on or before December 4, 2003, and the balance of US$200,000 incurred on or before December 4, 2004; and

(c)	Pay the Company 33-1/3% of all annual land fees, taxes, advance royalties required to keep the claims in good standing, until Goldfranchise has exercised the option.

As of December 4, 2003, Goldfranchise failed to incur the exploration work required or to pay the Company 33-1/3% of all annual land fees, taxes and advance royalties under the option, and the option has since been terminated.

Bralorne Property – Operations and Activities, 2001 - 2004

During fiscal year 1999, the Company acquired an option to purchase a 25% interest in certain mineral properties located in the Lillooet Mining Division, British Columbia, subject to a joint venture agreement between Bralorne Pioneer Gold Mines Ltd., and Avino Silver & Gold Mines Ltd. (“Joint Venture”). To exercise the option, the Company paid $500,000 and was required to (i) pay $200,000 by each October 17th, 1999 through 2003, (ii) pay $250,000 by October 17, 2004, and (iii) assume $700,000 of the Joint Venture liability and contribute 25% of all future costs related to the Bralorne Property. The Company made the first installment payment of $200,000 for October 1999. By an amendment dated October 16, 2000, the 2000 payment was extended to August 31, 2001, which the Company failed to make, and as of fiscal year ended 2002, the Company decided to abandon the option.

Plan of Operations

Exploration Activities

All of the properties and interest in which the Company owns are in the exploration stage only, and the Company does not have an operating mine or conduct any mining activities. The Company’s exploration activities are focused on gold. In the United States, the Company’s major exploration project is the Robertson Mining Claims. During the fiscal year 2003, the Company focused on reclamation on the Robertson Mining Claims, including reclaiming the bone yard, removing old buildings, and filling drill holes. In addition, in November 2002, the Company conducted a 7,315 ft drilling program on the Carve-Out Claims of the Robertson Mining Claims with follow-up drilling in the immediate vicinity of existing drill hole. No significant mineralization was encountered.

The Company spent approximately $500,000 on reclamation and maintenance in fiscal year 2004 on the Robertson Mining Claims.

Competition

The mining industry in which the Company is engaged is in general, highly competitive. Competitors include well-capitalized mining companies, independent mining companies and other companies having financial and other resources far greater than those of the Company. The companies compete with other mining companies in connection with the acquisition of gold and other precious metal properties. In general, properties with a higher grade of recoverable mineral and/or which are more readily minable afford the owners a competitive advantage in that the cost of production of the final mineral product is lower. Thus, a degree of

competition exists between those engaged in the mining industries to acquire the most valuable properties. As a result, the Company may eventually be unable to acquire attractive gold mining properties.

Dependence on Customers and Suppliers

The Company is not dependent upon a single or few customers or supplier for revenues or its operations.

Environmental Regulations

The Company’s exploration programs in Nevada and California are subject to state and federal regulations regarding environmental considerations. All operations involving the exploration for the production of minerals are subject to existing laws and regulations relating to exploration procedures, safety precautions, employee health and safety, air quality standards, pollution of streams and fresh water sources, odor, noise, dust and other environmental protection controls adopted by federal, state and local governmental authorities as well as the rights of adjoining property owners. The Company may be required to prepare and present to federal, state or local authorities data pertaining to the effect or impact that any proposed exploration for or production of minerals may have upon the environment. All requirements imposed by any such authorities may be costly, time consuming and may delay commencement or continuation of exploration or production operations. Future legislation may significantly emphasize the protection of the environment, and, as a consequence, the activities of the Company may be more closely regulated to further the cause of environmental protection. Such legislation, as well as further interpretation of existing laws in the United States, may require substantial increases in equipment and operating costs to the Company and delays, interruptions, or a termination of operations, the extent of which cannot be predicted. Environmental problems known to exist at this time in the United States may not be in compliance with regulations that may come into existence in the future. This may have a substantial impact upon the capital expenditures required of the Company in order to deal with such problem and could substantially reduce earnings. At the present time, the Company’s exploration activities in Nevada are in compliance with all known environmental requirements.

C.	Organizational Structure

The Company has two wholly-owned subsidiaries, Coral Energy Corporation of California, a California corporation which holds title to the Company’s California real property, and Coral Resources, Inc., a Nevada corporation, which holds title to the Company’s mining claims located in Nevada.

D.	Property, Plant and Equipment

Cautionary Note to U.S. Investors concerning Estimates of Measured and Indicated Resources

This section uses the terms “measured resources” and “indicated resources.” The Company advises U.S. investors that while those terms are recognized and required by Canadian regulations, the U.S. Securities and Exchange Commission does not recognize them. U.S. investors are cautioned not to assume that any part or all of mineral deposits in these categories will ever be converted into reserves.

Presently, the Company is an “exploration stage company”, as all of the Company’s properties are currently in the exploratory stage of development. In order to determine if a commercially viable mineral deposit exists in any of the Company’s properties further geological work will need to be done and a final evaluation based upon the results obtained to conclude economic and legal feasibility.

The Company’s primary focus has been on the Robertson Mining Claims, in Nevada, United States.

Robertson Mining Claims, Nevada, U.S.A

The Robertson Mining Claims are located in Crescent Valley, Nevada on the western flanks of the Shoshone Range, 28 miles to the southeast of Battle Mountain, Nevada, which lies some 230 miles northeast of Reno, Nevada. The Robertson Mining Claims comprise approximately 11,000 acres in the Bullion Mining District, Lander County, Nevada, and currently include 724 patented and unpatented lode mining claims. The Robertson Mining Claims are recorded under three separate claims groups known as the (i) Robertson Property, (ii) Carve-Out Claims, and (iii) the Norma Sass and Ruf Claims, as described more particularly below.

These mining claims have been acquired over a period of several years from different sources. The entire Robertson Mining Claims are subject to (i) a 3% net smelter royalty to Geomex Development Eighth Partnership (“Geomex 8”), which royalty shall cease at such time as the sum of US $1,250,000 has been paid to Geomex 8, and (ii) subject to various mining leases requiring minimum annual advanced royalties ranging from 2% to 10% of net smelter returns (see Table at p. 11 below).

There is no underground or surface plant or equipment located on the Robertson Property.

Robertson Property

The Robertson Property are the subject of a technical report dated January 15, 2004 prepared by Robert T. McCusker, P.Geol., entitled “Geological Report on the Robertson Property”, in accordance with the requirements of NI 43-101 (the “McCusker Report”). The following information concerning the Robertson Property is extracted from the McCusker Report. The reader is referred to the entire text of the McCusker Report, a copy of which is available under the Company’s filings on SEDAR at www.sedar.com.

Property Description and Location:

The Robertson Property is located in eastern Lander County, Nevada, on public lands administered by the Bureau of Land Management (BLM). The property is situated in Sections 2-10, 15-18, 20, 21, Township 28 North, Range 47 East and Sections 26, 32 and 34, Township 29 North, Range 47 East, Mt. Diablo Baseline & Meridian.

The Robertson Property is 27 air miles southeast of Battle Mountain and 60 miles southwest of Elko, Nevada. From Battle Mountain, the county seat, the property is reached by traveling 28 miles east on Interstate Highway 80, then 29 miles south on Nevada Highway 306 to the property turn off. The property is reached by driving two miles west on a well maintained gravel road. A network of unimproved dirt roads and tracks provide access to the remainder of the property.

The Robertson Property consists of 428 unpatented federal lode, 94 placer claims, nine patented lode claims and one unpatented mill site, covering over 4,500 acres. Two groups of claims totaling 82 claims are non-contiguous with the core group of claims. The Company controls the surface and mineral tenures within the project area through recorded title, or through mining lease and mining lease with option to purchase agreements of the patented and unpatented mining claims. The Company’s wholly-owned subsidiary, Coral Resources, Inc., is the owner of record with 100% interest in 343 claims and controls an additional 189 claims through a variety of mineral leases, as more particularly described below.

In 2001, a Boundary Agreement between the Company and the Cortez Joint Venture (Placer/Kennecott) resolved claim boundary overlaps and seniority issues along the east and south sides of the Robertson claim block. This agreement required both parties to amend and (or) abandon certain claims in order to achieve the agreed upon boundary. This was completed during the 2002-2003 assessment year.

Approximately 189 of the 532 claims that comprise the Robertson Property are controlled by the Company through six mining leases and option agreements. The claims held by the Company under lease or option agreements require minimum advance royalty payments and production royalties in the event of production. Total annual payments for the various leases and minimum advance royalties are US$67,800. A summary compilation of the terms of these agreements are presented in the Table below:

MINING LEASE AND OPTION AGREEMENTS

Company/Date	Number of Claims	Option Pmt.	Production Royalty	Advance Royalty Pmt.
Tenabo Gold Mining Co. Nov. 30, 1975	13	$2M	8% NSR	$12,000/yr
Fannie Komp Sept. 16, 1986	76	$1M	5% NSR	$24,000/yr

Florence Johnson
Nov. 5, 1986

$50,000

5% GSR

$1,800/yr

Company/Date

Number of Claims

Option Pmt.

Production Royalty

Advance
Royalty Pmt.

Northern Nevada Au, Inc Sept. 30, 1986	12	$0.3M	4% GSR	$9,600/yr
Albany Gold Corp. (Geomex)	All	$1.25M	3% NSR	None/yr
Mauzy, et al Apr. 21, 1989	36	$0.75M	5% NSR	$14,400/yr
Marcus Corp. July 31, 1997	36	$2.5M(cap)	10% NSR	$6,000/yr

Annual federal rental fees of US$44,300, payable to the BLM, and Notice of Intent to Hold Mining Claims have been filed for the 2003-2004 assessment year. A complete listing of claims with Lander County book and page numbers, and BLM serial numbers are presented in the Appendix to the McCusker Report.

Environmental Liabilities:

In 1988-89, the Company operated a small open pit gold mining operation and heap leach facility on the Robertson Property. The resulting disturbances include three small open pit mines, waste dumps, haul roads, drill roads, open drill holes, and a 350,000 ton heap leach facility and related recovery plant. In 1994, a reclamation plan was prepared by Amax and submitted to the Battle Mountain office of the BLM. The cost to perform the reclamation of the Robertson mine site was estimated at that time to be US$2 million. In 2001, the Company began reclamation activities which were accelerated in 2002, with the recontouring of waste dumps, reclamation of the leach pad, haul roads and the filling of all open drill holes. As a result of this activity, in June 2003, the BLM reduced the bonding requirements for the project to US$406,000. The Company currently maintains a required performance bond with the Nevada State Office of the BLM.

In March 2003, on behalf of the Company, SRK Consulting submitted a Final Plan for Permanent Closure with the BLM and Nevada Division of Environmental Protection (NDEP). The closure plan has been approved by both agencies.

Permitting:

In 2002, the Company submitted and was granted a five year renewal of Water Pollution Control Permit (NEV60035) by the NDEP for the Robertson Property. In addition, the Company continues to conduct reclamation activities under a Plan of Operation (NV067688) approved in 1989 by the BLM.

Water is currently supplied to the project by the “Komp” well (Permit No. 50683), located in Section 10, Township 28 North, Range 47 East. Use of the well by the Company was granted as part of the “Fanny Komp” mining lease agreement. In 1994, Amax filed two applications to appropriate ground water (Permit No. 59780 and 59781). The filings progressed to “ready-for-action” status at that time, but were never approved because Amax subsequently withdrew from the project.

Because no exploration activity has occurred on the Robertson Property since 1999, and significant reclamation has occurred, any new exploration activities that result in a surface disturbance will require submission and approval of an Amendment to the Plan of Operation. Additionally, the National Historic Preservation Act requires that all operators on public lands conduct an archeological survey of the proposed sites of new disturbance. Much of the Robertson Property has been previously cleared under various surveys conducted by Amax. There are no known environmental or threaten and endangered species issues at the Robertson Property that would provide grounds for denial of approval of an Amended Plan of Operation.

History and Exploration:

The Robertson Property is located in the Tenabo area, a sub-district of the Bullion mining district. Historic lode mining in district dates from 1905 and Placer gold was discovered in many of the dry washes in the Tenabo area in 1916. Between 1937-39, a small dragline dredge and washing plant operated in the district, and a dredge was reported by Humphrey to be operating in lower Mill Gulch in 1945.

During the period 1966-70, a number of companies explored the district in search of porphyry copper-style mineralization. In 1968, while drilling a series of shallow rotary holes near the Gold Pan mine, Superior Oil discovered a small, but relatively high-grade zone of gold at shallow depths in what is now known as the Gold Pan Zone. However, with additional drilling, Superior quickly lost interest in the district. They were soon followed by a number of mainly Vancouver-based junior mining companies, including Placer Development (1974-75), Teck Corporation (1977), Aaron Mining Ltd. (1975-86), and E & B Exploration Ltd. (1980-81), all of whom sporadically explored the Tenabo area with limited success. A summary of the drilling completed by these companies prior to the Company’s involvement (1986) is presented in the Table below:

Summary of Pre-Coral Drilling Activities at Robertson Property

Company	Date of Activity	Number and Type of Holes Drilled	Drill Footage(ft)	Target
Superior Oil	1968-70	92 Conv. Rotary	c. 32,000	Gold Pan
Placer Dev.	1973-74	23 Conv. Rotary	c. 3,500	none
Teck Corp.	1977	none	none	none
Aaron	1977	7 Conv. Rotary	c.300	Gold Quartz
E & B Exploration	1980-81	148 Rev. Circlulation	30,807	Gold Pan
Totals		270	65,407

Modern open pit mining and heap leaching began as early as 1974, when Aaron Mines, Ltd., initiated a pilot leach operation on the Robertson Property. During the period 1978-80, Aaron expanded its leaching operations and continued exploration and began consolidating and acquiring claims in the district.

In 1986, the Company acquired Aaron's interest in the Robertson Property and immediately began a series of major drilling programs beginning in 1986 and continuing until 1989. Mining operations on the Robertson Property commenced in 1988, but were suspended less than one year later. During the operating life of the Robertson Property mine, approximately 350,000 tons of low-grade material was placed on leach pads from which about 6,200 ounces of gold were recovered.

During the period 1986 through 1989, the Company completed approximately 380 reverse circulation drill holes and 7 diamond drill holes, totaling about 109,377 ft. Much of this drilling was focused in four

resources areas; Gold Pan, Gold Quartz, Gold Quartz extension (also called Gold Quartz West) and in the Triplet Gulch area. The purpose of this drilling was to determine the limits and continuity of mineralization within these zones. Nearly all of the reverse circulation holes were drilled vertically to an average depth of about 300 ft.

During the later stages of the Company’s exploration program, they completed two “deep” reverse circulation holes that reached depths of 1,400 ft and 1,810 ft, respectively. In addition to resource definition, the Company also embarked on a program of district-wide exploratory and follow-up drilling of numerous surface anomalies.

In 1990, the Company and Amax Gold Exploration entered into an Amended and Restated Option and Earn-In Agreement in which Amax could earn a 60% interest in the Robertson Property by producing a bankable feasibility study. From 1990, until they withdrew from the venture in 1996, Amax completed an exploration program that included drilling 338 reverse circulation holes and 62 diamond drill holes, totaling over 176,000 ft.

In 1998, Cortez Gold Mines (a joint venture owned by Placer and Kennecott) entered into an Option and Earn-In Agreement with the Company in which Cortez could earn a 70% interest in the Robertson Property by producing a bankable feasibility study. The focus of their exploration was to expand the 39A Zone and test a number of outlying targets. During 1999, Cortez completed 46 reverse circulation drill holes and a single flood rotary hole, totaling 57,000 ft. Of the thirteen holes directed at expanding the 39A Zone, only two holes, 99401 and 99413 encountered significant mineralization. This drilling program did little to expand the resource. Of the remaining holes drilled by Cortez, only two holes (99406 and 99419) encountered significant mineralization. Both holes were designed to offset and (or) follow up existing drill intersections and surface gold anomalies.

After completing this drilling program, Cortez declared its interest in renegotiating the terms of the Option Agreement with the Company. When the Company declined, Cortez subsequently terminated the Option Agreement on December 30, 1999, and did not earn an interest in the Robertson Property.

In 2004, the Company implemented a drilling program consisted of 10 reverse circulation drill holes totaling 6,560 ft that ranged from 485- ft to 800- ft-deep. Eight of the reverse circulation drill holes were directed at the 39A Zone expansion and two holes were aimed at assessing the depth extent of the east-west striking high- grade structural zones in the Gold Pan resource area. All of the holes encountered strong anomalous gold values. The 2004 drilling resulted in providing a better definition of the western margin of the 39A Zone mineralization.

Geological Setting:

Geologically, the Robertson Property consists of a series of relatively flat-lying, vertically stacked thrust sheets that form part of the Roberts Mountain allochthon, which in the district is composed of siliciclastic rocks of Ordovician through Devonian age. The district is dominated by a very thick sequence of middle to late Devonian Slaven Chert composed mainly of argillite, chert, lesser siltstone and shale, and minor intermediate volcanic rocks. Structurally overlying the Slaven Chert along the north and east sides of the district are a sequence of rusty brown weathering siltstone, sandstone and very minor limestone of the Silurian Elder Sandstone.

Intruding the thick Paleozoic sequence is an elliptical-shaped, composite granodiorite stock (or lacolith) of Eocene age. The orientation of the principal axis of the stock is approximately east-west. Associated with it are numerous dikes, sills and plugs that vary in composition from diorite, the earliest known intrusion, to rhyolite, the latest. Most of the identified gold resources, including the Porphyry, Gold Pan and 39A Zones, lie along or near the northern contact of the composite stock. A series of narrow and laterally continuous (up to 1,600 ft) intrusive “pebble” dikes extend northward from the northern contact of the granodiorite stock. Near contacts with the Tertiary intrusions, many of the sedimentary and volcanic rocks, and early phases of the stock,

have undergone significant thermal metamorphism, intense recrystallization, bleaching and pervasive metasomatism. Many of these rocks have been converted to layered sequences of biotite, “quartz” and calc-silicate hornfels, marble, exoskarn and endoskarn.

Mineralization at the Robertson Property is strongly controlled by a system of low and high-angle faults and related fracture zones. Less commonly, brecciation associated with axial plane shear zones developed in isoclinal folds are also important hosts for mineralization, locally. Although individual structures host ore-grade gold, higher grades commonly occur where one or more structures intersect.

Deposit Types and Mineralization:

The Company has been focusing its exploration activities on four zones localized along the northern contact of the Tenabo stock forming the general east-west trend. These zones are the Porphyry, Gold Pan, Altenburg Hill and 39A Zones. The Porphyry, Gold Pan and Altenburg Hill Zones occur in highly fractured hornfels and skarn units at the contact of the granodiorite stock, whereas the 39A Zone is localized at the intersection of two high-angle faults in retrograde-altered hornfels.

The following is a summary of the main minerals identified at the Robertson Property:

native gold	native silver	electrum	pyrite
pyrrhotite	marcasite	arsenopyrite	stibnite
chalcopyrite	sphalerite	galena	bournonite
acanthite	loellingite	gersdorffite	tetradymite
petzite	hessite	hedleyite	tellurobismuthite
altaite	tetrhdrite	bornite	chalcocite
covellite	digenite	native copper	cuprite
chysocolla	azurite	goethite	magnetite
hermatite	illmenite	scorodite

Mineral Resource Estimates:

The various resource estimates for the four mineralized zones on the Robertson Property are summarized below. For reasons of geological confidence, all of the listed resources have been placed in the indicated resource category, as defined by NI 43-101 and NI 43-101CP. No economic considerations were applied to any of the studies cited in the Table.

Cautionary Note to U.S. Investors concerning Estimates of Measured and Indicated Resources

Robertson Property Indicated Resource Estimate (2001)

Zone	Cutoff Grade (oz Au/t)	Million Short Tons Ore	Au Grade (oz/ton)
39A	0.02	2.80	0.101
39A*	0.05	1.54	0.130

Zone

Cutoff Grade
(oz Au/t)

Million Short
Tons Ore

Au Grade
(oz/ton)

Porphyry	0.02	3.95	0.040
Gold Pan**	0.02	2.97	0.038
Altenburg Hill	0.02	1.25	0.024
Total:		10.97	0.053
Note 39A resource estimate at 0.05 oz Au/t cutoff not used in total calculation. *From Mintec Inc., 1988 estimate; includes oxide+sulfide material.

No attempt has been made to assess the mineability of any of the indicated resources listed above. The 3.5 million ton indicated resource portion of the larger Porphyry Zone was subject to a 1994 feasibility study that included detailed drilling, engineering and metallurgical studies as a heap leach operation. All of the remaining resources have had at least limited preliminary metallurgical evaluation and economic studies as a low-grade heap leach option.

Proposed Exploration:

The Company believes that there is a potential for discovery of additional mineral resources on the Robertson Property. The Company plans to continue to explore the Robertson Property or seek third party partners for further exploration.

Carve-Out Claims, Nevada, U.S.A.

Under the terms of an Exploration and Mining Venture Agreement dated July 11, 1997, Placer holds an undivided 61% interest, and the Company has a 39% interest carried to production in the Carve-Out Claims.

Beginning in 1997 and continuing through 1998, Cortez Gold Mines conducted a series of exploratory drilling programs on the Carve-Out Claims with limited success. In 2002, the Company conducted a drilling program on the Carve-Out Claims with follow-up drilling in the immediate vicinity of existing drill holes with mixed results. To date, no significant mineral resources have been discovered on the Carve-Out Claims. However, the wide-space deep drilling has established the presence of scattered significant gold values, anomalous levels of Carlin-type trace elements, key structural components and the occurrence of a preferred host strata.

The Company plans to rely on Cortez Gold Mines to further explore the property for mineral resources.

There is no underground or surface plant or equipment located on the Carve-Out Claims, nor any known body of commercial ore.

Norma Sass and Ruf Claims, Nevada, U.S.A

The Company currently owns a 66-2/3% interest in the Norma Sass and Ruf Claims, which originally were a part of the Carved-Out Claims, after an option agreement with Levon Resources Ltd. (“Levon) was amended on October 3, 2002 transferring to Levon a 33-1/3 interest in the Norma Sass and Ruf Claims. Levon is a British Columbia company also engaged in the exploration of precious minerals and has four (4) directors in common to the Company.

On December 4, 2002, the Company granted an option to acquire a 33-1/3% interest in the Norma Sass and Ruf Claims to Goldfranchise Corporation (“Goldfranchise”). In order to earn the interest, Goldfranchise must:

(a)	Pay the Company US$38,391.50, which has been received by the Company;

(b)	Incur a minimum of US$300,000 in exploration work on the Norma Sass and Ruf Claims, of which US$100,000 had to be incurred on or before December 4, 2003, and the balance of US$200,000 incurred on or before December 4, 2004; and

(c)	Pay the Company 33-1/3% of all annual land fees, taxes, advance royalties required to keep the claims in good standing, until Goldfranchise has exercised the option.

There is no underground or surface plant or equipment located on the Norma Sass and Ruf Claims, nor any known body of commercial ore.

JDN Claims, Nevada, U.S.A. (formerly known as the JD Mining Claim)

On December 16, 1986, the Company acquired six mining claims on 550 acres of land near Crescent Valley (Lander County), Nevada for US $10,000. The Company located an additional 28 unpatented lode mining claims covering some 30 acres in May 1996 and acquired a 100% interest by staking the “JDN Claims”. The JDN Claims are located approximately three miles north of the Robertson Mining Claims. In 1987, geological mapping was conducted. In fiscal year 1994, the Company optioned a 50% interest in the JDN claims to Mill Bay Ventures Inc., formerly First International Metals Corp. (“Mill Bay”), a company with two (2) directors in common to the Company, for $10,000 and an initial installment of 50,000 shares of common shares of Mill Bay. On February 5, 1997, Mill Bay exercised the option by issuing to the Company an additional 50,000 common shares and completion of specified exploration work.

Access to the JDN Claims from Elko, Nevada, a regional mining supply center, is via Highways 80 and 306, a distance of approximately 102 kilometers to the community of Crescent Valley and then an additional 18 kilometers on a gravel access road from the community of Crescent Valley. A four-wheel drive vehicle is usually necessary to access all roads on the property. As of fiscal year 2001, the Company has written down the JDN Claims to a nominal value. There is no underground or surface plant or equipment located on the JDN Claims, nor any known body of commercial ore.

C-Eagle Claims, Nevada, U.S.A.

In 1987, the Company acquired a 100% interest in the C-Eagle Claims. The C-Eagle Claims consist of 15 lode mineral claims, and are located at Corral Canyon, in Lander County, Nevada, approximately 16 kilometers north-northwest of Placer’s Cortez gold mine and comprises a total of approximately 646 acres. The C-Eagle Claims are approximately three miles west of Crescent Valley, Nevada, and approximately 18 miles southeast of Battle Mountain, Nevada. Access to the C-Eagle Claims from Elko, Nevada, a regional mining supply center, is via Highways 80 and 306, a distance of approximately 90 kilometers and then an additional 13 kilometers on a gravel access road from the community of Crescent Valley. A four-wheel drive vehicle is usually necessary to access all roads on the property.

The C-Eagle Claims are subject to a 3% net smelter royalty to Geomex Development Eighth Partnership (“Geomex 8”), which royalty shall cease at such time as the sum of US $1,250,000 has been paid to Geomex 8.

In fiscal year 1994, the Company optioned a 50% interest in these claims to Levon for $10,000 and 100,000 Levon common shares. During 1996, Levon exercised its option and holds a 50% interest in the C-Eagle Claims with the Company. During fiscal year 2000, no substantial work at the C-Eagle Claims was conducted and as of fiscal year 2001, the Company has written down the C-Eagle Claims to a nominal value. There is no underground or surface plant or equipment on the C-Eagle Claims, nor any known body of commercial ore.

Ludlow Property, California, U.S.A.

The Company owns certain mining property consisting of approximately 128 acres in San Bernardino County, California (the “Ludlow Property”). The purchase price for the Ludlow Property was $28,187 and as of January 31, 2000, the Company has expended $36,885 on exploration costs. The property is located approximately six miles south of Ludlow, California, and is readily accessible by dirt road from Ludlow. Ludlow lies at the western junction of U.S. Highway 40 and Route 66. Old wagon roads allow any part of the property to be reached by an easy walk. The Ludlow property has previously been explored as evidenced by trenches, pits and shallow shafts and adits. The only recorded data relating to previous exploration applies to the Baghdad-Chase Mine which lies approximately 2 kilometers to the south of the Ludlow Property.

There has been no underground exploration or development work done on the claims by the Company other than geochemical soil sampling and, to the Company’s knowledge, there is no record of the previous work carried out on the claims as indicated by the evidence of trenches, pits and shallow shafts and adits that are located thereon. No exploration work has been performed on the property for the past five fiscal years. In order to keep the mining title to the Ludlow Property in good standing, the Company is required to pay property taxes. As of fiscal year 2001, the Company has written down the Ludlow Property to a nominal value. There is no surface or underground plant or equipment on the Ludlow Property, nor any known body of commercial ore.

Item 5.

Operating and Financial Review and Prospects

This discussion and analysis of the operating results and the financial position of the Company for the years ended January 31, 2003 and 2004, and should be read in conjunction with the consolidated financial statements and the related notes attached hereto.

A.	Operating Results

The principal business of the Company has been the acquisition and exploration of precious mineral properties and, where warranted, developing and mining such properties, particularly those judged by the Company to be potentially valuable for gold. The Company’s mining claims are located in the states of Nevada and California in the United States. None of the Company’s mineral properties are in production and the Company has received no revenues.

Overview

The 2004 fiscal year commenced with Coral announcing the preliminary results from the 2003 exploratory drill program conducted on the Carve-Out Claims. This program, confined to a very small area of the Tenabo property under joint venture with Cortez Gold Mines (Placer Dome 60%, Kennecott 40%), provided key information for the proposed upcoming exploration program.

Much like the 2003 fiscal year, during the first two quarters the Company focused on reducing the cash reclamation bond posted on the 100% Robertson owned property. Further reclamation was conducted on the property and by the end of the second quarter the cash bond was reduced by US $380,100 (approximately Cdn $635,000) from US $786,100 to US $406,000. The Company is working with the Bureau of Land Management and the United States Department of Interior in efforts to further reduced the bond.

During the second/third quarters, after assessing the exploration data on the 100% owned Robertson property, the Board approved a drill program to include a minimum of 10,000 feet. However, prior to the commencement of the program, an unexpected random review by British Columbia Securities Commission of Coral’s continuous disclosure documents resulted in the immediate need for the Company to prepare a new technical report in compliance with NI 43-101 to update the historical technical reports prepared prior to 1999 on the Robertson Property. This resulted in certain on-going issues being put on hold including the drilling program and equity financings of approximately $1,030,000.

In order to expedite the technical report, the Company pulled Robert McCusker, P. Geo., off the drill program to prepare the technical report, thus postponing the program. The technical report was completed in February 2004. In Management’s opinion, Mr. McCusker was the best qualified person to prepare the technical report because he was the Senior Geologist for Amax Explorations Inc., where a large portion of the historical data was obtained.

April 2004 was the earliest the Company could contract drill because the exploration area had become very active and drillers were in high demand. The drilling program was to expand the 39A Zone resource and evaluate the potential depth extent of the high-grade structural zones in the Gold Pan resource area. A recent reinterpretation of previous drilling conducted by Amax Gold and Cortez Gold Mines on the 39A Zone, suggested the potential for significantly expanding that resource to the west and southwest.

The 2004 drilling program consisted of 10 reverse circulation drill holes totaling 6,560 ft that ranged from 485- ft to 800- ft-deep. Eight of the reverse circulation drill holes were directed at the 39A Zone expansion and two holes were aimed at assessing the depth extent of the east-west striking high- grade structural zones in the Gold Pan resource area. All of the holes encountered strong anomalous gold values and provided a better definition of the western margin of the 39A Zone mineralization.

Selected Annual Information

The following are highlights of financial data on the Company for the most recently completed three financial years:

	Jan. 31, 2004	Jan. 31, 2003	Jan. 31, 2002
Loss before extraordinary items	$(625,318)	$(527,967)	$(242,931)
Net Loss	$(753,596)	$(755,999)	$(1,128,401)
Loss Per Share	$(0.02)	$(0.03)	$(0.05)
Total Assets	10,967,000	$8,888,094	$6,564,304
Total Liabilities	$161,095	$387,499	$259,095
Working Capital (Deficiency)	$2,601,586	$43,181	$336,598

During the year ended January 31, 2004, the Company incurred a net loss of $753,596 or $0.03 per share (2003 – a net loss of $755,999 or $0.03; 2002 – a net loss of $1,128,401 or per share of $0.05). The Company recorded a loss in foreign exchange $140,623 relating to advances to the Company’s US subsidiary, Coral Resources Inc. which holds the Company’s Robertson Property. Investments were written down by $19,007 to reflect the current market value of the 400,000 common shares the Company holds in Levon Resources Ltd. These shares were acquired over several years pursuant to the terms of an option the Company granted to Levon on the Ruff and Norma Sass Property. An amount of $4,968 incurred on miscellaneous properties to keep them in good standing was also expensed. A recovery of $36,320 was recorded against an allowance set-up in 2002

for an outstanding debt. The Company incurred corporate and administrative expenses of $640,502 compared to 2003 of $538,893.

Administrative Expenses for the fiscal year ended January 31, 2004 increased by 18.5% or $101,609, when compared to the 2003 fiscal year. During the year, legal fees declined by approximately $30,024 from $110,595 to $80,571 as a result of the Company doing more corporate filings in-house. Investor relations and shareholder information increased by $41,603 from $101,614 in 2003 to $143,217 in 2004 as a result of the more aggressive approach the Company took to public awareness by running internet banner ads, reconstruction of the Company’s web-site and preparing promotional material. Listing and filing fees increased by $23,262 as a result of the increase in both the volume of filings made by the Company during the year and the increased fees charged by the regulatory bodies for filing such documents. Salaries and office services and supplies increased by $59,548 from $155,445 to $174,999 due to an increase in support staff and up-grading office equipment leases.

Commitments

In an effort to reduce overhead costs, the Company entered into a cost-sharing agreement dated October 1, 1997 to reimburse a related party for 20% of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the company, and to pay a 10% fee based on the total overhead and corporate expenses referred to above. The agreement may be terminated with one-month notice by either party. During the year, a total of $107,393 was charged to operations in relation to the cost sharing agreement.

Results of Operations

The Company reports a net loss of $753,595 or $0.02 per share for the year ended January 31, 2004 compared to a net loss of $755,999 or $0.03 per share for the corresponding year in 2003. The Company had no operating revenues, but recognized interest income of $15,184 compared to $10,926. The increase is due to a consistently higher interest bearing bank balance this year compared to last year.

The Company recorded a loss in foreign exchange of $140,306 compared to as gain of $1,994 in 2003. $0 was charged to operations to recognize revenue received under the option agreements on the Norma Sass and Ruf Claims. The Company recorded a recovery of $36,320 against an allowance set up in 2002 for an outstanding receivable. Marketable securities were written down by $19,007 to reflect the current market value at January 31, 2004.

During fiscal year ended January 31, 2004, the Company had operating expenses of $640,502 compared to $538,893 for the fiscal year ended January 31, 2003. An increase in the year of $101,609 or approximately 18.5% was primarily due to the increase of management and consulting fees as a result of the Company's increased fund raising and marketing activities.

Management fees of $90,000 for 2004 relate to a management contract with the President of the Company for $90,000 per annum of the administration of the day-to-day operations and activities of the Company and fee for 2003 $54,500. Consulting fees of $22,500 for 2004 relate to a consulting contract with the Vice President of the Company for financial advice. Consulting fees for 2003 were $29,622.

Directors' fees increased from $11,500 in 2003 to $24,000 in 2004. The Chairman of the Board receives $12,000 per annum for his contribution to the Company. In September 2002, the Company adopted a policy whereby directors would be compensated $500 for each Directors Meeting they attend to cover their time and expenses.

Investor relations and shareholder information has increased from $101,614 in 2003 to $143,217 in 2004. The Company took a much more aggressive approach to promoting the awareness of the Company to broaden the shareholder base.

Legal and accounting has decreased from $110,595 in 2003 to $80,571 in 2004. The Company was able to decrease expenses by completing some work in house.

Auditing fees have remained consistent with last year averaging $25,000. Due to the re-newed focus on corporate governance in both the U.S and Canada, legal and accounting advice was sought more often by directors, officers and the in-house staff through the year on issues such as the Robertson reclamation bond issue, corporate governance and U.S. regulations. Listing and filing fees increased by $23,262 and transfer agent fees have increased by $184 compared to the expense in 2003.

The increased financing activity through the 2004 fiscal year increased the filing fees and the transfer agent fees. Travel has decreased from $53,991 to $43,396 as the Company has become more selective in which trade shows the Company attended and participated in.

Inflation

Historically, inflation has not affected the Company’s business in the current locations where it is doing business and the Company does not expect it to affect the Company’s operations in the future.

B.	Liquidity and Capital Resources

At this time, the Company has no operating revenues, and does not anticipate any operating revenues until the Company is able to find, acquire, place in production and operate a resource property. Historically, the Company has raised funds through equity financing and the exercise of options and warrants to fund its operations.

The market price of natural resources is highly speculative and volatile. Instability in prices may affect the interest in resource properties and the development of and production from such properties. This may adversely affect the Company’s ability to raise capital to acquire and explore resource properties. At January 31, 2004, the Company has working capital of $2,601,586. The Company feels it has sufficient working capital to meet its current obligations and operating expenses.

Investor Relations

The Company has an investor relations contract with The Haft Group, Inc. a public relations company headquartered and based in New York City. The Company agreed to retain the Group at a fee of US $3,000 per month, plus reimbursement of out-of-pocket expense, and a reasonable finder’s fee of the total dollar value raised for introducing the company to any sources of financing. The Agreement is for an initial four month period, and will automatically renew and continue in full force and effect on a month to month basis, unless terminated by either party. Mr. Haft was a partner and principal of two NYSE member firms, which have since merged with other entities. His business career also includes serving as senior vice president of public relations for Warner Communications. This contract completed on January 2004.

Subsequent Events

Subsequent to January 31, 2004, the Company closed the following placements:

a) a non-brokered private placement involving the issuing of 1,000,000 common shares at a price of $0.36 and 1,000,000 share purchase warrants with the right to purchase one (1) common share for each warrant issued at a price of $0.48 for a two-year period and;

b) a non-brokered private placement involving the issuing of 1,500,000 common shares at a price of $0.44 and 1,500,000 share purchase warrants with the right to purchase one (1) common share for each warrant issued at a price of $0.55 for a two-year period.

At this time, the Company has no operating revenues, and does not anticipate any operating revenues until the Company is able to find, acquire, place in production and operate a profitable mining property. Historically, the Company has raised funds through equity financing and the exercise of options and warrants to fund its operations.

C.	Research and Development, Patents and Licenses, etc.

Not Applicable.

D.	Trend Information

No known trend.

E.	Off-balance sheet arrangements

None.

F.	Tabular disclosure of contractual obligations

None.

Item 6.

Directors, Senior Management and Employees

A.	Directors and Senior Management

The following is a list of the Company’s directors and officers as of fiscal year ended January 31, 2004. The directors were elected by the Company’s shareholders on July 22, 2004.

Name

Position Held

Principal Occupation

Director Since

Lloyd Andrews

Chairman and Director

Chairman and Director of Berkley Resources Inc., Bralorne Pioneer Gold Mines Ltd. and the Company

September 1997

Name

Position Held

Principal Occupation

Director Since

Matt Wayrynen⁽¹⁾

President (CEO) and Director

President and Director of the Company; Vice President Operations and Director of Bralorne-Pioneer Gold Mines Ltd.; President and Director of Berkley Resources Inc. and the Director of one other reporting company

June 2002

Chris Sampson

Vice President Exploration and Director

Director and Vice President Exploration of the Company; Professional Engineer; Director of other reporting issuers (public mining companies).

February 1996

Louis Wolfin

Director and Former President and CEO

Director of the Company; Director and CEO of Bralorne-Pioneer Gold Mines Ltd.; Director of three other reporting issuers

June 1990

Ernest Calvert

Director

Director of Coral; Director of three other reporting issuers (public mining companies).

June 1990

Dr. Joseph H. Cohen

Director

Director of the Company; Corporate Consultant

May 2001

William Glasier

Director

Director of the Company; Director of four other reporting issuers (public mining companies).

August 1990

Florian Riedl-Riedenstein

Director

Director of the Company; Director of one other public mining company; Independent Financial Consultant

March 1994

Name

Position Held

Principal Occupation

Director Since

David Wolfin⁽²⁾

Director

Director of the Company; Vice President Finance and Director of Bralorne-Pioneer Gold Mines Ltd.; President of Gray Rock Resources Ltd.; President and Director of Avino Silver and Gold Mine, Ltd.; and the director of one other public reporting issuers

September 1997

Robert Schilling

Director

Director of the Company; Self-employed Business Consultant.

June 2001

(1)	Mr. Matt Wayrynen is the son-in-law of Mr. Louis Wolfin.
(2)	Mr. David Wolfin is the son of Mr. Louis Wolfin.

B.	Compensation

The following table sets forth particulars concerning the compensation of the named executive officers as defined in Form 51-904F B.C. Securities Act and Rules for the Company’s fiscal year ended January 31, 2004.

At the end of the Company's most recently completed financial year, the Company had one Named Executive Officer, Matt Wayrynen, the Company's President (CEO).

Summary Compensation Table

Annual Compensation

Long-Term Compensation
Awards

Name/Principal

Position

Year

Salary(1)

Bonus for

the Year

Other Annual Compensation

Securities
Under
Options/SARs Granted (#)(2)

Restricted Shares/Units Awarded

All Other Compensation

Matt Wayrynen,

President (CEO)

2004

2003

2002

90,000

84,500

5,000(3)

400,000

500,000

_________________________

(1)	No employee earned in excess of $100,000.
(2)	Represents total Common Shares under options as of the end of the fiscal year.
(3)	Represents one month of remuneration.

Termination of Employment, Changes in Responsibilities and Employment Contracts

There is no employment contract between the Company or its subsidiaries and the named executive officer and the Company has no compensatory plan or arrangement with respect to the named executive officer in the event of the resignation, retirement or any other termination of the named executive officer’s employment with the Company and its subsidiaries or in the event of a change of control of the Company or its subsidiaries or in the event of a change in the named executive officer’s responsibilities following a change in control, where in respect of the named executive officer the value of such compensation exceeds $100,000.

C.	Board Practices

The board of directors is comprised of 10 directors. The size and experience of the board is important for providing the Company with effective governance in the mining industry. The board’s mandate and responsibilities can be effectively and efficiently administered at is current size. The chairman of the board is not a member of management. The board has functioned, and is of the view that it can continue to function, independently of management as required. At the Annual General Meeting, held on July 18, 2004, the shareholders elected Lloyd Andrews, Matt Wayrynen, Louis Wolfin, Chris Sampson, Ernest A.W. Calvert, Dr. Joseph H. Cohen, William Glasier, Florian Riedl-Riedenstein, Robert Schilling and David Wolfin as directors. Subsequent to the annual meeting, Mr. Schilling and Cohen have resigned.

The board has considered the relationships of each director to Coral and considers four of the ten directors to be “unrelated” (Messrs. Andrews, Schilling, Cohen and Sampson). “Unrelated director” as the term is defined in the TSX Company Manual, means a director who is independent of management and free from any interest and any business or other relationship which could reasonably be perceived to materially interfere with the director’s ability to act with a view to the best interest of the Company, other than interest and relationships arising solely from shareholdings.

Three of the directors who are considered related (Messrs. David Wolfin, Louis Wolfin and Matt Wayrynen) are related by family. Three other directors considered related (Calvert, Glasier, Riedl-Riedenstein) are on the board of directors of Levon Resources Ltd, a company with which the Company has a joint venture on the Norma Sass and Ruf Claims in Nevada.

The board has addressed the related directorship issues and intends, given a transitional period, to eventually be comprised of a majority of unrelated directors. Procedures are in place to allow the board to function independently. At the present time the board has experienced directors that have made a significant contribution to the Company’s success, and are satisfied that it is not constrained in its access to information, in its deliberations or in its ability to satisfy the mandate established by law to supervise the business and affairs of the Company. The Company’s chairman and independent directors meet in the absence of managing directors. Committees meet independent of management and other directors. Committees appoint a chairman from their number who presides over the committee meetings.

Mandate of the Board of Directors, its Committees and Management

The role of the board is to oversee the conduct of the Company’s business, including the supervision of management, and determining the Company’s strategy. Management is responsible for the Company’s day to day operations, including proposing its strategic direction and presenting budgets and business plans to the board of directions for consideration and approval. The strategic plan takes into account, among other things, the opportunities and risks of the Company’s business. Management provides the board with periodic assessments as to those risks and the implementation of the Company’s systems to manage those risks. The board reviews the personnel needs of the Company from time to time, have particular regard to succession issues relating to senior management. Management is responsible for the training and development of personnel. The board assesses how effectively the Company communicates with shareholders, but has not adopted a formal communications policy. Through the audit committee, and in conjunction with its auditors, the board assesses the adequacy of the Company’s internal control and management information systems. The board looks to management to keep it informed of all significant developments relating to or effecting the Company’s operations. Major financings, acquisitions, dispositions and investments are subject to board approval. A formal mandate for the board of directors and the chief executive officer has not been considered necessary since the relative allocation of responsibility is well understood by both management and the board.

The board has established that they will meet at a minimum of every three months, unless additional meetings are required. The board and committee’s may take action at these regular held meetings or at a meeting by conference call or by written consent.

The board has created four committees, all of which have the mandates set out below.

Committees

Corporate Governance and Nominating Committee

The corporate governance and nominating committees assist the board in establishing the Company’s corporate governance policies and practices generally, identifying individuals qualified to become members of the board, reviewing the composition and functioning of the board and its committees and making recommendations to the board of directors as appropriate. When considering nominees to the board the committee’s mandate requires that it consider the current composition of the board and give consideration to candidates having experience in the industry, life experience and background. The committee is also responsible for the Company’s corporate governance guidelines. The committee may retain legal or other advisors.

The corporate governance and nominating Committee consist of three directors (Messrs. Lloyd Andrews, William Glasier, and Chris Sampson). Messrs. Sampson and Andrews are the unrelated directors. It is intended that this committee will eventually be comprise solely of unrelated/independent directors.

Audit Committee

The audit committee assists the board in its oversight of the Company’s financial statements and other related public disclosures, the Company’s compliance with legal and regulatory requirements relating to financial reporting, the external auditors, qualifications and independence and the performance of the internal audit function and the external auditors. The committee has direct communications channels with the Company’s auditors. The committee reviews the Company’s financial statements and related management’s discussion and analysis of financial and operating results. The committee can retain legal, accounting or other advisors.

The audit committee consists of three related directors (Messrs. David Wolfin, Matt Wayrynen and William Glasier) all of whom are financially literate, and Mr. William Glasier has accounting or related financial expertise. “Financially literate” means the ability to read and understand a balance sheet, an income statement, and a cash flow statement. “Accounting or related financial expertise” means the ability to analyze and interpret a full set of financial statements, including the notes attached thereto, in accordance with Canadian generally accepted accounting principles.

It is intended that this committee eventually will be comprised solely of unrelated directors.

The board has adopted a charter for the audit committee which is reviewed annually and sets out the role and oversight responsibilities of the audit committee with respect to:

•	its relationship with and expectation of the external auditors, including the establishment of the independence of the external auditor and the approval of any non-audit mandates of the external auditor;

•	determination of which non-audit services the external auditor is prohibited from providing;

•	the engagement, evaluation, remuneration, and termination of the external auditors;

•	appropriate funding for the payment of the auditor’s compensation and for any advisors retained by the audit committee;

•	its relationship with and expectation of the internal auditor;

•	its oversight of internal control;

•	disclosure of financial and related information; and

•	any other matter that the audit committee feels is important to its mandate or that which the board chooses to delegate to it.

Compensation Committee

The compensation committee assists the board in monitoring, reviewing and approving compensation policies and administering the Company’s share compensation plans. The committee is responsible for reviewing and making recommendations to the board with respect to director and senior management compensation. When granting stock options, the committee determines the number of shares covered by each grant and the terms and conditions of the option, subject to the terms of the plan, and the approval of the board. The committee may consider changes to the remuneration of directors, which may be appropriate from time to time. The committee may retain legal or other advisors to assist it.

The committee consists of two unrelated directors (Messrs. Andrews and Sampson) and one related director (Mr. William Glasier). It is intended that the compensation committee will eventually be comprised solely of unrelated directors.

Management Committee

The management committee, between board meetings, may exercise all the powers of the board except those powers specially reserved by law to the board of directors. The committee was created to administer the day to day operations of the Company but does not supplant the board of directors when considering significant issues facing the Company.

The committee is comprised of two related directors (Messrs. Wayrynen and Louis Wolfin) and one unrelated director (Mr. L. Andrews). The board believes that it is desirable for the majority of the management committee to be related to the Company. The members are required to be available on a daily basis, and hourly if the need arises, to deal with significant issues. All action approved by the management committee is subsequently brought to the attention of the full board of directors.

Compensation of Directors

The directors of the Company have not been paid fees or other cash compensation in their capacity as directors. The compensation committee has adopted a policy which compensates all directors $500 for each board meeting attended by the director for the time and costs associated with attending the meeting. The Company has no arrangements, standard or otherwise, pursuant to which its current directors are compensated by the Company or its subsidiaries for their services in their capacity as directors, or for committee

participation, or involvement in special assignments during the most recently completed financial year, except that directors may be reimbursed for actual expenses reasonably incurred in connection with the performance of their duties as directors and certain directors may be compensated for services as consultants or experts. Incentive stock options, however, have been granted to non-named executive officer, directors and other insiders of the Company and are outstanding to purchase an aggregate 1,830,000 shares of the Company as follows:

Name of

Optionee

No. of Shares

Exercise Price

Per Share

Date of Grant

Expiry Date

Non-Named Executive

Officer/Directors

Lloyd Andrews

Louis Wolfin

Robert Schilling

F. Riedl-Riedenstein

Ernest Calvert

William Glasier

Joseph Cohen

Chris Sampson

Andrea Regnier

David Wolfin

Other Insiders

Nil

250,000

50,000

500,000

100,000

75,000

50,000

30,000

70,000

$0.25

April 11, 2002

September 5, 2000

September 5, 2005

D.	Employees

The Company has three part-time employees, one located in Nevada, United States, and two located in Canada.

E.	Share Ownership

The following table sets for the share ownership of the directors and officers of the Company as of June 20, 2004.

Name of Beneficial Owner

Number of Shares

Percent

Matt Wayrynen

2,397

Louis Wolfin

1,541,018

4.4%

Chris Sampson

71,000

Ernest Calvert

Name of Beneficial Owner

Number of Shares

Percent

Lloyd Andrews

209,000

Dr. Joseph H. Cohen

William Glasier

146,200

Florian Riedl-Riedenstein

75,000

David Wolfin

1,000

Robert Schilling

5,000

____________

*	Less than one percent

OPTION GRANTS DURING THE MOST RECENTLY COMPLETED FINANCIAL YEAR

Summary Options Table

Name of Executive Officer

Securities Under Option Granted

% of Total Options Granted to Employees in Financial Year

Executive or base Price ($/Security)

Market Value of Securities underlying Options on Date of Grant ($/Security)

Expiration Date

Matt Wayrynen

500,000

66.66%

$0.25

September 5, 2005

Lloyd Andrews

250,000

33.33%

$0.25

September 5, 2005

AGGREGATE OPTION EXERCISES DURING THE MOST RECENTLY COMPLETED FISCAL
YEAR AND FISCAL YEAR-END OPTION VALUES

Name

Common Shares Acquired on Exercise

Aggregate Value Realized

Unexercised Options at

January 31, 2004

Value of Unexercised In-
the-Money Options at
January 31, 2004

Exercisable

Unexercisable

Exercisable

Unexercisable

Matt Wayrynen

Lloyd Andrews

Robert Schilling

F. Riedl-Riedenstein

Ernest Calvert

William Glasier

Joseph Cohen

Chris Sampson

Louis Wolfin

David Wolfin

Andrea Regnier

30,000

20,000

$42,000

$5,400

$9,000

400,000

300,000

50,000

500,000

70,000

30,000

$108,000

$81,000

$13,500

$135,000

$18,900

$8,100

Item 7.

Major Shareholders and Related Party Transactions

A.	Major Shareholders

As far as it is known to the Company, it is not directly or indirectly owned or controlled by any other corporation or by the Canadian Government, or any foreign government.

As of June 20, 2004, the Company knows of no person who owned more than five (5%) of the outstanding shares of each class of the Company’s voting securities. The following tables set forth the total shares owned by the officers and directors as a group as of June 20, 2004:

Name

Number of Shares of

Common Stock Owned

Percent of

Class

All Officers and Directors as a Group (8 persons)

2,050,615

5.91%

B.	Related Party Transactions

In June 1990, the Company entered into an agreement with Oniva International Services Corp. (“Oniva”). Pursuant to the agreement, the Company paid Oniva for providing administrative, accounting and shareholder relation services, an amount equal to twenty percent (20%) of Oniva’s overhead expenses and 100% of the actual expenditures paid by Oniva on behalf of the Company. On October 1, 1997, Oniva and the Company entered into a new administrative services contract whereby Oniva will provide general office administrative and secretarial services, provide booking services; meet with the Company’s professional representatives; provide shareholder relation services; and provide interim or bridge financing provided that Oniva’s financial condition, as determined by Oniva in its sole discretion, allows for such financing. For its services, the Company shall pay Oniva 20% of Oniva’s office overhead expenses, 100% of Oniva’s out-of-pocket expenses, and a fee equal to 10% of the total sum paid by the Company to Oniva. The administrative services contract had an initial term of one year and is automatically renewed unless terminated by the Company by giving one-month notice prior to the expiration date. Oniva has four shares issued in trust with Messrs. Wolfin and Calvert on behalf of the Company and three other companies. Messrs. Wolfin and Calvert are the only directors of Oniva. For fiscal years 2004, 2003 and 2002, the Company paid Oniva an aggregate of $107,393, $63,192 and $35,191, respectively.

Under a Management Consulting Agreement dated February 1, 1996, between the Company and Frobisher Securities Inc., a private company controlled by the director and former president of the Company, Louis Wolfin, the Company pays Frobisher a remuneration of $5,000 per month plus out of pocket expenses. On March 31, 2002, the agreement was terminated.

On April 1, 2002, the Company entered into a Consulting Agreement with Wear Wolfin Designs Ltd. (“Wear Wolfin”) pursuant to which the Company has agreed to pay Wear Wolfin $5,000 per month for a term of three (3) years. On September 1, 2002, this agreement was amended to provide for $90,000 per annum. Wear Wolfin is a non-reporting British Columbia company controlled by the family of Matt Wayrynen, the president and director of the Company. The agreement may be terminated by either party on 30 days notice. For fiscal year 2004, the Company paid Wear Wolfin an aggregate of $90,000.

As of January 31, 2004, the Company was owed $28,003 (compared to $33,003 in 2003) from companies with common directors and management.

The Company also uses the services provided by a private company owned by the secretary of the Company which charges the Company for office premises, accounting, general corporate and administrative services.

Also during the year the Board approved payment of $2,500 to a private company, Inter-mark Capital Ltd., controlled by a Director for financial consulting.

C.	Interest of Experts and Counsel.

Not Applicable.

Item 8.

Financial Information

A.	Consolidated Statements and Other Financial Information

The following financial statements of the Company are attached to this Annual Report:

•	Auditors Report.
•	Consolidated Balance Sheet for years ended January 31, 2004, 2003 and 2002.

•	Consolidated Statement of Operations and Deficit for the years ended January 31, 2004, 2003 and 2002.

•	Consolidated Statement of Cash flows for the years January 31, 2004, 2003 and 2002.
•	Consolidated Statement of Mineral Properties for the years January 31, 2004, 2003 and 2002.
•	Notes to Consolidated Financial Statements for the years January 31, 2004, 2003 and 2002.

Dividend Policy

The Company has never paid any dividends and does not intend to in the near future.

B.	Significant Changes

None.

Item 9.

The Offering and Listing

A.	Price History of Stock

The Common stock of the Company is listed on the TSX Venture Exchange under the symbol “CLH.V” and in the United States on the National Association of Securities Dealers OTC Bulletin Board, under the symbol CLHVF.

As of June 30, 2004, there were 335 record holders in the United States holding 15.28% of the Company’s outstanding common stock representing approximately 83.75% of the total shareholders. The Company’s Common stock is issued in registered form and the percentage of shares reported to be held by record holders in the United States is taken from the records of the Pacific Corporate Trust Company in the City of Vancouver, the registrar and transfer agent for the common stock.

The high and low prices expressed in Canadian dollars on the TSX Venture Exchange for the Company’ common stock and the high and low prices expressed in United States dollars quoted on the OTC Bulletin Board for the last six months, subsequent period, and for each quarter for the last two fiscal years.

TSX Venture Exchange

(Canadian Dollars)

OTC Bulletin Board

(United States Dollars)

Last Six Months

High

Low

High

Low

June 2004

.35

.29

.27

.17

May 2004

.30

.26

.22

.19

April 2004

.36

.25

.26

.20

March 2004

.37

.29

.22

February 2004

.43

.34

.33

.25

January 2004

.55

.385

.42

.27

Subsequent Period

First Quarter ended April 30, 2004

.43

.25

.33

.20

2002-2003

High

Low

High

Low

Fourth Quarter ended January 31, 2004

.68

.17

.48

.10

Third Quarter ended October 31, 2003

.27

.15

.20

.09

Second Quarter ended July 31, 2003

.44

.19

.33

.13

First Quarter ended April 30, 2003

.33

.14

.24

.09

2003-2004

High

Low

High

Low

Fourth Quarter ended January 31, 2004

.61

.33

.45

.23

Third Quarter ended October 31, 2003

.40

.29

.30

.215

Second Quarter ended July 31, 2003

.38

.21

.28

.165

First Quarter ended April 30, 2003

.41

.25

.28

.17

Last Five Fiscal Years

High

Low

High

Low

2004 Annual

.61

.25

.45

.20

2003 Annual

.68

.14

.48

.09

2002 Annual

.38

.12

.25

.08

2001 Annual

.39

.13

.30

.08

2000 Annual

1.25

.23

*	Unable to obtain information during this period.

B.	Plan of Distribution

Not Applicable.

C.	Markets

The Company’s common stock is listed in TSX Venture Exchange under the symbol “CLH.V” and in the United States on the National Association of Securities Dealers OTC Bulletin Board under the symbol "CLHVF."

D.	Selling Shareholders

Not Applicable.

E.	Dilution

Not Applicable.

F.	Expenses of the Issue.

Not Applicable.

Item 10. Additional Information

A.	Share Capital

The Company has 100,000,000 common shares authorized, without par value, of which 43,616,855 shares were issued and outstanding as of January 31, 2004.

Each of the common shares has equal dividend, liquidation and voting rights. Voters of the common shares are entitled to one vote per share on all matters that may be brought before them. Holders of the common shares are entitled to receive dividends when declared by the Board from funds legally available therefore. The common shares are not redeemable, have no conversion rights and carry no pre-emptive or other rights to subscribe for additional shares. The outstanding common shares are fully paid and non-assessable.

B.	Memorandum and Articles of Association

Coral Gold Corp. was incorporated on January 22, 1981 under the Company Act of the Province of British Columbia, which changed its name to Coral Energy Corporation on March 3, 1982. On September 9, 1987, Coral Energy Corporation changed its name to the Coral Gold Corp. On September 14, 2004, the Company changed its name to Coral Gold Resources, Ltd.

Common Shares

All issued and outstanding common shares are fully paid and non-assessable. Each holder of record of common shares is entitled to one vote for each common share so held on all matters requiring a vote of shareholders, including the election of directors. The holders of common shares will be entitled to dividends on a pro-rata basis, if and when as declared by the board of directors. There are no preferences, conversion rights, preemptive rights, subscription rights, or restrictions or transfers attached to the common shares. In the event of liquidation, dissolution, or winding up of the Company, the holders of common shares are entitled to participate in the assets of the Company available for distribution after satisfaction of the claims of creditors.

Powers and Duties of Directors

The directors shall manage or supervise the management of the affairs and business of the Company and shall have authority to exercise all such powers of the Company as are not, by the Company Act or by the Memorandum or the Article, required to be exercised by the Company in a general meeting.

Directors will serve as such until the next annual meeting. In general, a director who is, in any way, directly or indirectly interested in an existing or proposed contract or transaction with the Company whereby a duty or interest might be created to conflict with his duty or interest director, shall declare the nature and extent of his interest in such contract or transaction or the conflict or potential conflict with his duty and interest as a director. Such director shall not vote in respect of any such contract or transaction with the Company in which he is interested and if he shall do so, his vote shall note be counted, but he shall be counted in the quorum present at the meeting at which such vote is taken. However, notwithstanding the foregoing, directors shall have the right to vote on determining the remuneration of the directors.

The directors may from time to time on behalf of the Company: (a) borrow money in such manner and amount from such sources and upon such terms and conditions as they think fit; (b) issue bonds, debentures and other debt obligations; or (c) mortgage, charge or give other security on the whole or any part of the property and assets of the Company.

The majority of the directors of the Company must be persons ordinarily resident in Canada and one director of the Company must be ordinarily resident in British Columbia and be of the full age of 18 years. There is no minimum share ownership to be a Director. No person shall be a Director of the Company who is not capable of managing their own affairs; is an undischarged bankrupt; convicted of an offense in connection with the promotion, formation or management of a corporation or involved in fraud within the last five years; or a person that has had a registration in any capacity under the “BC Securities” or the BC Mortgage Brokers Act” canceled within the last five years.

Shareholders

An annual general meeting shall be held once in every calendar year at such time and place as may be determined by the directors. A quorum at an annual general meeting and special meeting shall be two

shareholders or one or more proxy holder representing two shareholders, or one shareholder and a proxy holder representing another shareholder. There is no limitation imposed by the laws of Canada or by the charter or other constituent documents of the Company on the right of a non-resident to hold or vote the common shares, other than as provided in the Investment Canada Act, (the “Investment Act”) discussed below under “Item 10. Additional Information, D. Exchange Controls.”

In accordance with British Columbia law, directors shall be elected by an “ordinary resolution” which means (a) a resolution passed by the shareholders of the Company in general meeting by a simple majority of the votes cast in person or by proxy, or (b) a resolution that has been submitted to the shareholders of the Company who would have been entitled to vote on it in person or by proxy at a general meeting of the Company and that has been consented to in writing by such shareholders of the Company holding shares carrying not less than 3/4 of the votes entitled to be cast on it.

Under British Columbia law certain items such as an amendment to the Company’s articles or entering into a merger, requires approval by a special resolution which shall mean (a) a resolution passed by a majority of not less than 3/4 of the votes cast by the shareholders of the Company who, being entitled to do so, vote in person or by proxy at a general meeting of the company (b) a resolution consented to in writing by every shareholder of the Company who would have been entitled to vote in person or by proxy at a general meeting of the Company, and a resolution so consented to is deemed to be a special resolution passed at a general meeting of the Company.

C.	Material Contracts

None.

D.	Exchange Controls

There is no law, governmental decree or regulation in Canada that restricts the export or import of capital or affects the remittance of dividends, interest or other payments to a non-resident holder of common shares other than withholding tax requirements. Any such remittances to United States residents are subject to withholding tax. See “Taxation.”

There is no limitation imposed by the laws of Canada or by the charter or other constituent documents of the Company on the right of a non-resident to hold or vote the common shares, other than as provided in the Investment Act. The following discussion summarizes the principal features of the Investment Act for a non-resident who proposes to acquire the common shares.

The Investment Act generally prohibits implementation of a reviewable investment by an individual, government or agency thereof, corporation, partnership, trust or joint venture (each an “entity”) that is not a "Canadian" as defined in the Investment Act (a “non-Canadian”), unless after review, the Director of Investments appointed by the minister responsible for the Investment Act is satisfied that the investment is likely to be of net benefit to Canada. An investment in the common shares by a non-Canadian other than a “WTO Investor” (as that term is defined by the Investment Act, and which term includes entities which are nationals of or are controlled by nationals of member states of the World Trade Organization) when the Company was not controlled by a WTO Investor, would be reviewable under the Investment Act if it was an investment to acquire control of the Company and the value of the assets of the Company, as determined in accordance with the regulations promulgated under the Investment Act, equals or exceeds $5 million for direct acquisition and over $50 million for indirect acquisition, or if an order for review was made by the federal cabinet on the grounds that the investment related to Canada's cultural heritage or national identity, regardless of the value of the assets of the Company. An investment in the common shares by a WTO Investor, or by a non-Canadian when the Company was controlled by a WTO Investor, would be reviewable under the Investment Act if it was an investment to acquire control of the Company and the value of the assets of the Company, as determined in accordance with the regulations promulgated under the Investment Act was not less than a specified amount, which for 2004 is any amount in excess of $137 million. A non-Canadian would

acquire control of the Company for the purposes of the Investment Act if the non-Canadian acquired a majority of the common shares. The acquisition of one third or more, but less than a majority of the common shares would be presumed to be an acquisition of control of the Company unless it could be established that, on the acquisition, the Company was not controlled in fact by the acquirer through the ownership of the common shares.

Certain transactions relating to the common shares would be exempt from the Investment Act, including: (a) an acquisition of the common shares by a person in the ordinary course of that person's business as a trader or dealer in securities; (b) an acquisition of control of the Company in connection with the realization of security granted for a loan or other financial assistance and not for a purpose related to the provisions of the Investment Act; and (c) an acquisition of control of the Company by reason of an amalgamation, merger, consolidation or corporate reorganization following which the ultimate direct or indirect control in fact of the Company, through the ownership of the common shares, remained unchanged.

E.	Taxation

Canadian Federal Income Tax Consequences

The following summarizes the principal Canadian federal income tax consequences applicable to the holding and disposition of common shares in the capital of the Company by a United States resident, and who holds common shares solely as capital property (a “U.S. Holder”). This summary is based on the current provisions of the Income Tax Act (Canada) (the “Tax Act”), the regulations thereunder, all amendments thereto publicly proposed by the government of Canada, the published administrative practices of Revenue Canada, Customs, Excise and Taxation, and on the current provisions of the Canada-United States Income Tax Convention, 1980, as amended (the “Treaty”). Except as otherwise expressly provided, this summary does not take into account any provincial, territorial or foreign (including without limitation, any U.S.) tax law or treaty. It has been assumed that all currently proposed amendments will be enacted substantially as proposed and that there is no other relevant change in any governing law or practice, although no assurance can be given in these respects.

Each U.S. Holder is advised to obtain tax and legal advice applicable to such U.S. Holder’s particular circumstances.

Every U.S. Holder is liable to pay a Canadian withholding tax on every dividend that is or is deemed to be paid or credited to the U.S. Holder on the U.S. Holder’s common shares. The statutory rate of withholding tax is 25% of the gross amount of the dividend paid. The Treaty reduces the statutory rate with respect to dividends paid to a U.S. Holder for the purposes of the Treaty. Where applicable, the general rate of withholding tax under the Treaty is 15% of the gross amount of the dividend, but if the U.S. Holder is a company that owns at least 10% of the voting stock of the Company and beneficially owns the dividend, the rate of withholding tax is 5% for dividends paid or credited after 1996 to such corporate U.S. Holder. The Company is required to withhold the applicable tax from the dividend payable to the U.S. Holder, and to remit the tax to the Receiver General of Canada for the account of the U. S. Holder.

Pursuant to the Tax Act, a U.S. Holder will not be subject to Canadian capital gains tax on any capital gain realized on an actual or deemed disposition of a common share, including a deemed disposition on death, provided that the U.S. Holder did not hold the common share as capital property used in carrying on a business in Canada, and that neither the U. S. Holder nor persons with whom the U.S. Holder did not deal a arms length

(alone or together) owned or had the right or an option to acquire 25% or more of the issued shares of any class of the Company at any time in the five years immediately preceding the disposition.

United States Federal Income Tax Consequences

Passive Foreign Investment Company.

The Company believes that it is a passive foreign investment company (“PFIC”) for United States federal income tax purposes with respect to a United States Investor. The Company will be a PFIC with respect to a United States Investor if, for any taxable year in which such United States Investor held the Company’s shares, either (i) at least 75 % of the gross income of the Company for the taxable year is passive income, or (ii) at least 50% of the Company’s assets are attributable to assets that produce or are held for the production of passive income. In each case, the Company must take into account a pro rata share of the income and the assets of any company in which the Company owns, directly or indirectly, 25% or more of the stock by value (the “look- through” rules). Passive income generally includes dividends, interest, royalties, rents (other than rents and royalties derived from the active conduct of a trade or business and not derived from a related person), annuities, and gains from assets that produce passive income. As a publicly traded corporation, the Company would apply the 50% asset test based on the value of the Company’s assets.

Because the Company believes it qualifies as a PFIC, unless a United States Investor who owns shares in the Company (i) elects (a section 1295 election) to have the Company treated as a “qualified electing fund” (a “QEF”) (described below), or (ii) marks the stock to market (described below), the following rules apply:

1. Distributions made by the Company during a taxable year to a United States Investor who owns shares in the Company that are an “excess distribution” (defined generally as the excess of the amount received with respect to the shares in any taxable year over 125% of the average received in the shorter of either the three previous years or such United States Investor's holding period before the taxable year) must be allocated ratably to each day of such shareholder’s holding period. The amount allocated to the current taxable year and to years when the corporation was not a PFIC must be included as ordinary income in the shareholder’s gross income for the year of distribution. The remainder is not included in gross income but the shareholder must pay a deferred tax on that portion. The deferred tax amount, in general, is the amount of tax that would have been owed if the allocated amount had been included in income in the earlier year, plus interest. The interest charge is at the rate applicable to deficiencies in income taxes.

2. The entire amount of any gain realized upon the sale or other disposition of the shares will be treated as an excess distribution made in the year of sale or other disposition and as a consequence will be treated as ordinary income and, to the extent allocated to years prior to the year of sale or disposition, will be subject to the interest charge described above.

A shareholder that makes a section 1295 election will be currently taxable on his or her pro rata share of the Company’s ordinary earnings and net capital gain (at ordinary income and capital gains rates, respectively) for each taxable year of the Company, regardless of whether or not distributions were received. The shareholder’s basis in his or her shares will be increased to reflect taxed but undistributed income. Distributions of income that had previously been taxed will result in a corresponding reduction of basis in the shares and will not be taxed again as a distribution to the shareholder.

A shareholder may make a section 1295 election with respect to a PFIC for any taxable year of the shareholder (shareholder’s election year). A section 1295 election is effective for the shareholder’s election year and all subsequent taxable years of the shareholder. Procedures exist for both retroactive elections and filing of protective statements. Once a section 1295 election is made it remains in effect, although not applicable, during

those years that the Company is not a PFIC. Therefore, if the Company re-qualifies as a PFIC, the section 1295 election previously made is still valid and the shareholder is required to satisfy the requirements of that election. Once a shareholder makes a section 1295 election, the shareholder may revoke the election only with the consent of the Commissioner.

If the shareholder makes the section 1295 election for the first tax year of the Company as a PFIC that is included in the shareholder’s holding period, the PFIC qualifies as a pedigreed QEF with respect to the shareholder. If a QEF is an unpedigreed QEF with respect to the shareholder, the shareholder is subject to both the non-QEF and QEF regimes. Certain elections are available which enable shareholders to convert an unpedigreed QEF into a pedigreed QEF thereby avoiding such dual application.

A shareholder making the section 1295 election must make the election on or before the due date, as extended, for filing the shareholder’s income tax return for the first taxable year to which the election will apply. A shareholder must make a section 1295 election by completing Form 8621; attaching said Form to its federal income tax return; and reflecting in the Form the information provided in the PFIC Annual Information Statement or if the shareholder calculated the financial information, a statement to that effect. The PFIC Annual Information Statement must include the shareholder’s pro rata shares of the ordinary earnings and net capital gain of the PFIC for the PFIC’s taxable year or information that will enable the shareholder to calculate its pro rata shares. In addition, the PFIC Annual Information Statement must contain information about distributions to shareholders and a statement that the PFIC will permit the shareholder to inspect and copy its permanent books of account, records, and other documents of the PFIC necessary to determine that the ordinary earnings and net capital gain of the PFIC have been calculated according to federal income tax accounting principles. A shareholder may also obtain the books, records and other documents of the foreign corporation necessary for the shareholder to determine the correct earnings and profits and net capital gain of the PFIC according to federal income tax principles and calculate the shareholder’s pro rata shares of the PFIC’s ordinary earnings and net capital gain. In that case, the PFIC must include a statement in its PFIC Annual Information Statement that it has permitted the shareholder to examine the PFIC’s books of account, records, and other documents necessary for the shareholder to calculate the amounts of ordinary earnings and net capital gain. A shareholder that makes a Section 1295 election with respect to a PFIC held directly or indirectly, for each taxable year to which the Section 1295 election applies, must comply with the foregoing submissions.

Because the Company’s stock is “marketable” under section 1296(e), a U.S. Investor may elect to mark the stock to market each year. In general, a PFIC shareholder who elects under section 1296 to mark the marketable stock of a PFIC includes in income each year an amount equal to the excess, if any, of the fair market value of the PFIC stock as of the close of the taxable year over the shareholder’s adjusted basis in such stock. A shareholder is also generally allowed a deduction for the excess, if any, of the adjusted basis of the PFIC stock over the fair market value as of the close of the taxable year. Deductions under this rule, however, are allowable only to the extent of any net mark to market gains with respect to the stock included by the shareholder for prior taxable years. While the interest charge regime under the PFIC rules generally does not apply to distributions from and dispositions of stock of a PFIC where the U.S. Investor has marked to market, coordination rules for limited application will apply in the case of a U.S. Investor that marks to market PFIC stock later than the beginning of the shareholder's holding period for the PFIC stock.

Special rules apply with respect to the calculation of the amount of the foreign tax credit with respect to excess distributions by a PFIC or inclusions under a QEF.

Controlled Foreign Corporations.

Sections 951 through 964 and Section 1248 of the Code relate to controlled foreign corporations (“CFCs”). A foreign corporation that qualifies as a CFC will not be treated as a PFIC with respect to a

shareholder during the portion of the shareholder’s holding period after December 31, 1997, during which the shareholder is a 10% United States shareholder and the corporation is a CFC. The PFIC provisions continue to apply in the case of PFIC that is also a CFC with respect to shareholders that are less than 10% United States shareholders.

The 10% United States shareholders of a CFC are subject to current U.S. tax on their pro rata shares of certain income of the CFC and their pro rata shares of the CFC’s earnings invested in certain U.S. property. The effect is that the CFC provisions may impute some portion of such a corporation’s undistributed income to certain shareholders on a current basis and convert into dividend income some portion of gains on dispositions of stock, which would otherwise qualify for capital gains treatment.

The Company does not believe that it will be a CFC. It is possible that the Company could become a CFC in the future. Even if the Company were classified as a CFC in a future year, however, the CFC rules referred to above would apply only with respect to 10% shareholders.

Personal Holding Company/Foreign Personal Holding Company/Foreign Investment Company.

A corporation will be classified as a personal holding company (a “PHC”) if at any time during the last half of a tax year (i) five or fewer individuals (without regard to their citizenship or residence) directly or indirectly or by attribution own more than 50% in value of the corporation’s stock and (ii) at least 60% of its ordinary gross income, as specially adjusted, consists of personal holding company income (defined generally to include dividends, interest, royalties, rents and certain other types of passive income). A PHC is subject to a United States federal income tax of 39.6% on its undistributed personal holding company income (generally limited, in the case of a foreign corporation, to United States source income).

A corporation will be classified as a foreign personal holding company (an “FPHC”) and not a PHC if at any time during a tax year (i) five or fewer individual United States citizens or residents directly or indirectly or by attribution own more than 50% of the total combined voting power or value of the corporation’s stock and (ii) at least 60% of its gross income consists of foreign personal holding company income (defined generally to include dividends, interest, royalties, rents and certain other types of passive income). Each United States shareholder in a FPHC is required to include in gross income, as a dividend, an allocable share of the FPHC’s undistributed foreign personal holding company income (generally the taxable income of the FPHC, as specially adjusted).

A corporation will be classified as a foreign investment company (an “FIC”) if for any taxable year it (i) is registered under the Investment Company Act of 1940, as amended, as a management company or share investment trust or is engaged primarily in the business of investing or trading in securities or commodities (or any interest therein) and (ii) 50% or more of the value or the total combined voting power of all the corporation’s stock is owned directly or indirectly (including stock owned through the application of attribution rules) by United States persons. In general, unless an FIC elects to distribute 90% or more of its taxable income (determined under United States tax principles as specially adjusted) to its shareholders, gain on the sale or exchange of FIC stock is treated as ordinary income (rather than capital gain) to the extent of such shareholder’s ratable share of the corporation's earnings and profits for the period during which such stock was held.

The Company believes that it is not and will not be a PHC, FPHC or FIC. However, no assurance can be given as to the Company’s future status.

U.S. Information Reporting and Backup Withholding.

Dividends are generally subject to the information reporting requirements of the Code. Dividends may be subject to backup withholding at the rate of 31% unless the holder provides a taxpayer identification number on a properly completed Form W-9 or otherwise establishes an exemption.

The amount of any backup withholding will not constitute additional tax and will be allowed as a credit against the United States Investor's federal income tax liability.

Filing of Information Returns.

Under a number of circumstances, a United States Investor acquiring shares of the Company may be required to file an information return. In particular, any United States Investor who becomes the owner, directly or indirectly, of 10% or more of the shares of the Company will be required to file such a return. Other filing requirements may apply, and United States Investors should consult their own tax advisors concerning these requirements.

F.	Expenses of the Issue

Not Applicable.

G.	Dividends and Paying Agents

Not Applicable.

H.	Documents on Display

The Company is required to file financial statements and other information with the Securities Commission in the Provinces of British Columbia, electronically through the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) which can be viewed at www.sedar.com.

The Company files annual reports and furnishes other information with the Securities and Exchange Commission. You may read and copy any document that we file at the Commission’s Public Reference Room at 450 Fifth Street, N.W., Room 1024, Washington, D.C. 20549 or by accessing the Commission’s website (http://www.sec.gov).

Copies of the Company’s material contracts are kept in the Company’s administrative headquarters.

I.	Subsidiary Information

Not Applicable.

Item 11. Quantitative and Qualitative Disclosures About Market Risk

A.	TRANSACTION RISK AND CURRENCY RISK MANAGEMENT

The Company's operations do not employ financial instruments or derivatives which are market sensitive and the Company does not have financial market risks.

B.	EXCHANGE RATE SENSITIVITY

The Company operates in more than one country and the Company's functional currency is the Canadian Dollar. The Company's offices are located in Canada, however, all of its exploration properties are located in United States, and the Company’s financial results are reported in Canadian Dollars. While most of the Company administrative expenses are paid in Canadian Dollars, all of its operations, specifically land taxes, lease payments, and reclamation work are conducted in U.S. Dollars. Therefore, Company's currency fluctuation exposure is primarily to the US Dollar and the Canadian Dollar. The following table sets forth the percentage of the Company's administrative expense by currency for the year ended January 31, 2004.

By Currency

	2004
Canadian Dollar	92%
U.S. Dollar	8%
Total:	100%

Such administrative expense by currency may change from time to time, but it has been roughly the same year to year. Further, the Company incurred reclamation, maintenance and drilling costs of approximately US$300,779 and US$756,086 for the fiscal years ended January 31, 2004 and 2003, respectively, which are primarily paid in U.S. dollars.

The Company has not entered into any material foreign exchange contracts to minimize or mitigate the effects of foreign exchange fluctuations on the Company's operations. The Company exchanges Canadian Dollars to U.S. Dollars to fund its U.S. operations. Based on prior years, the Company does not believe that it is subject to material foreign exchange fluctuations. However, no assurance can be given that this will continue to be true in the future.

C.	EXCHANGE CONTROLS

The Company operates primarily in Canada and United States, and not subject to currency exchange controls.

D.	INTEREST RATE RISK AND EQUITY PRICE RISK

The Company is equity financed and does not have any debt which is subject to interest rate change risks.

E.	COMMODITY PRICE RISK

Presently, the Company is an exploration-stage company and does not have any operating mines. Therefore, it does not have any hedging or other commodity based risks respecting its operations.

Item 12. Description of Securities Other than Equity Securities

Not Applicable.

Item 13. Defaults, Dividend Arrearages and Delinquencies

None.

Part II

Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds

None.

Item 15. Controls and Procedures

The Company carried out an evaluation, under the supervision and with the participation of the Company's management, including the Company's chief executive officer along with the Company's principal financial officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Company's chief executive officer along with the Company's principal financial officer concluded that the Company's disclosure controls and procedures as of the end of the fiscal year covered by this Form 20-F are effective in timely alerting them to material information relating to the Company required to be included in this Form 20-F.

Item 16. [Reserved]

Item 16A. Audit Committee Financial Report

The Board of Directors determined that Mr. William Glasier is qualified as an Audit Committee Financial Expert. Mr. William Glasier is independent as determined by the NASD listing standards.

Item 16B. Code of Ethics

The Company has not adopted a code of ethics. The President is forming a committee to advise on the content of the code prior to presentation to the Board for adoption.

Item 16C. Principal Accountant Fees and Services

The independent auditor for the last two fiscal years was Ellis Foster, Chartered Accountants.

Audit Fees

The aggregate fees billed by Ellis Foster for professional services rendered for the audit of the Company's annual financial statements on Form 20-F for the fiscal year ended January 31, 2003 was $20,763 and January 31, 2004 was $19,945.

Audit-Related Fees

The aggregate fees billed for assurance and related services by the principal accountant that are reasonably related to the performance of the audit or review of the Company's financial statements for the year ended January 31, 2003 were nil and January 31, 2004 was nil.

Tax Fees

The aggregate fees billed for tax compliance, tax advice and tax planning rendered by our independent auditors for the fiscal year ended January 31, 2003 was $1,650 and January 31, 2004 was $1,300. The services comprising these fees include compliance service with respect to Canadian filings and lend assistance to U.S. tax preparers.

All Other Fees

The aggregate fees billed for all other professional services rendered by the Company’s independent auditors for the fiscal year ended January 31, 2003 was $3,900 and January 31, 2004 was $250.

The Audit Committee approved 100% of the fees paid to the principal accountant for audit-related, tax and other fees in the fiscal year 2004. The Audit Committee pre-approves all non-audit services to be performed by the auditor in accordance with the Audit Committee Charter. The percentage of hours expended on the principal accountant's engagement to audit the Company's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees was 0%.

Item 16D. Exemptions from the Listing Standards for Audit Committees

Not applicable.

Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers

None.
		Part III

Item 17. Financial Statements

The following Financial Statements pertaining to the Company are filed as part of this annual report:

Auditors' Report.	F-1
Consolidated Balance Sheets	F-2
Consolidated Statement of Operations and Deficit	F-3
Consolidated Statement of Cash Flows	F-4
Consolidated Statements of Mineral Properties	F-5
Notes to Consolidated Financial Statements	F-6 thru F-28

Item 18. Financial Statements

See Item 17.

Item 19. Exhibits

Exhibit Number

Name

1.1	Memorandum of Coral Gold Corp.*

1.2.	Articles of Coral Gold Corp.*

12.1	Certification of the Principal Executive Officer under the Sarbanes-Oxley Act

12.2	Certification of the Principal Financial Officer under the Sarbanes-Oxley Act

13.1	Certificate under section 906

13.2	Consent of Expert

___________________________

* Previously filed.

SIGNATURE

The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

Dated:

April 26, 2005

CORAL GOLD RESOURCES, LTD.

By: /s/ Matt Wayrynen		.
	Matt Wayrynen, Chief Executive Officer

CORAL GOLD CORP.

(An Exploration Stage Company)

Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

Index

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations and Deficit

Consolidated Statements of Cash Flows

Consolidated Statements of Mineral Properties

Notes to Consolidated Financial Statements

MOORE STEPHENS
ELLIS FOSTER LTD.
CHARTERED ACCOUNTANTS

1650 West 1^st Avenue
Vancouver, BC Canada V6J 1G1
Telephone: (604) 734-1112 Facsimile: (604) 714-5916
Website: www.ellisfoster.com

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders of

CORAL GOLD CORP.

(An Exploration Stage Company)

We have audited the consolidated balance sheets and the consolidated statements of mineral properties of Coral Gold Corp.(An Exploration Stage Company) and subsidiaries ("the Company") as at January 31, 2004, 2003 and 2002 and the consolidated statements of operations and deficit and cash flows for each of the years then ended and for the cumulative period January 22, 1981 (inception) to January 31, 2004. These consolidated financial statements are the responsibility of the company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing standards in Canada and the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an audit to obtain reasonable assurance whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.

In our opinion, these consolidated financial statements presented fairly, in all material respects, the consolidated financial position of the company as at January 31, 2004, 2003 and 2002 and the results of its operations and its cash flows for each of the years and for the cumulative period January 22, 1981 (inception) to January 31, 2004 in accordance with Canadian generally accepted accounting principles.

Differences between Canadian and United States generally accepted accounting principles affecting the determination of shareholders' equity at January 31, 2004, 2003 and 2002 and the determination of net loss for each of the years in the three-year period ended January 31, 2004 are summarized in note 14.

Vancouver, Canada	"MOORE STEPHENS ELLIS FOSTER LTD."
May 11, 2004		Chartered Accountants

(except as to note 14(a), 14(b) and 14(d)

all of which are as of April 4, 2005)

COMMENTS BY AUDITORS FOR U.S. READERS ON CANADA-U.S. REPORTING CONFLICT

In the United States of America, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the financial statements are affected by significant uncertainties such as that referred to in the attached consolidated balance sheets as at January 31, 2004, 2003 and 2002 and described in note 1 to the financial statements. Furthermore, U.S. reporting standards require auditors to provide an explanatory paragraph outlining the changes in accounting principles that have been implemented in the consolidated financial statements.

Our report to the shareholders dated May 11, 2004 is expressed in accordance with Canadian reporting standards which do not permit a reference to such an uncertainty nor is it permissible to outline changes in accounting principles in the independent auditors' report when these issues are adequately disclosed elsewhere in the financial statements.

Vancouver, Canada
May 11, 2004

"MOORE STEPHENS ELLIS FOSTER LTD."
Chartered Accountants

MSEFA partnership of incorporated professionals
	An independently owned and operated member of Moore Stephens North America Inc., a member of Moore Stephens International Limited
	- members in principal cities throughout the world

F-1

CORAL GOLD CORP.
(An Exploration Stage Company)

Consolidated Balance Sheets
January 31, 2004, 2003 and 2002
(In Canadian Dollars)
		2004		2003		2002

ASSETS

Current
Cash and cash equivalents	$	2,567,156	$	336,034	$	73,629
Advances receivable		56,545		37,287		440,519
Marketable securities		57,359		57,359		80,045
Prepaid expenses		10,976		-		1,500
Share subscriptions receivable		70,645		-		-

Total current assets		2,762,681		430,680		595,693

Investment securities (note 4)		72,575		91,582		91,582

Equipment (note 5)		5,678		3,419		-

Mineral properties (note 6)		7,574,347		7,159,261		5,877,029

Reclamation deposit (note 7)		551,719		1,203,152		-

Total assets	$	10,967,000	$	8,888,094	$	6,564,304

LIABILITIES

Current
Accounts payable and accrued liabilities	$	78,347	$	230,766	$	37,250
Advances payable		82,748		156,733		121,845

Total liabilities		161,095		387,499		159,095

SHAREHOLDERS' EQUITY

Subscriptions received in advance (note 8)		791,720		-		100,000

Share capital (note 9)		29,646,238		27,379,052		24,427,667

Deficit (note 9)		(19,632,053)		(18,878,457)		(18,122,458)

Total shareholders' equity		10,805,905		8,500,595		6,405,209

Commitment (note 10)

Total liabilities and shareholders' equity	$	10,967,000	$	8,888,094	$	6,564,304

The accompanying notes form an integral part of these financial statements.



Approved by the Directors:	"Mathew Wayrynen"	"Louis Wolfin"
	Mathew Wayrynen	Louis Wolfin

F-2

CORAL GOLD CORP.
(An Exploration Stage Company)

Consolidated Statements of Operations and Deficit
Years Ended January 31, 2004, 2003, and 2002
(In Canadian Dollars)
		For the period
	January 22, 1981
		(inception) to
	January 31, 2004			2004		2003		2002

Revenue
Sales	$	2,176,079	$	-	$	-	$	-

Cost of Sales		(5,383,348)		-		-		-

		(3,207,269)		-		-		-

Expenses
Administrative services		1,058,598		-		-		-
Consulting fees		145,445		29,262		29,622		64,663
Directors fees		49,763		24,000		11,500		-
Investor relations and shareholder information		1,742,122		143,217		101,614		20,769
Legal and accounting		2,317,142		80,571		110,595		32,721
Listing and filing fees		99,315		43,626		20,364		2,968
Management fees		174,500		90,000		84,500		-
Office and miscellaneous		1,861,378		119,556		70,209		69,145
Salaries and benefits		216,479		55,437		45,245		36,711
Transfer agent fees		30,462		11,437		11,253		7,772
Travel		835,618		43,396		53,991		9,322

		8,530,822		640,502		538,893		244,071

Operating loss		(11,738,091)		(640,502)		(538,893)		(244,071)

Other items
Interest income		800,050		15,184		10,926		1,140
Foreign exchange gain (loss)		(184,365)		(140,623)		1,994		32,738
Gain realized on disposition of
option on property		143,552		-		155,823		-
Gain on sale of investment		17,692		-		-		-
Recovery (writedown) of advances receivable		(360,790)		36,320		(352,774)		-
Financing costs		(341,006)		-		-		-
Write-off of investment in expenditures on
resource properties		(7,110,148)		(4,968)		(10,389)		(805,385)
Loss on fixed asset disposals		(32,784)		-		-		-
Writedown of equipment		(16,335)		-		-		(16,335)
Writedown of investment		(690,654)		(19,007)		-		-
Writedown of marketable securities		(119,174)		-		(22,686)		(96,488)

Loss for the year	$	(19,632,053)		(753,596)		(755,999)		(1,128,401)

Deficit, beginning of year				(18,878,457)		(18,122,458)		(16,994,057)

Deficit, end of year			$	(19,632,053)	$	(18,878,457)	$	(18,122,458)

Basic and diluted:
Loss per share			$	(0.02)	$	(0.03)	$	(0.05)

Weighted average number of

common shares outstanding	36,863,984	28,054,334	20,959,133

The accompanying notes form an integral part of these financial statements.

F-3

CORAL GOLD CORP.
(An Exploration Stage Company)

Consolidated Statements of Cash Flows
Years Ended January 31, 2004, 2003, and 2002
(In Canadian Dollars)
	For the period
	January 22, 1981
		(inception) to
	January 31, 2004			2004		2003		2002

Cash flows from (used in)
operating activities
Loss for the year	$	(19,521,262)	$	(753,596)	$	(755,999)	$	(1,128,401)
Adjustments for items not involving cash:
- amortization		187,071		684		-		-
- writedown of equipment		16,335		-		-		16,335
- writedown of investment		169,661		19,007		-		-
- writedown of mineral properties		6,984,936		4,968		10,389		805,385
- writedown of marketable securities		119,174		-		22,686		96,488
- writedown (recovery) of advances receivable		881,783		(36,320)		352,774		-
- loss on fixed asset disposals		32,784		-		-		-
- gain on sale of investments		(17,692)		-		-		-
- gain realized on disposition of
option on property		(155,823)		-		(155,823)		-
		(11,303,033)		(765,257)		(525,973)		(210,193)
Change in non-cash working capital:
- (increase) decrease in advances receivable		(315,707)		(19,258)		50,458		(168,781)
- (increase) decrease in prepaid expenses		(10,976)		(10,976)		1,500		(1,500)
- marketable securities		(29,124)		-		-		-
- increase in share subscription receivable		(70,645)		(70,645)		-		-
- increase (decrease) in accounts payable
and accrued liabilities		(213,428)		(152,419)		193,516		(26,370)
- increase (decrease) in advances payable		82,748		(73,985)		34,888		106,581
- increase (decrease) in subscription received
in advance		980,220		791,720		(100,000)		100,000
		(10,879,945)		(300,820)		(345,611)		(200,263)

Cash flows from (used in) investing activities
Mineral properties acquisition and
exploration expenditures		(16,799,482)		(420,054)		(1,195,479)		(232,275)
Investment in and advances to Compania Minera
Norte-Sur S.A. de C.V.		(52,884)		-		-		-
Proceeds from sale of mineral
property interest		2,196,242		-		58,681		-
Proceeds on sale of fixed assets		92,732		-		-		-
Purchase of equipment		(445,691)		(2,943)		(3,419)		-
Purchase of investments		(67,500)		-		-		-
Due from related company		(148,198)		-		-		-
Advances receivable recovered		(435,246)		36,320		-		-
Reclamation deposit		(551,719)		651,433		(1,203,152)		-
		(16,211,746)		264,756		(2,343,369)		(232,275)

Cash flows from financing activities
Issuance of shares for cash, net		29,629,718		2,267,186		2,951,385		482,000

Increase (decrease) in cash
and cash equivalents		2,538,027		2,231,122		262,405		49,462
Cash and cash equivalents,
beginning of year		29,129		336,034		73,629		24,167
Cash and cash equivalents,
end of year	$	2,567,156	$	2,567,156	$	336,034	$	73,629
The accompanying notes form an integral part of these financial statements.

F-4

CORAL GOLD CORP.
(An Exploration Stage Company)

Consolidated Statements of Mineral Properties
January 31, 2004, 2003, and 2002
(In Canadian Dollars)
							Proceeds of
			Acquisition		Exploration		Interest
			Cost		Expenditures		Disposed of		Total

UNITED STATES

Robertson Property (note 6(a)(i) and 6(a)(iii))

	Balance, January 31, 2001	$	801,956	$	6,913,823	$	(1,937,625)	$	5,778,154
	2002 transactions, net		-		196,909		-		196,909

	Balance, January 31, 2002		801,956		7,110,732		(1,937,625)		5,975,063
	2003 transactions, net		-		1,184,194		-		1,184,194

	Balance, January 31, 2003		801,956		8,294,926		(1,937,625)		7,159,257
	2004 transactions, net		-		380,874		-		380,874

	Balance, January 31, 2004	$	801,956	$	8,675,800	$	(1,937,625)	$	7,540,131

Ruf and Norma Sass Properties (note 6(a)(ii)

	Balance, January 31, 2001	$	-	$	38,406	$	(136,443)	$	(98,037)
	2002 transactions, net		-		-		-		-

	Balance, January 31, 2002		-		38,406		(136,443)		(98,037)
	2003 transactions, net		-		896		97,142		98,038

	Balance, January 31, 2003		-		39,302		(39,301)		1
	2004 transactions, net		-		34,212		-		34,212

	Balance, January 31, 2004	$	-	$	73,514	$	(39,301)	$	34,213

Eagle Property (note 6(b))

	Balance, January 31, 2002,
	2003 and 2004	$	1	$	-	$	-	$	1

Ludlow Property (note 6(c))

	Balance, January 31, 2002,
	2003 and 2004	$	1	$	-	$	-	$	1

JDN Property (note 6(d))

	Balance, January 31, 2002,
	2003 and 2004	$	1	$	-	$	-	$	1

Total Properties		$	801,959	$	8,749,314	$	(1,976,926)	$	7,574,347

The accompanying notes form an integral part of these financial statements.

F-5

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

1.	Nature of Business and Going Concern

These financial statements have been prepared on a going-concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business in the foreseeable future. The Company is in the process of exploring its mineral interests and has not yet determined whether these properties contain ore reserves that are economically recoverable. The continued operations of the Company and the recoverability of mineral property costs is dependent upon the discovery of economically recoverable mineral reserves, the ability of the Company to obtain necessary financing to complete the development and upon future profitable production.

The Company has incurred recurring operating losses which requires additional funds to meet its obligations and maintain its operations. Management's plan in this regard is to raise equity financing as required.

The Company is in the business of exploration of mineral properties and has not generated any operating revenues to date.

2.	Change in Accounting Policy

During the fourth quarter of fiscal year 2004, the Company adopted the Canadian Institute of Chartered Accountants Handbook, Section 3870 ("CICA 3870"), Stock-based compensation and other stock-based payments, which establishes new standards for the recognition, measurement and disclosure of stock-based compensation and other stock-based payments made in exchange for goods and services. Section 3870 sets out a fair value based method of accounting that is required for all stock-based transactions. Under the recommendation, direct awards of stock granted to employees and directors are recorded at fair value on the date of grant and the associated expense is amortized over the vesting period.

Section 3870 provides alternative methods of transition for the adoption of the fair value method and, as permitted, the Company has elected prospective application and the fair value based method of accounting is adopted for all types of award previously not accounted for at fair value.

The change of accounting policy has no cumulative effect on the prior year financial statements. Also, there was no impact in the first three (3) quarters of fiscal year 2004 as a result of the accounting policy change.

F-6

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

3.	Significant Accounting Policies

The financial statements of the Company have been prepared in accordance with Canadian generally accepted accounting principles, within reasonable limits of materiality and within the framework of the significant accounting policies summarized below.

(a)	Basis of Consolidation

These consolidated financial statements includes the accounts of the Company and its wholly-owned subsidiaries, Coral Resources, Inc. and Coral Energy Corporation of California. Significant inter-company accounts and transactions have been eliminated.

These consolidated financial statements are prepared in accordance with Canadian generally accepted accounting principles and all figures are in Canadian dollars unless otherwise stated. Canadian generally accepted accounting principles differ in certain respects from accounting principles generally accepted in the United States. The significant differences and the approximate related effect on the consolidated financial statements are set forth in Note 14.

(b)	Marketable Securities

Marketable securities are valued at the lower of cost and net realizable value.

(c)	Mineral Properties

The Company is in the exploration stage and defers all expenditures related to its mineral properties until such time as the properties are put into commercial production, sold or abandoned. Under this method, all amounts shown as mineral properties represent costs incurred to date less amounts amortized and/or written off and do not necessarily represent present or future values.

If the properties are put into commercial production, the expenditures will be depleted based upon the proven reserves available. If the properties are sold or abandoned, the expenditures will be charged to operations. The Company does not accrue the estimated future costs of maintaining in good standing its mineral properties.

F-7

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

3.	Significant Accounting Policies (continued)
	(c)	Mineral Properties (continued)

In the event that reserves are determined, the carrying values of mineral interests, on a property-by-property basis, will be reviewed by management at least annually to determine if they have become impaired. If impairment is deemed to exist, the mineral property will be written down to its net recoverable value. The ultimate recoverability of the amounts capitalized for the mineral properties is dependent upon the delineation of economically recoverable ore reserves, the Company's ability to obtain the necessary financing to complete their development and realize profitable production or proceeds from the disposition thereof. Management's estimates of recoverability of the Company's investment in various projects have been based on current conditions. However, it is reasonably possible that changes could occur in the near term which could adversely affect management's estimates and may result in future writedowns of capitalized property carrying values.

Management has determine each property to be a cost centre.

(d)	Investment Securities

The investments in Mill Bay Ventures Inc. (formerly First International Metals Corp.) and Levon Resources Ltd. are carried at cost. They will be written down to their net realizable value if and when it has been determined that a permanent impairment to their value has occurred.

(e)

Equipment

Equipment was recorded at cost. Amortization is changed to earnings in amounts sufficient to allocate costs over their estimated useful lives on a straight-line basis using the following annual rate pro-rated from initial utilization:

		Equipment	20%
(f)	Fair Value of Financial Instruments

The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash and cash equivalents, advances receivable, share subscriptions receivable, accounts payable and accrued liabilities, subscriptions received in advance and advances payable. Fair values were assumed to approximate carrying values for these financial instruments, except where noted, since they are short term in nature and their carrying amounts approximate fair values or they are receivable or payable on demand. Management is of the opinion that the Company is not exposed to significant interest, credit or currency risks arising from these financial instruments.

F-8

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

3.	Significant Accounting Policies (continued)
	(g)	Foreign Currency Translations

Assets and liabilities denominated in foreign currencies are translated into Canadian dollars at exchange rates in effect at the balance sheet date for monetary items and at exchange rates prevailing at the transaction dates for non-monetary items. Revenues and expenses are translated at the average exchange rates prevailing during the year except for amortization, which is translated at historical exchange rates. Gains and losses on translations are included as income for the year.

(h)	Use of Estimates

The preparation of financial statements in conformity with Canadian generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the period. Actual results may differ from those estimates.

(i)	Impairment of Long-term Assets

The Company re-evaluates the recoverability of long-term assets, including equipment, mineral properties, and investment securities, based upon estimates using factors such as future asset utilization, business climate and future undiscounted cash flows expected to result from the use of the related assets or be realized on sale. The Company's policy is to writedown assets to their fair value when it is determined that the carrying amount of the asset is not likely to be recovered.

(j)	Earnings (Loss) per Share

Diluted earnings per share amounts are calculated giving effect to the potential dilution that would occur if securities or other contracts to issue common shares were exercised or converted to common shares. The treasury stock method is used to determine the dilutive effect of stock options and other dilutive instruments. The treasury stock method assumes that proceeds received from the exercise of stock options and warrants are used to repurchase common shares at the prevailing market rate.

Basic earnings per share is computed using the weighted average number of common shares outstanding during the year.

F-9

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

3.	Significant Accounting Policies (continued)
	(k)	Income Taxes

Income taxes are accounted for using the asset and liability method pursuant to Section 3465, Income Taxes, of The Handbook of the Canadian Institute of Chartered Accountants. Future taxes are recognized for the tax consequences of "temporary differences" by applying enacted or substantively enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities. The effect on deferred taxes for a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment. In addition, Section 3465 requires the recognition of future tax benefits to the extent that realization of such benefits is more likely than not.

In the year 2000, the Company changed its policy for accounting for income taxes by adopting the provision of CICA Handbook Section 3465, Income Taxes.

The adoption of Section 3465 did not impact amounts reported in the prior period.

(l)	Flow-Through Shares

The Company finances a portion of its exploration programs with flow-through common share issues. Income tax deductions relating to these expenditures are claimable only by the investors. Proceeds from common shares issued pursuant to flow-through financings are credited to capital stock.

(m)	Intangible Assets

Effective February 1, 2002, the Company adopted the recommendations of the CICA Handbook, Section 3062, Goodwill and Other Intangible Assets, prospectively. Under the recommendation, a recognized intangible asset should be amortized over its useful life to an enterprise unless the life is determined to be indefinite. An intangible asset with an indefinite life will not be amortized but will be tested for impairment annually, or more frequently if events or changes in circumstances indicate that the asset might be impaired.

The impairment test will consist of a comparison of the fair value of the intangible asset with its carrying amount. When the carrying amount of the intangible asset exceeds its fair value, an impairment loss will be recognized in an amount equal to the excess and charged to operations.

F-10

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

4.	Investment Securities

	2004	2003	2002

Levon Resources Ltd. 400,000 common shares	$ 60,089	$ 79,096	$ 79,096

Mill Bay Ventures Inc. (formerly First International Metals Corp.) 72,495 common shares	$ 12,486	$ 12,486	$ 12,486

	$ 72,575	$ 91,582	$ 91,582

Levon Resources Ltd. and Mill Bay Ventures Inc. (formerly First International Metals Corp.) are related to the Company by way of common management and directors.

5.	Equipment

	2004			2003	2002
	Cost	Accumulated Amortization	Net Book Value	Net Book Value	Net Book Value

Computer hardware	$5,926	$ 684	$5,242	$3,419	$ -
Equipment	436	-	436	-	-
	$6,362	$ 684	$5,678	$3,419	$ -

F-11

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

6.	Mineral Properties
	(a)	Robertson Property

The Company has certain interests in 724 patented and unpatented load mining claims located in the Bullion Mining District, Lander County, Nevada, subject to NSR's ranging from 4% to 10%, and which certain leases provide for advance royalty payments. The Robertson group is recorded under three separate claims groups known as the Core Claims (100% owned), the Carve-out Claims (39% carried interest) and the Norma Sass/Ruff Claims (66.67% owned).

(i)	Carve-out Claims – 39% carried interest

By an Agreement dated May 16, 1996, the Company granted Amax Gold Exploration Inc. ("Amax") an option to purchase a 51% interest in 200 claims. Amax exercised the option by paying twice the amount the Company had incurred in exploration expenditures on the property. Under the terms of the Agreement, the Company could elect to have the 51% of its interest reverted to a 39% carried interest.

The Carve-out Claims Option Agreement was assignable by either party. On September 13, 1995, the Company optioned 50% of its interest in 54 claims (subsequent known as the Ruff/Sass Claims – see Note 6(a)(ii)) to Levon Resources Ltd., and on March 24, 1997 Amax assigned it's Option to Placer Dome Inc. On July 11, 1997, Placer exercised its right to acquire a 51% interest in the claims by making a payment to the Company of US $615,359. Pursuant to the terms under the option agreement, the parties entered into an Exploration and Mining Venture Agreement dated July 11, 1997, and the Company exercised its right to have Placer advance the Company's share of venture costs from inception of the Venture to commencement of commercial production in exchange for an additional undivided 10% interest in the properties.

(ii)	Ruff/Norma Sass – 66.67% owned

By an Option Agreement dated September 13, 1995 as amendment the Company had granted Levon Resources Ltd. ("Levon"), a company related by common directors, an option to purchase a 50% interest in 54 claims known as the Ruff/Sass Claims. On December 31, 2002, the Agreement was amended whereby Levon earned a 33.33% interest in the claims by the issuance to the Company of 300,000 common shares in Levon (received during previous fiscal years) and incurring $350,294 in exploration on the Property (incurred during prior years).

F-12

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

6.	Mineral Properties (continued)
	(a)	Robertson Property (continued)
		(ii)	Ruff/Norma Sass – 66.67% owned (continued)

By an Option Agreement dated December 4, 2002 the Company granted Goldfranchise Corporation ("Goldfranchise") an Option to acquire a 33 1/3% interest in the Ruff/Norma Sass claims. In order to earn the interest, Goldfranchise must:

a)	Pay to Coral US$38,391.50;

b)	Incur minimum expenditures on the Property in the amount of US $300,000, of which $100,000 on or before December 4, 2003, and the balance of $200,000 on or before December 4, 2004.
c)	Pay to Coral 33 1/3% of all land fees, taxes, advance royalties required to keep the claims in good standing.

(iii)

Core claims - 100% owned

By an Option Agreement dated January 31, 1999 the Company granted Placer Dome Inc. an option to acquire up to a 70% interest in the entire Robertson Property's, 724 claims. Under the terms of the Option, Placer guaranteed a Reclamation Bond required to be posted by the Company for previous exploration work on the Core Claims. The Option Agreement terminated on December 31, 1999. The Company was obligated under the terms of the Option to replace Placer's guarantee. Subsequent to January 31, 2004, the Company replaced the guarantee by posting a cash bond (note 7).

(b)	Eagle Property

The Company holds a 50% interest in 45 lode mineral claims located at Coral Canyon in Lander County, Nevada, USA. During the year ended January 31, 2001, the Company decided to defer exploration on the property and to reduce the carrying value to a nominal amount.

(c)	Ludlow Property

The Company owns a mineral property consisting of approximately 128 acres in the San Bernadino County, California, USA. During the year ended January 31, 2001, the Company decided to defer exploration on the property and to reduce the carrying value to a nominal amount.

F-13

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

6.	Mineral Properties (continued)
	(d)	JDN Property

The Company holds a 50% interest in 34 lode mineral claims located in Lander County, Nevada USA. The JDN claims are located approximately three miles north of the Robertson Property. During the year ended

January 31, 2001, the Company decided to defer exploration on the property and to reduce the carrying value to a nominal amount.

(e)	Bralorne Property

During 1999, the Company acquired an option to purchase a 25% interest in certain mineral properties located in the Lillooet Mining Division, Province of British Columbia, subject to a Joint Venture Agreement. The optionor is a Company with common directors. The properties consist of 115 Crown-granted mineral claims, ten freehold parcels of land, five reverted Crown-granted claims, four located mineral claims, and two placer leases, all known as the Bralorne Property. To exercise the option, the Company paid $500,000 cash and must pay $200,000 by October 17, 1999 (paid), $200,000 by August 31, 2001 (unpaid), $200,000 by each October 17, 2002 and 2003, and $250,000 by October 17, 2004, assume $700,000 of the Joint Venture liability, and contribute 25% of all future costs related to the Bralorne Property. During the year ended January 31, 2002, the Company decided to abandon the option.

Ownership in mineral properties involves certain inherent risks due to the difficulties in determining the validity of certain claims, as well as the potential for problems arising from the frequently ambiguous conveyancing history characteristics of many mineral interests. The Company has investigated ownership of its mineral interests and, to the best of its knowledge, ownership of its properties is in good standing.

7.	Reclamation Deposit

Under the laws of the State of Nevada, the Company is required to have a reclamation deposit which covers the cost to reclaim the ground disturbed. The Company's obligation at January 31, 1999 had been assumed by Placer as part of the Exploration and Development Option Agreement [note 6(a)]. As the Agreement was terminated on December 31, 1999, the Company was required to post its own security to guarantee performance under the Reclamation Bond.

During the year, a revised Reclamation Plan for the purposes of reducing the performance bond was approved by the Bureau of Land Management (the "Bureau"), reducing the required deposit to $551,719 (US$406,000).

Coral Resources Inc., as principal placed the funds in trust with a fully secured standby letter of credit lodged as collateral in support of the bond.

F-14

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

8.	Subscriptions Received in Advance

During 2004, the Company received $766,720 towards private placements of 2,500,000 units. Each unit consisted of one common share and a share purchase warrant entitling the investor to purchase an additional common share in the Company at a price of $0.48 and $0.55, respectively, on or before January 15, 2006 (notes 13(a) and 13(b)).

The Company has also received $25,000 towards the exercising of stock options and the issuance of 100,000 common shares.

9.	Share Capital and Deficit

Authorized: 50,000,000 common shares without par value.

Issued:

	Shares	Amount	Deficit

Balance, January 31, 2001	20,018,100	$23,945,667	$(16,994,057)
2002 share issuances for cash:
Private placements	2,093,000	482,000	-
2002 loss	-	-	(1,128,401)

Balance, January 31, 2002	22,111,100	24,427,667	(18,122,458)
2003 share issuances for cash:
Private placements	8,297,396	2,078,178	-
Exercise of warrants	4,161,442	1,091,368	-
Exercise of stock options	140,000	35,000	-
Stock issuance costs	-	(253,161)	-
2003 loss	-	-	(755,999)

Balance, January 31, 2003	34,709,938	27,379,052	(18,878,457)
2004 share issuances for cash:
Private placements	7,218,817	1,897,068	-
Exercise of warrants	1,493,100	357,368	-
Exercise of stock options	195,000	48,750	-
Share issuance costs	-	(36,000)	-
2004 loss	-	-	(753,596)

Balance, January 31, 2004	43,616,855	$29,646,238	$(19,632,053)

(a)	At January 31, 2004, the following director and employee stock options are outstanding enabling the holders to acquire additional common shares as follows:
	Number of Shares	Exercise Price	Expiry Date

	1,732,500	$0.25	September 5, 2005

F-15

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

9.	Share Capital and Deficit (continued)

(b)	At January 31, 2004, the Company has outstanding share purchase warrants enabling the holders to acquire additional common shares as follows:
	Number of Shares	Exercise Price	Expiry Date

	3,648,854	$0.40	June 21, 2004
	2,044,250	$0.36	November 17, 2005
	1,029,567	$0.39	December 19, 2005
	4,145,000	$0.31	October 12, 2005
	10,867,671

The Company has granted founders, directors and certain employees stock options. Stock option activity is summarized as follows:

	Number of Shares	Average Exercise Price (Cdn$)

Balance outstanding, January 31, 2001	1,317,500	$0.27

2002 - Granted	65,000	0.25
- Expired	(105,000)	0.25

Balance outstanding, January 31, 2002	1,277,500	0.27

2003 - Granted	750,000	0.25

Balance outstanding, January 31, 2003	2,027,500	0.25

2004 - Cancelled	(100,000)	0.25
2004 - Exercised	(195,000)	0.25

Balance outstanding, January 31, 2004	1,732,500	$0.25

Options Outstanding				Options Exercisable
Exercise Price	Number Outstanding	Weighted Average Remaining Contractual Life (yrs.)	Weighted Average Exercise Price	Number Exercisable	Weighted Average Exercise Price

$0.25	1,732,500	0.60	$0.25	1,732,500	$0.25

F-16

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

10.

Commitment

The Company entered into a cost-sharing agreement dated October 1, 1997 to reimburse a related party for 20% of its overhead expenses, to reimburse 100% of its out-of-pocket expenses incurred on behalf of the company, and to pay a 10% fee based on the total overhead and corporate expenses referred to above. The agreement may be terminated with one-month notice by either party.

A total of $107,393 (2003 - $63,192; 2002 - $35,191) was charged to operations in relation to the cost sharing agreement.

11.

Related Party Transactions

Related party transactions not disclosed elsewhere in the financial statements are as follows:

(a)	Advances receivable include $28,003 (2003 - $33,003; 2002 - $415,156) due from companies and/or a joint venture with common management and common directors.
(b)	Consulting fees of $22,500 (2003 - $nil; 2002 - $60,000) were paid to a company owned by a director.
(c)	Management fees of $90,000 (2003 - $74,500; 2002 - $nil) were paid to a company owned by a director.
(d)	Directors' fees of $24,000 (2003 - $11,500; 2002 - $nil) were paid to directors of the Company.
(e)	An allowance in the amount of $209,840 has been accrued in respect of advances made to a Company with common management.

F-17

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

12.

Income Taxes

The components of the future income tax assets are as follows:

	2004	2003	2002

Future income assets:
Non-capital loss carry-forwards	$ 2,877,000	$ 2,983,000	$ 3,099,000
Earned depletion base	82,000	77,000	81,000
Unused cumulative Canadian exploration expenses	13,000	13,000	12,000
Unused cumulative Canadian development expenses	813,000	764,000	805,000

	3,785,000	3,837,000	3,997,000
Less: valuation allowance	(3,785,000)	(3,837,000)	(3,997,000)

Net future income assets	$ -	$ -	$ -

The valuation allowance reflects the Company's estimate that the tax assets, more likely than not, will not be realized.

At January 31, 2004, the Company had, for Canadian tax purposes, operating losses aggregating approximately $2.640,000.

These losses are available to reduce taxable incomes earned by the Canadian operations of future years and expire as follows:

2005	$	422,000
2006		341,000
2007		400,000
2008		223,000
2009		211,000
2010		477,000
2011		566,000
	$	2,640,000

The net operating losses available to offset revenues of the US operations are approximately US$3,300,000 and expire at various times through 2016.

F-18

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

13.

Subsequent Events

	(a)	Subsequent to January 31, 2004, the Company closed a non-brokered private placement with the issuing of 1,000,000 common shares at a price of $0.36 and 1,000,000 share purchase warrants with the right to purchase one (1) common share for each warrant issued at a price of $0.48 for a two-year period.
	(b)	Subsequent to January 31, 2004, the Company closed a non-brokered private placement with the issuing of 1,500,000 common shares at a price of $0.44 and 1,500,000 share purchase warrants with the right to purchase one (1) common share for each warrant issued at a price of $0.55 for a two-year period.
14.	Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP)

These consolidated financial statements and the selected financial data have been prepared under Canadian Generally Accepted Accounting Principles ("Canadian GAAP").

For each year of presentation, the modifications necessary in order for these consolidated financial statements to conform to U.S. GAAP have been suitably provided as follows:

(a)	Reconciliation of Consolidated Balance Sheet items:

Restatement of Financial Statements

Mineral property acquisition costs were originally accounted for as an asset on the balance sheet. For U.S. reporting purposes, the treatment of these costs was revised retroactively as the recoverability did not warrant the capitalizing of the claims. The revision has resulted in the reducing of total assets by $801,954 with a corresponding increase in the deficit by the same amount.

Originally, foreign exchange gains (losses) were reported as reconciling items in identifying difference between Canadian and United States GAAP. The treatment of these costs was revised as they did not represent GAAP differences.

(i)	Reconciliation of Total Assets and Liabilities

		2004 (as restated)		2003 (as restated)		2002 (as restated)

Total assets per CDN GAAP	$	10,967,000	$	8,888,094	$	6,564,304
Mineral properties		(7,574,347)		(7,159,261)		(5,877,029)

Total assets per US GAAP	$	3,392,653	$	1,728,833	$	687,275

Total liabilities per US/CDN GAAP	$	161,095	$	387,499	$	159,095

F-19

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP) (continued)

(a)	Reconciliation of Consolidated Balance Sheet items (continued):
	(ii)	Reconciliation of Deficit under U.S. GAAP

		2004 (as restated)		2003 (as restated)		2002 (as restated)

Deficit end of year per CDN GAAP	$	(19,632,053)	$	(18,878,457)	$	(18,122,458)
Stock compensation expense		(60,000)		(60,000)		-
Deferred exploration expenditures, net		(7,574,347)		(7,159,261)		(5,877,029)
Mineral property acquisition costs		-		-		(700,000)
Unrealized loss on marketable securities		119,174		119,174		96,488
Unrealized loss on investment securities		19,007		-		-

Deficit end of year per US GAAP	$	(27,128,219)	$	(25,978,544)	$	(24,602,999)

(b)	Reconciliation of Consolidated Statement of Income items:

Reconciliation of Net Loss under U.S. GAAP

		Year ended January 31, 2004 (as restated)		Year ended January 31, 2003 (as restated)		Year ended January 31, 2002 (as restated)

Net loss for the year per CDN GAAP	$	(753,596)	$	(755,999)	$	(1,128,401)
Deferred exploration expenditures		(420,054)		(1,351,302)		(196,909)
Stock based compensation expense		-		(60,000)		-
Writedown of deferred exploration expenditures		4,968		10,389		70,019
Writedown of mineral property acquisition costs		-		-		700,000
Change in unrealized (gain) loss of marketable securities		-		22,686		96,488
Unrealized loss on investment security		19,007		-		-
Proceeds of interest disposed of		-		58,681		-
Net loss for the year per U.S. GAAP	$	(1,149,675)	$	(2,075,545)	$	(458,803)

(c)	Loss Per Share U.S. GAAP

		Year Ended		Year Ended		Year Ended
		January 31,		January 31,		January 31,
		2004		2003		2002

Earnings (Loss) Per Share - basic and diluted	$	(0.03)	$	(0.07)	$	(0.02)

F-20

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles

(Canadian GAAP And U.S. GAAP) (continued)

(d)	Comprehensive Income

Statement of Financial Accounting Standards No. 130 requires the reporting of comprehensive income in addition to net earnings. Comprehensive income includes net income plus other comprehensive income; specifically, all changes in equity of a company during a period arising from non-owner sources.

Under US GAAP, a statement of changes in shareholders' equity and comprehensive income in the following format would form a part of the annual financial statement:

Consolidated Statement of Changes in Shareholders' Equity

	Share Capital
	Number of Shares	Amount	Share Sub- scriptions	Additional Paid In Capital	Compre- hensive Income (Loss) (as restated)	Retained Earnings (Deficit) (as restated)	Accumulated Other Compre- hensive Income (Loss) (as restated)	Total Share- holders' Equity (as restated)

Balance forward, January 31, 2001	20,018,100	$23,945,667	$ -	$ -	$ -	$(23,444,196)	$ -	$ 501,471

Share subscriptions	-	-	100,000	-	-	-	-	100,000
Issuance of shares (see Note 9)	2,093,000	482,000	-	-	-	-	-	482,000
Components of comprehensive income:
- net income (loss)	-	-	-	-	(458,803)	(1,158,803)	-	(458,803)
- change in unrealized gain (loss) of marketable securities	-	-	-	-	(96,488)	-	(96,488)	(96,488)

					$(555,291)

Balance, January 31, 2002	22,111,100	$24,427,667	$100,000	$ -		$(24,602,999)	$(96,488)	$ 528,180

F-21

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles

(Canadian GAAP And U.S. GAAP) (continued)

(d)	Comprehensive Income (continued)

Consolidated Statement of Changes in Shareholders' Equity (continued)

	Share Capital
	Number of Shares	Amount	Share Sub- scriptions	Additional Paid In Capital	Compre- hensive Income (Loss) (as restated)	Retained Earnings (Deficit) (as restated)	Accumulated Other Compre- hensive Income (Loss) (as restated)	Total Share- holders Equity (as restated)

Balance forward, January 31, 2002	22,111,100	$24,427,667	$ 100,000	$ -	$ -	$(23,902,999)	$(96,488)	$ 528,180

Share subscriptions	-	-	(100,000)	-	-	-	-	(100,000)
Issuance of shares (see Note 9)	12,598,838	2,951,385	-	-	-	-	-	2,951,385
Stock-based compensation expense	-	-	-	60,000	-	-	-	60,000
Components of Comprehensive income:
- net income (loss)	-	-	-	-	(2,075,545)	(2,075,545)	-	(2,075,545)
- change in unrealized gain (loss) of marketable securities	-	-	-	-	(22,686)	-	(22,686)	(22,686)
					$ (2,098,231)

Balance, January 31, 2003	34,709,938	27,379,052	-	60,000		(25,978,544)	(119,174)	1,341,334

Share subscriptions	-	-	791,720	-		-	-	791,720
Issuance of shares (see Note 9)	8,906,917	2,267,186	-	-	-	-	-	2,267,186
Components of comprehensive income:
- net income (loss)	-	-	-	-	(1,149,675)	(1,149,675)	-	(1,149,675)
- change in unrealized gain (loss) of investment security	-	-	-	-	(19,007)	-	(19,007)	(19,007)
					$ (1,168,682)

Balance, January 31, 2004	43,616,855	$29,646,238	$791,720	$60,000		$(27,128,219)	$(138,181)	$3,231,558

F-22

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP) (continued)

(e)	Supplemental Financial Information
	(i)	Reconciliation of Cash Flows Under U.S. GAAP

Cash Flows from Operating Activities

		2004		2003		2002

Cash provided by (used in) operating activities per CDN GAAP	$	(300,820)	$	(345,611)	$	(200,263)
Deferred exploration expenditures		(420,054)		(1,195,479)		(96,909)
Proceeds of interest disposed of		-		58,681		-

Cash provided by (used in) operating activities per US GAAP	$	(720,874)	$	(1,482,409)	$	(297,172)

Cash Flows from Investing Activities

		2004		2003		2002

Cash provided by (used in) investing activities per CDN GAAP	$	264,756	$	(2,343,369)	$	(232,275)
Deferred exploration expenditures		420,054		1,195,479		96,909
Proceeds from sale of mineral interest		-		(58,681)		-

Cash provided by (used in) investing activities per US GAAP	$	684,810	$	(1,206,571)	$	(135,366)

(f)	Recent account pronouncements

In April 2003, FASB issued SFAS No. 149, "Amendment of Statement 133 on Derivative Instruments and Hedging Activities". This Statement amends and clarifies financial accounting and reporting for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as derivatives) and for hedging activities under SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities". This Statement is effective for contracts entered into or modified after June 30, 2003. The implementation of SFAS No. 149 does not have an impact on these consolidated financial statements.

F-23

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP) (continued)

(f)	Recent account pronouncements (continued)

In May 2003, FASB issued SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity". This Statement establishes standards for how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. It requires that an issuer classify a financial instrument that is within its scope as a liability (or an asset in some circumstances). This Statement is effective for financial instruments entered into or modified after May 30, 2003, and otherwise is effective at the beginning of the first interim period beginning after June 15, 2003. The implementation of SFAS No. 150 does not have an impact on these consolidated financial statements.

In December 2003, FASB issued SFAS 132(R), a revision to SFAS No. 132, Employers' Disclosure About Pensions and Other Postretirement Benefits. SFAS No. 132(R) requires additional disclosures about the assets, obligations, cash flow and net periodic benefit cost of defined benefit pension plans and other defined benefit postretirement plans. SFAS No. 132(R) is effective for financial statements with fiscal years ending after December 15, 2003, with the exception of disclosure requirements related to foreign plans and estimated future benefit payments which are effective for fiscal years ending after June 15, 2004. The adoption of SFAS No. 132(R) did not impact these consolidated financial position or results of operations.

In a December 11, 2003 speech at the American Institute of Certified Public Accountants, the Securities and Exchange Commission ("SEC") expressed the opinion that rate-lock commitments represent written put options, and therefore should be valued as a liability. The SEC expressed that they expect registrants to disclose the effect on the financial statement of recognizing the rate-lock commitments as written put options, for quarters commencing after March 15, 2004. Additionally, the SEC recently issued Staff Accounting Bulletin No. 105 ("SAB No. 105") which clarifies the SEC's position that the inclusion of cash flows from servicing or ancillary income in the determination of the fair value of interest rate lock commitments is not appropriate. The Company has not yet determined the impact on the financial statements of SAB No. 105, which must be implemented for loan commitments entered into on or after April 1, 2004. The Company is currently analyzing the impact of the SEC's position and will, if required, account for its loan origination commitments as presecribed.

F-24

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP) (continued)

(g)	Stock options

In 1995 FASB issued SFAS No. 123 "Accounting for Stock-Based Compensation", which contains a fair value-based method for valuing stock-based compensation that entities may use. This measures compensation cost at the grant date based on the fair value of the award. Compensation is then recognized over the service period, which is usually the vesting period. For U.S. GAAP purposes management accounts for options under Accounting Principles Board ("APB") No. 25 "Accounting for Stock Issued to Employees", under which no compensation is recognized in connection with options granted to employees and directors except if options are granted at a strike price below fair value of the underlying stock. If the alternative accounting-related provisions of SFAS No. 123 had been adopted as of the beginning of 1996, the effect on 2001 U.S. GAAP net loss per share would have been immaterial.

In fiscal year 2002, the fair value of each option granted to employees and directors has been estimated as of the date of grant using the Black-Scholes option pricing model with the following assumptions: risk-free interest rate of 3.5%; dividend yield 0%; volatility of 80%; and 4.59 years of expected lives. The weighted average fair value of options granted in 2002 is $0.25.

In fiscal year 2003, the fair value of each option granted to employees and directors has been estimated as of the date of grant using the Black-Scholes option pricing model with the following assumptions: risk-free interest rate of 3.5%; dividend yield 0%; volatility of 98%; and 3.41 years of expected lives. The weighted average fair value of options granted in 2003 is $0.25.

Based on the computed option values and the number of the options issued, had the Company recognized compensation expense, the following would have been its effect on the Company's loss for the 2003 year and loss per share:

		2003		2002

Loss for the year:
- as reported (as restated)	$	(2,075,545)	$	(1,158,803)
- pro-forma (as restated)	$	(2,129,399)	$	(1,169,215)

Basic and diluted loss per share:
- as reported	$	(0.07)	$	(0.06)
- pro-forma	$	(0.08)	$	(0.06)

For the year 2004, there were no reportable differences between the reported amounts and the pro-forma fair value model.

F-25

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP) (continued)

(g)	Stock options (continued)

In March 2000 the Financial Accounting Standards Board issued "Interpretation #44, Accounting For Certain Transactions Involving Stock Compensation" among other issues, this interpretation clarifies:

(i)	The definition of employee for purposes of applying opinion 25.

(ii)	The criteria for determining whether a plan qualifies as a noncompensatory plan.
(iii)	The accounting consequence of various modifications of the terms of a previously fixed stock option or award, and
(iv)	The accounting for an exchange of stock compensation awards in a business combination.

In relation to (iii) the interpretation states, "if the exercise price of a fixed stock option award is reduced, the award shall be accounted for as a variable from the date of the modification to the date the award is exercised, is forfeited, or expires unexercised, the exercise price of an option award has been reduced if the fair value of the consideration required to be remitted pursuant to the award's original terms".

(h)	Statement of Cash Flow
	(i)	Supplemental Disclosure of Cash Flow Information

Cash paid during the year for:	2004	2003	2002
Interest	$ 730	$ 1,315	$ 429
Income taxes	$ -	$ -	$ -

F-26

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP And U.S. GAAP) (continued)

(i)	Additional Disclosure Required by U.S. GAAP
	(i)	Asset Retirement Obligations

Under U.S. GAAP there is a requirement to report the fair value of a liability for an asset retirement obligation in the period in which it occurred if a reasonable estimate of the fair value can be made. The associated asset retirement costs are to be capitalized as a part of the carrying value of the long-lived asset to which they relate.

While the Company acknowledges their land mediation obligations, the ultimate amount to be incurred and the timeline for the incurrance is at best uncertain. Management has estimated, on an undiscounted basis and before an adjustment for inflation, that the costs would approximate $277,000. In accordance with U.S. GAAP future asset retirement obligations are not to be recorded in those instances where the timing of or the amounts of remediation costs to be incurred cannot be reasonably estimated. Management will continue with their efforts to assess their asset retirement obligations and the associated liability will be recognized in the period in which sufficient information exists to estimate the costs and date of remediation.

The Company has adopted SFAS No. 143 effective February 1, 2003 for the purposes of the U.S. GAAP reconciliation note. Canadian GAAP was aligned with U.S. GAAP effective February 1, 2004.

(ii)	Concentrations of Credit Risk

At January 31, 2004, 2003 and 2002, the Company had approximately $nil, $nil and $nil, respectively, in cash balances at financial institutions which were in excess of the insured limits.

(iii)

Operations in a Foreign Country

The Company is subject to numerous factors relating to conducting business in a foreign country (including, without limitation, economic, political and currency risk), any of which could have a significant impact on the Company's operation.

The Company's U.S. subsidiaries, Coral Resources, Inc. and Coral Energy Corporation of California are subject to U.S. corporation tax on profits.

(iv)	Flow-through Shares

There is no material differences in accounting for flow-through shares (note 2(l)).

F-27

CORAL GOLD CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

January 31, 2004, 2003 and 2002

(In Canadian Dollars)

14.

Differences Between Canadian And United States Generally Accepted Accounting Principles (Canadian GAAP and U.S. GAAP) (continued)

(j)	Additional Disclosure Required by SEC

The SEC requires that related party transactions be disclosed as a separate line in the financial statements. Under this requirement, the following related party transactions would have been shown separately as related party balances in the financial statements:

(i)	Advances receivable include $28,003 (2003 - $33,003; 2002 - $415,156) due from companies and/or a joint venture with common management and common directors.
(ii)	Consulting fees of $nil (2003 - $nil; 2002 - $60,000) were paid to a company owned by a director.
(iii)	Management fees of $90,000 (2003 - $74,500; 2002 - $nil) were paid to a company owned by a director.
(iv)	An allowance in the amount of $209,840 has been accrued in respect of advances made to a company with common management.
(v)	Investment securities and marketable securities would be noted as a related party on the balance sheet.

(k)	Deferred Exploration Expenditures

The Company follows the policy of deferring all acquisition and exploration costs relating to the mineral properties held. Under US GAAP, all acquisition and the deferred exploration expenditures would have been expensed in the year they were incurred (see note 14(a) to 14(e)).

F-28