GOLDEN CYCLE GOLD CORP - 10-K Annual Report

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

FORM 10-K
For Annual and Transition Reports Pursuant to Sections
13 or 15(d)of the Securities Exchange Act of 1934

(Mark One)
XX ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to .

Commission file number 0-11226

GOLDEN CYCLE GOLD CORPORATION
(Exact name of registrant as specified in its charter)

Colorado 84-0630963
(State of incorporation) (I.R.S. Employer

Identification No.)
Suite 201, 1515 South Tejon,
Colorado Springs, CO 80906
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (719) 471-9013

SECURITIES REGISTERED PURSUANT TO SECTION 12 (b) OF THE ACT:
Title of Each Class Name of Each Exchange on which registered
Common Stock, No Par Value Pacific Exchange

SECURITIES REGISTERED PURSUANT TO SECTION 12 (g) OF THE ACT: None

Indicate by check mark whether the Registrant (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
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. xx Yes No

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (para. 229.405 of this chapter) is not contained
herein, andwill not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. Disclosure
contained herein Disclosure not contained herein XX

The aggregate market value of the voting stock held by non-affiliates of the
Registrant was approximately $7,671,000. This calculation is based on the
average of the bid and asked prices of the common stock on the Pacific
Exchange on March 23, 2001.

The number of shares of the Registrant's Common Stock, outstanding as of
March 23, 2001 was 1,888,450.

DOCUMENTS INCORPORATED BY REFERENCE:

Document Part of the Form 10K into
Definitive Proxy Statement which the Document is incorporated
to Shareholders Part III, Items 10, 11, 12 & 13

This Annual Report on Form 10-K contains certain forward looking
statements. Actual results could differ materially from those projected in
the forward looking statements as a result of certain factors, described
elsewhere herein, including but not limited to fluctuations in the market
price of gold and uncertainties regarding the ability of the Joint Venture
(as defined below) to operate profitably.

PART I

ITEM 1. BUSINESS

Golden Cycle Gold Corporation was incorporated under the laws of the
State of Colorado on May 19, 1972 for the purpose of acquiring and developing
the mining properties (the "Mining Properties") of the Golden Cycle
Corporation, located in the Cripple Creek Mining District of Colorado.
Unless the context otherwise requires, the terms "Registrant" and "Company"
mean Golden Cycle Gold Corporation.

The primary business of the Company has been its participation in the
Cripple Creek & Victor Gold Mining Company (CC&V"), a joint venture (the
"Joint Venture") with AngloGold Colorado ("AngloGold", formerly Pikes Peak
Mining Company), a wholly-owned subsidiary of AngloGold North America Inc.
which is a wholly owned subsidiary of AngloGold Ltd. The Joint Venture
engages in gold mining activity in the Cripple Creek area of Colorado. In
addition to its Joint Venture activities, the Company incorporated Golden
Cycle Philippines, Inc. ("GCPI"), a wholly-owned subsidiary, under the laws
of the Philippines on November 12, 1996, and GCPI entered into an agreement
with Benguet Corporation, a Philippine mining company, providing for their
joint participation in the exploration, development and production of mining
properties in certain areas of the Philippines. All GCPI exploration work
has been placed on a standby basis until a Mineral Profits Sharing Agreement
("MPSA") is awarded to the claim owner of the Sagittarius Alpha Realty ("SAR")
claims. See "Golden Cycle Philippines, Inc." for further information
regarding the proposed activities of GCPI in the Philippines.

As of December 31, 2000, the Company had 2 employees.

Description of Mining Joint Venture

The Company's interest in the Joint Venture was received in exchange for
the Company's rights to gold mining properties in the Cripple Creek Mining
District of Colorado. The rights and obligations of the parties are covered
by an Amended and Restated Joint Venture Agreement (the "Joint Venture
Agreement") dated and effective January 1, 1991, between AngloGold and the
Company. The Joint Venture engages in gold mining activity in the Cripple
Creek area of Colorado and the Company's participation in the Joint Venture
constitutes its primary business activity. AngloGold serves as the manager
(the "Manager") of the Joint Venture. The Joint Venture's principal mining
operations are conducted at the Cresson mine, where commercial production was
commenced in the first half of 1995.

The Joint Venture Agreement defines an Initial Phase that will end when
(i) the Initial Loans (defined below) have been repaid and (ii) Net Proceeds
(defined in the Joint Venture Agreement generally as gross revenues less
costs) in the amount of $58 million have been distributed to the joint

venturers in the proportion of 80% to AngloGold and 20% to the Company.
After the Initial Phase, the Joint Venture will distribute metal in kind in
the proportion of 67% to AngloGold and 33% to the Company. Notwithstanding
the foregoing, the Company will generally be entitled to receive, in each
year during the Initial Phase or until the mining of ore by the Joint Venture
ceases due to the exhaustion of economically recoverable reserves (if that
occurs prior to the end of the Initial Phase), a minimum annual distribution
of $250,000 (each, a "Minimum Annual Distribution"). The first three Minimum
Annual Distributions were not deemed to be a distribution of Net Proceeds to
the Company and will not be applied against the Company's share of any Net
Proceeds. The Minimum Annual Distributions received on January 15, 1994 and
thereafter constitute an advance on Net Proceeds and will be recouped against
future distributions allocable to the Company.

The Joint Venture Agreement provides that, during the period from
January 1, 1991 until the end of the Initial Phase, all funds required for
operations and mine development by the Joint Venture will be loaned (the
"Initial Loans") to the Joint Venture by either AngloGold or, if such loans
are available at a lower cost than from AngloGold, financial institutions.
Except for the Minimum Annual Distributions, the Initial Loans and interest
thereon must be repaid prior to distributions of Net Proceeds to the Joint
Venturers. The audited Joint Venture financial statements reported that as
of December 31, 2000, the Joint Venture had $187.5 million in Initial Loans
payable to AngloGold. After the Initial Phase, the Joint Venturers will
contribute funds in proportion to their respective distributive shares.

The Joint Venture recorded a net loss of $13.1 million for the year
ended December 31, 2000 compared to net losses of $7.4 million and $11.8
million for the years ended December 31, 1999 and December 31, 1998
respectively. There is no assurance that the Joint Venture will be able to
achieve profitability in any subsequent period or to sustain profitability
for an extended period. The ability of the Joint Venture to sustain
profitability is dependent upon a number of factors, including without
limitation, the market price of gold, which is currently at historically low
levels and volatile and subject to speculative movement, a variety of factors
beyond the Joint Venture's control, and the efficiency of the Cresson mining
operation.

Whether future gold prices and the results of the Joint Venture's
operations will reach and maintain a level necessary to repay the Initial
Loans, complete the Initial Phase, and thereafter generate net income cannot
be assured. Based on the amount of Initial Loans payable to the Manager and
the uncertainty of future operating revenues, management of the Company
believes that, without a significant and sustained increase in the prevailing
market price for gold, it is unlikely that the Company will receive more than
the Minimum Annual Distribution from the Joint Venture in the foreseeable
future.

The Joint Venture completed construction of the required infrastructure
for the Cresson mine and began mining operations in 1995, with the first
Cresson gold pour occurring on February 14, 1995. In 1996, the Joint Venture
completed its first full year of Cresson operations. The development of the
East Cresson mine began during the second quarter of 1999 and is continuing.

2000 Operational Highlights
(The Manager provides the Company with detailed information on the activities
and operations of the Joint Venture. The following description of the Joint
Venture's operations is derived from information made available by the
Manager, upon whom reliance is placed, together with information
independently developed by the Company.)

The Cresson Mine set another Joint Venture gold production record in
2000 of more than 247,600 troy ounces. CC&V reported that it continues to
apply effective and modern exploration, development, mining and metallurgical
techniques while emphasizing the protection of the environment throughout the
area of operations.

The unaudited gold ore reserve computation as of December 31, 2000
resulted in an increase in the total and recoverable troy ounces of gold
contained in the proven and probable categories net of 2000 depletion.

Production

2000 Joint Venture gold production increased for the fifth year in a row
to 247,631 (1999 231,205) troy ounces and exceeded budget (246,441) by a
little over 1,000 troy ounces. Total crusher production for the year was
lower due to unscheduled maintenance requirements at 9.9 million tons (1999
10.6 million tons). Approximately 252,900 recoverable troy ounces of gold
were placed on the Valley Leach Facility. The Cresson mine also produced
86,865 troy ounces of silver. On a daily basis, approximately 30,600 tons of
ore and 48,600 tons of overburden or waste were mined, for an overall strip
ratio of 1.59.

Revenue and Costs

The Joint Venture sold 247,631 troy ounces of gold at an average price
of approximately $278 per troy ounce producing total gold revenues of $68.9
million. The Joint Venture cash production costs increased to approximately
$177.7 per troy ounce (approximately $167 per troy ounce in 1999) . The
Joint Venture had operating costs of $62.9 million, including depreciation,
depletion, and amortization (DD&A) of $18.9 million, and expensed exploration
of approximately $1.0 million. Interest expense on the pre-production debt
was approximately $19.4 million, resulting in a loss of $13.1 million. No
profit was available for distribution to the venturers, although the Company
did receive the Minimum Annual Distribution of $250,000, which will be
recouped from future distributions due the Company.

Ore Reserves and Non-reserve Mineralization

The Joint Venture is conducting continuing exploration and engineering
feasibility work concerning future operations. These activities will serve
to direct future exploration drilling programs as well as future development
and project planning as part of its determination of the Joint Venture
reserves.

Each year CC&V models its gold ore reserves to incorporate the results
of its exploration program, new geologic information, revised metallurgical
recoveries, revised gold price, new geotechnical data, new pit designs, new
operating costs and/or allowances for 2000 depletion. The ore reserves and
mineral resources shown for 2000 were modeled using a $300 gold price and a
0.006 ounce per ton (opt) recoverable cutoff grade. The geostatistical
modeling procedures used by the Manager in computing the ore reserves have
been reviewed by independent consultants (Independent Mining Consultants,
Inc., Mine Reserve Associates, Inc., Mineral Resource Development Associates,
Inc., and Mine Development Associates, Inc.) and are given to conform with
acceptable industry standards. The ore reserves are shown on the table below.

The Unaudited CC&V Ore Reserve Estimate as of December 31, 2000*
Cripple Creek / Victor District

Ore Troy Contained Recoverable
Tons Ounces Ounces Ounces **
(x1,000) per ton (troy) (troy)
________ _________ ____________ ____________

Proven 100,522 0.033 3,317,000 1,983,000
Probable 72,259 0.026 1,845,000 1,217,000
________ _________ ____________ ____________

Total Reserves 172,781 0.030 5,162,000 3,200,000
________ _________ ____________ ____________

Notes: The tonnage is shown in short tons.

* These gold reserve figures were estimated based on a $300 per troy ounce
gold price for all district deposits, and are subject to various royalties.
The ore reserve figures computed and published as of December 25, 1998 and
December 25, 1997 were computed on the basis of $290 and $335 per troy ounce
gold prices respectively. There can be no assurance, however, that the Joint
Venture can earn a profit when the market price of gold equals or exceeds the
gold price used in estimating those reserves.

** Recoverability of contained ounces is based on heap leaching and
metallurgical testing. Recoverability rates vary by ore type. The
recoverable ounces shown are based on weight proportion metallurgical
averages for all deposits.

The above estimates are based upon drill data and are a combination of
"proven" and "probable" reserves. The classifications of proven and probable
are taken from the Securities and Exchange Commission's Industry Guide 7.

Proven (Measured) Reserves. Reserves for which (a) quantity is computed
from dimensions revealed in outcrops, trenches, workings or drill holes;
grade and/or quality are computed from the results of detailed sampling and
(b) the sites for inspection, sampling and measurement are spaced so closely
and the geologic character is so well defined that the size, shape, depth and
mineral content of reserves are well established.

Probable (Indicated) Reserves. Reserves for which quantity and grade
and/or quality are computed from information similar to that used for proven
(measured) reserves, but the sites for inspection, sampling, and measurement
are farther apart or are otherwise less adequately spaced. The degree of
assurance, although lower than that for proven (measured) reserves, is high
enough to assume continuity between points of observation.

The ore reserve figures set forth above are estimates and no assurance
can be given that any particular level of recovery of gold from ore reserves
will in fact be realized.

A comparison with the December 25, 1999, ore reserve is shown below.

Changes in CC&V Gold Ore Reserves
(proved plus probable)
December 25, 2000 vs December 25, 1999

Ore Troy Contained Recoverable
Tons Ounces Ounces Ounces
(000's) Per Ton (Troy) (Troy)
Total ________ _________ ____________ ____________

2000 172,781 0.030 5,162,000 3,200,000
1999 169,041 0.029 4,878,000 3,115,000
________ _________ ____________ ____________

+3,740 + 284,000 +85,000
________ _________ ____________ ____________

In addition to the estimation of ore reserves, CC&V models other
mineralized material which is additional to its ore reserves. During 1999
CC&V adopted the guidelines used by the Australasian Code for reporting
identified mineral resources and ore reserves as proposed by the Joint Ore
Reserve Committee of the Australasian Institute of Mining and Metallurgy,

the Australian Institute of Geoscientists and the Minerals Council of
Australia. The results of CC&V's estimation of non-reserve mineralization is
shown in the table below:

CC&V Non-reserve Mineral Resources
December 25, 2000

Ore Troy Contained Recoverable
Tons Ounces Ounces Ounces
(000's) Per Ton (Troy) (Troy)
________ _________ ____________ ____________

Measured Resources 70,287 0.022 1,539,000 802,000
Indicated Resources 47,892 0.018 882,000 529,000
________ _________ ____________ ____________

Total (Measured
Plus Indicated
Resources) 118,179 0.020 2,421,000 1,331,000
________ _________ ____________ ____________

Inferred Resources
(additional to
the measured
and indicated
resources) 89,667 0.027 2,382,000 1,348,000
________ _________ ____________ ____________
Total Resources 207,846 0.023 4,803,000 2,679,000

While this ore reserve offers encouraging long-term prospects, it
should not be interpreted to mean that there will be distributions to Golden
Cycle Gold Corporation from CC&V in excess of the Minimum Annual Distribution of
US$250,000 for the foreseeable future.

Environmental Reclamation

As a leader in high-altitude, semiarid, cold-weather, year-round
leaching, CC&V has developed an effective environmental protection and
reclamation plan.Ongoing compliance with federal and state regulations includes
seismic, fugitive dust, and noise monitoring for the operation's meeting
applicable standards for ground and surface water; monitoring rain and snow
fall, water and air emissions.

Reclamation has continued since 1992. Reclamation is undertaken to
support post mining land use for wild life, including elk. Work continued in
2000 on the detoxification of the Victor leach pad with a view to its
eventual closure and final reclamation.

Employment

AngloGold provides the work force required by the Joint Venture, which
has no employees. Employment related to the Joint Venture decreased to 274
at December 31, 2000, down from 277 at December 31, 1999. The reduced staff
was primarily as a result of on going cost reduction efforts for the mine.

Governmental Regulation

Like all mining operations in the US, the Joint Venture is subject to a
multitude of environmental laws and regulations promulgated by federal, state
and local governments including, but not limited to the National

Environmental Policy Act ("NEPA"); the Comprehensive Environmental Response,
Compensation and Liability Act ("CERCLA"); the Clean Air Act ("CAA"); the
Clean Water Act ("CWA"); the Hazardous Materials Transportation Act ("HMTA");
and the Toxic Substances Control Act ("TSCA"). The Joint Venture's
operations are subject to comprehensive regulation by the US Environmental
Protection Agency ("EPA"), the US Mine Safety and Health Administration
("MSHA") and similar state and local agencies. Failure to comply with
applicable laws, regulations and permits can result in injunctive action,
damages and civil and criminal penalties. If the Joint Venture expands or
changes its existing operations or proposes any new operations, it may be
required to obtain additional or amended permits or authorizations. In
particular, CERCLA, commonly called the "Superfund Act", contains stringent
reporting requirements for the release or disposal of hazardous substances,
with substantial fines for noncompliance. In addition, under CERCLA, any
party responsible for the release or threatened release of a hazardous
substance into the environment is liable for all clean-up costs. These
regulations apply throughout the US mining industry and generally should not
have a material adverse effect on the Joint Venture's competitive position.

Certain solid and hazardous wastes from mining and mineral processing
operations are temporarily exempt from regulation under the federal Resource
Conservation and Recovery Act ("RCRA"). The EPA is currently considering the
promulgation of a special set of rules to regulate mining wastes under RCRA,
but those may be delayed pending anticipated Congressional re-authorization
and revision of RCRA. The effect of any future regulation on the Joint
Venture's operations cannot be determined until the legislative process is
completed and new rules are issued; but it is assumed that they may have a
significant impact on operations of all mining companies and increase the
costs of those operations.

Although the Manager expects that compliance with federal, state and
local environmental and land use laws and regulations will continue to require
significant future outlays, it is not possible to say with any certainty what
impact such compliance may have on the Joint Venture's future capital
expenditures or earnings.

Distribution of Proceeds and Other Financial Aspects

The Joint Venture made payments of the Minimum Annual Distribution of
$250,000 to the Company on June 13, 1991, January 15, 1992, and January 15
of each subsequent year, to and including January 15, 2001. Subsequent
payments of the same amount are scheduled to be made on January 15th of each
year until the conclusion of the Initial Phase, as defined in the Joint
Venture Agreement, or until the completion of mining. The payments made on
January 15, 1994 and subsequent annual payments constitute an advance on Net
Proceeds and will be recouped by the Manager against future distributions of
net proceeds. After recovery by the Manager of these advances, if the
Company's share (20% in the Initial Phase) of Net Proceeds exceeds the
applicable Minimum Annual Distribution after recouping any advanced
distributions, the larger amount will be distributed to the Company. The
Joint Venture recorded a net loss of $13.1 million for the year ended December
31, 2000.

The Company accounts for its investment in the Joint Venture on the
equity method. Joint Venture distributions in excess of the investment carrying
value are recorded as income. During 1992, the Company's share of Joint Venture
losses exceeded the remaining carrying value of the investment and,
accordingly, the investment was reduced to zero. The Company does not record
its share of Joint Venture losses incurred subsequent to the reduction of its
investment balance to zero. To the extent the Joint Venture is subsequently
profitable, the Company will not record its share of equity income until the
cumulative amount of previously unrecorded Joint Venture losses has been
recouped.

As a result of the reduction of the Joint Venture investment carrying
value to zero during 1992, the Company has not recorded its share of the
Joint Venture net loss for the 2000 period ($2,629,000), 1999 period
($1,478,000), 1998 period ($2,363,600), 1997 period ($2,168,800), nor its
share of the Joint Venture's net income for the 1996 period ($386,000), and
did not record its share of the Joint Venture's losses in 1995, 1994 and 1993
($730,800, $1,870,000 and $1,707,600 respectively). The Company will not
record its share of any future Joint Venture net income until and unless the
balance of the Company's accumulated unrecorded losses from the Joint Venture
($12,666,858 as of December 31, 2000) are recovered.

GOLDEN CYCLE PHILIPPINES, INC. (GCPI)

GCPI and its exploration activities were placed into a standby status
in January 1999 for the reasons stated below. The Philippines has been one of
the world's top ten producers of gold, copper, and chromite for decades.

GCPI Background

In January 1997, GCPI signed a comprehensive exploration agreement, the
"BGA Agreement" with Benguet Corporation ("Benguet"), which provided that all
costs and participation will be shared 50/50 by the parties. In October
1997, the two companies signed the First Supplemental Agreement to the BGA
Agreement, which added 1,050 acres of mineral claims held by Benguet to the
BGA. Under the terms of this supplemental agreement, GCPI will earn a 50%
interest in these claims in exchange for funding the first $250,000 (about
10 million Philippine pesos) of exploration work. The claim area lies
immediately south of the historic Masara and Hijo gold mines and just north
of Benguet's Kingking copper/gold deposit. The surrounding area has produced
more than 3 million troy ounces of gold and has drill-indicated ore reserves
in excess of 8 million troy ounces of gold.

First Supplemental Agreement to the BGA

Phase I of the exploration effort on the five SAR claims was completed
in May 1998. This effort consisted of geological mapping, grid soil sampling and
analysis, and stream sediment and water analysis. This work indicates the
presence of sizable areas interpreted to be anomalous gold concentrations.
These must be further tested through trenching, tunneling and drilling to
properly evaluate the gold potential. The Phase II exploration could not be
carried out as the old leased claims have not as of this date been awarded
the Mineral Production Sharing Agreement (MPSA) as required by the 1995
Philippine Mining Law. Thus, all work on this project has been placed on a
standby basis until the MPSA is awarded to the claim owner. The Company
expects to expend approximately $6,000 during 2001 to maintain GCPI
on a standby status.

OTHER OPPORTUNITIES

The Company will increase its efforts, during 2001, in its search for
new opportunities in the mineral industry throughout North America. The
Company has engaged a consultant, Mr. Gustafson, to search for new
opportunities, evaluate these opportunities and recommend viable, economic,
mineral deposits for exploration and development activities. Mr. Donald L.
Gustafson has over 35 years experience in mineral exploration and management,
including exploration, development and operations, in the United States, the
South Pacific, Africa, Asia and South and Central America. Mr. Gustafson
worked for the Anaconda Company for 10 years in porphyry copper/molybdenum
exploration and as an operating mine geologist. Previous work experience
also includes 10 years at Homestake Mining Company, where he spent six years
as Manager, Deposit Development. While at Homestake, Mr. Gustafson developed
the exploration concept that led to the discovery of Homestake's McLaughlin
Gold Mine in northern California, a 4 million ounce open-pit deposit. He
managed the exploration and development stages of this discovery including up
to 60 personnel and a $25 million budget over four years. Mr. Gustafson then
spent five years at Homestake International Minerals as Vice President and
Director, Exploration conducting international exploration activities. The
past eleven years have been spent as a consulting geologist providing
consulting services for industry and government agencies, both domestically
and internationally, in project generation and evaluation. Mr. Gustafson has
a proven track record of success in generation and development of viable,
economic mineral deposits. He obtained a Bachelor of Arts degree in Geology
and Mineralogy and a Master of Science in Geology from the University of
Colorado.

ITEM 2. PROPERTIES: MINING, OIL AND GAS, AND WATER RIGHTS

Mining Properties The Joint Venture mining properties consist of owned,
leased and optioned mining claims and other land covering more than 4,800
acres of patented mining claims in and around the Cripple Creek Mining
District of Teller County, Colorado and include most of the principal
formerly-producing mines of the Cripple Creek district. The majority of the
above acreage was contributed by the Company to the Joint Venture.
Subsequently, the Joint Venture has purchased, leased and optioned additional
acreage.

The Joint Venture mining properties are situated on the west flank of
Pikes Peak, about 20 air miles west of Colorado Springs and 65 air miles
south of Denver. The area is accessible by paved highway and supplied by
requisite utilities. The elevation of the properties averages slightly over
10,000 feet above sea level. Snow accumulations are generally light and do
not materially interfere with access to the property.

To a great extent, the Joint Venture mining properties lie within the
boundary of a geological entity known as a caldera or "volcanic subsidence
basin" (the "Basin"). The Basin is of rudimentary elliptical outline, with
its long axis trending in a northwesterly direction. It has a length of
about 4-1/2 miles and a width of about 2-1/2 miles, covering some 5,000 acres
at the ground surface. The area of the Basin gradually narrows with depth.
The bulk of the historical Cripple Creek gold production was from the
underground mines within the Basin, with the major mines located in the
southern portion of the Basin.

From the inception of production in 1891 until the suspension of
operations in 1960, the Cripple Creek Mining District was the major gold
mining district in the United States. It is estimated that approximately
21 million ounces of gold were produced in this period, principally from
mines later contributed to the Joint Venture by Golden Cycle Gold
Corporation. The Joint Venture has added about 1.45 million troy ounces of
gold production to this total during the period 1985 through 2000. The Joint
Venture mining properties include most of the principal formerly producing
mines in the Cripple Creek district, including the Ajax, Cresson, Portland,
Independence, Vindicator and Golden Cycle. Because of the age of many of the
mines and the fact that mining operations throughout the Basin declined and
were suspended more than thirty years ago, the existing mine shafts and
workings are unsuitable for current operation without substantial
rehabilitation. The Joint Venture is not currently and does not anticipate,
operating underground.

Oil and Gas Properties

The oil and gas properties of the Company are comprised of
approximately 7,300 acres of mineral rights in the Penrose Area of Fremont
County, Colorado. There is no evidence of successful oil and gas development
nearby, with the exception of the Florence, Colorado area. Florence was the site
of the first producing wells in Colorado in the 1860's and the area is still
producing on a limited scale today. Several years ago, interest was shown in
leasing very large acreages of state land about 50 to70 miles east of the
Company's land. No development of that area is visible at this time, nor
is it expected in the forseeable future. The oil and gas properties have
no carrying value for balance sheet purposes.

Water Rights

The Company is a party to a water purchase agreement signed in February
1992 with the City of Cripple Creek, Colorado. The agreement calls for the
sale by the Company of up to 1.097 Cubic Feet Per Second (about 794 acre
feet) of a water right owned by the Company. The agreement calls for a
minimum price of $312,500, based upon a price for the first 125 acre feet
transferred at $2,500 per acre foot, and includes a commitment by the City to
buy all additional acre feet transferred at $1,500 per acre foot. In
accordance with the agreement, the City initiated the request for transfer
in the Water Court on October 29, 1992.

Objections to the transfer were filed by the cities of Victor and Colorado
Springs, the Mountain Mutual Water Company, Landau/Lichtenberg and the Joint
Venture. The City of Cripple Creek has submitted the required well permits,
published a First Amendment to Application for Change of Point of Diversion,
laid the water lines, drilled the required wells, and completed engineering
hydrology studies establishing the basin's ability to support its total
historically developed water rights.

In December 1996, the sale of the first 125 acre feet of water for the
minimum price of $312,500 was completed. Approximately 75% of the purchase
price was paid by the City of Cripple Creek through delivery of a promissory
note bearing interest at the rate of 8%, interest and principal payable in
annual installments through 2001 with the installment calculated on the basis
of a 15 year term, with the balance of the principal payable at the end of
2001. The sale of all or a portion of the remaining acre feet subject to the
agreement will be completed if and when the Water Court approves such
transfer. The Company expects the agreement will be brought before
the Water Court during 2001.

ITEM 3. LEGAL PROCEEDINGS

The Sierra Club and Mineral Policy Center served notice to the Company
in a letter dated September 27, 2000 of their intent to sue Cripple Creek &
Victor Gold Mining Company (CC&V) and potentially its joint venture partners,
including the Company, for alleged violations of the U.S. Clean Water Act.
This Act provides that no court action can be brought for the 60-day period
following the service of this notice. On November 27, 2000, the 60-day
period expired and Sierra Club and Mineral Policy Center filed a complaint in
U.S. District Court for the District of Colorado against CC&V and its joint
venture partners, including the Company. The complaint was served on the
Company on March 13, 2001. The parties have been in settlement discussions
since receipt of the notice of intent to determine if there is an amicable
means of settling the lawsuit. Failing an amicable resolution, CC&V and the
named defendants, including the Company, believe that activities at the
project are in full compliance with the Clean Water Act and will vigorously
defend against this lawsuit. As of March 26, 2001, the Company is unable to
reasonably estimate the possible cost associated with these matters.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Company did not submit any matters to a vote of security holders
during the fourth quarter of 2000.

PART II

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY
MATTERS

Market Information

The Company's Common Stock has been listed and traded on the Pacific
Exchange since 1987 (except during the period from July 6, 1994 to August 30,
1994), and from July 1, 1983 until June 30, 1992 was quoted on NASDAQ. The
Company's trading symbol is GCC on the Pacific Exchange. The following table
shows the high and low bid price per share on the Pacific Exchange for each
calendar quarter since January 1, 1999.

Price Range For: HI LOW
_________________________________ __________ __________

Quarter ended December 31, 2000 6 .56 4 .56
Quarter ended September 30, 2000 6 .56 5
Quarter ended June 30, 2000 6 .56 5
Quarter ended March 31, 2000 6 .56 5
Quarter ended December 31, 1999 7 6
Quarter ended September 30, 1999 7 -1/4 5 -3/4
Quarter ended June 30, 1999 13 6 -7/8
Quarter ended March 31, 1999 12 -1/2 6 -7/8

Bid prices are between dealers and do not include mark-ups, mark-downs,
or commissions, nor do they necessarily represent actual transactions.

Holders of the Company's Common Stock
The number of holders of record of the Company's Common Stock as of
March 23, 2001 was 946. The number of beneficial owners for whom shares are
held in "street name" as of March 23, 2001 is believed to be more than 500.

Dividends
The Company has not paid any dividends. The Company does not anticipate
the payment of any dividends in the near future.

ITEM 6. SELECTED FINANCIAL DATA

1999 1998 1997 1996 1995
_________ _________ ________ _________ _________

Revenues (1) $ 250,000 $ 250,000 $250,000 $ 250,000 $ 250,000

Other Income 105,000 81,000 113,000 124,000 346,000

Expenses 321,000 701,000 772,000 667,000 452,000

Share of Mining Joint
Venture losses (2) - - - - -
Net Profit (Loss) 34,000 (370,000)(409,000) (293,000) 144,000

Net Profit (Loss)
Per Share .02 (0.20) (0.22) (0.16) 0.08

Total Assets 1,727,000 1,699,000 2,042,000 2,427,000 2,743,000

Long term obligations - - - - -

(1) Revenues are comprised of the Minimum Annual Distribution. See
Management's Discussion and Analysis below, and Notes 1 and 5 to the
financial statements for a description of the accounting for the Minimum
Annual Distribution.

(2) The Joint Venture recorded net loss of $13.1 million for the year ended
December 31, 2000. The Company has not recorded its share of the Joint
Venture net loss for the 2000 period ($2,629,000), 1999 period ($1,478,000),
or 1998 period ($2,363,600) because its Joint Venture investment balance was
reduced to zero in 1992. The Company will not record its share of any future
Joint Venture net income until and unless the balance of the Company's
accumulated unrecorded losses from the Joint Venture ($12,666,858 as of
December 31, 2000) are recovered. See Management's Discussion and Analysis
below, and Notes 1 and 5 to the financial statements.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS

Liquidity and Capital Resources

The Company's principal mining investment and source of cash flows is
its interest in the Joint Venture. The Joint Venture engages in gold mining
activity in the Cripple Creek area of Colorado. The Company's Joint Venture
co-venturer is AngloGold Colorado, a wholly-owned subsidiary of AngloGold
North America Inc. which is a wholly owned subsidiary of AngloGold Ltd.

The Company's rights and obligations relating to its Joint Venture
interest are governed by the Joint Venture Agreement. The Joint Venture is
currently, and for the foreseeable future will be, operating in the Initial
Phase, as defined. In accordance with the Joint Venture Agreement, AngloGold
manages the Joint Venture and is required to finance all operations and
capital expenditures during the Initial Phase. See "Description of Mining
Joint Venture" above.

The Company's working capital was $1,381,000 at December 31, 2000
compared to $1,342,000 at December 31, 1999. Cash used in operations was
$2,000 in 2000 compared to $358,000 during 1999. The decrease in cash used
in operations during 2000 was primarily due to decreased general and
administrative expenses.

Working capital increased by approximately $39,000 at December 31, 2000
compared to December 31, 1999. The increase was primarily due to increase in
interest receivable and other current assets.

Management believes that the Company's working capital, augmented by
the Minimum Annual Distribution, is adequate to support operations at the
currentlevel for the coming year, barring unforeseen events. Although there can
be no assurance, the Company anticipates the closure of its sale of certain
Water Rights to the City of Cripple Creek during the year 2001 which will
provide additional working capital. The Company anticipates that its
Philippine subsidiary will hold all work on a standby basis until the MPSA is
awarded to the claim owner. If opportunities to economically pursue or
expand Philippine operations, or any other opportunity discussed above (see
Item 1, Other Opportunities) are available, and the Company elects to pursue
them, additional working capital may also be required. There is no assurance
that the Company will be able to obtain such additional capital, if required,
or that such capital would be available to the Company on terms that would be
acceptable. Furthermore, if any such operations are commenced, it is not
presently known when or if a positive cash flow could be derived from the
properties.

Results of Operations

The Company reported a net income of $34,000 for the year ended December
31, 2000 as compared to net losses of approximately $370,000 and $409,000 for
1999 and 1998, respectively. The improvement from net loss in 1999 to net
income in 2000, and the improvement in net loss in 1999 compared to 1998 was
due primarily to reduced general and administrative expenses and increased
interest revenue during 2000.

The Company accounts for its investment in the Joint Venture on the
equity method. Joint Venture distributions in excess of the investment
carrying value are recorded as revenue, as the Company is not required to
finance the Joint Venture's operating losses or capital expenditures.
Correspondingly, the Company has not recorded its share of Joint Venture
income or losses incurred subsequent to the reduction of its investment
balance to zero in 1992. The Company will not record its share of equity
income until the cumulative amount of previously unrecorded Joint Venture
losses has been recouped. As of December 31, 2000, the Company's accumulated
unrecorded losses from the Joint Venture are $12,666,858.

The Joint Venture recorded net loss of $13.1 million for the year ended
December 31, 2000 compared to net losses of $7.4, $11.8 and $10.8 million and
net income of $1.9 million for the years ended December 31, 1999, 1998, 1997
and 1996, respectively. (See Distribution of Proceeds and Other Financial
Aspects, page 11.)

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The financial statements and supplementary data required by this item
are included herein beginning on page 21.

ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT*

ITEM 11. EXECUTIVE COMPENSATION*

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT*

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS*

*Information regarding items 10 through 13 has been omitted from this
report because the Company intends to file, on or before April 30, 2001, a
definitive Proxy Statement pursuant to Regulation 14A, containing the
information required by those items, which information is incorporated
herein by reference.

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENTS AND REPORTS ON FORM 8-K

Financial Statements Page

Financial Statements of the Registrant:

Independent Auditors' Report, KPMG LLP 18

Consolidated Balance Sheets, December 31, 2000 and 1999 19

Consolidated Statements of Operations for the Years
Ended December 31, 2000, 1999 and 1998 20

Consolidated Statements of Shareholders' Equity for the
Years Ended December 31, 2000, 1999 and 1998 21

Consolidated Statements of Cash Flows for the Years
Ended December 31, 2000, 1999 and 1998 22

Notes to Consolidated Financial Statements 23

Exhibit Index
3.1. Articles of Incorporation and By-laws (incorporated by reference to
Exhibit 2 to the Company's Form 10 dated May 19, 1983).

10.1. Amended and Restated Joint Venture Agreement between AngloGold
Colorado and the Company dated as of January 1, 1991 (incorporated by
reference to Exhibit 1 to the Company's Current Report on Form 8-K dated
June 17, 1991).

10.2. Directors' Stock Option Plan (incorporated by reference to Appendix
B of the Company's Definitive Proxy Statement dated April 13, 1992).*

10.3 1992 Stock Option Plan (incorporated by reference to Appendix D of
the Company's Definitive Proxy Statement dated April 13, 1992).*

10.4 1997 Officers' & Directors' Stock Option Plan (incorporated by
reference to Appendix A of the Company's Definitive Proxy Statement dated
April 30, 1997).*

23.1 Consent of KPMG LLP, page 30.

* Constitutes a "management contract or compensatory plan or arrangement"
required to be filed as an exhibit to this Form 10-K pursuant to Item 14 (c).

Reports on Form 8-K
No reports on Form 8-K were filed during the fourth quarter of 2000.

SIGNATURES

Pursuant to the requirements of Section 12 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Report to be signed
on its behalf by the undersigned, thereto duly authorized.

GOLDEN CYCLE GOLD CORPORATION

By: /s/ R. Herbert Hampton
_________________________________
R. Herbert Hampton
President, CEO, Treasurer & Director
(as both a duly authorized officer
of Registrant and a principal
financial Officer of Registrant)

Date: March 26, 2001

Pursuant to the requirements of the Securities Exchange Act of 1934
this report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the dates indicated:

/s/ Orville E. Anderson
___________________________________ March 26, 2001
Orville E. Anderson, Director Date

/s/ Melvin L. Cooper
___________________________________ March 26, 2001
Melvin L. Cooper, Director Date

/s/ Rex H. Hampton
___________________________________ March 26, 2001
Rex H. Hampton, Director Date

/s/ Frank M. Orrell
___________________________________ March 26, 2001
Frank M. Orrell, Director Date

Independent Auditors' Report

The Shareholders and Board of Directors
Golden Cycle Gold Corporation:

We have audited the accompanying consolidated balance sheets of Golden Cycle
Gold Corporation and subsidiary as of December 31, 2000 and 1999 and the
related consolidated statements of operations, shareholders' equity and cash
flows for each of the years in the three-year period ended December 31, 2000.
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 auditing standards generally
accepted in the United States of America. Those standards require that
we plan and perform the audit to obtain reasonable assurance about 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. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Golden
Cycle Gold Corporation and subsidiary as of December 31, 2000 and 1999, and
the results of their operations and their cash flows for each of the years in
the three-year period ended December 31, 2000, in conformity with
accounting principles generally accepted in the United States of America.

KPMG LLP

Denver, Colorado
February 23, 2001

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDIARY

Consolidated Balance Sheets

December 31, 2000 and 1999

Assets 2000 1999
_______________________________________ _________ _________

Current assets:
Cash and cash equivalents $ 91,591 152,581
Short-term investments (note 2) 1,226,100 1,164,805
Interest receivable and other current assets 72,853 38,489
Note receivable from sale of water
rights (note 3) 190,156 202,257

_________ _________
Total current assets 1,580,700 1,558,132

Assets held for sale - water rights (note 3) 132,680 132,680

Property and equipment, at cost
Land 2,025 2,025
Furniture and fixtures 8,014 8,500
Machinery and equipment 33,225 30,686
_________ _________
43,264 41,211
Less accumulated depreciation and depletion (30,114) (33,144)
_________ _________
13,150 8,067
_________ _________
$ 1,726,530 1,698,879
========= =========

Liabilities and Shareholders' Equity
_______________________________________
Current liabilities -
accounts payable and accrued liabilities $ 9,790 14,078

Shareholders' equity (note 7):
Common stock, no par value. Authorized
3,500,000 shares; issued and outstanding
1,888,450 shares in 2000 and 1999 7,116,604 7,116,604
Additional paid-in capital 1,927,736 1,927,736
Accumulated deficit (7,297,167) (7,331,499)
Accumulated other comprehensive loss -
foreign currency translation adjustment (30,433) (28,040)
_________ _________
Total shareholders' equity 1,716,740 1,684,801
Commitments and contingencies (note 8)
_________ _________
$ 1,726,530 1,698,879
========= =========

See accompanying notes to consolidated financial statements.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDIARY
Consolidated Statements of Operations

Years Ended December 31, 2000, 1999 and 1998

2000 1999 1998

Revenue
Distributions from mining joint venture in
excess of carrying value (note 5) $ 250,000 250,000 250,000

Expenses:
General and administrative 300,955 697,849 552,900
Depreciation expense 2,424 2,673 2,552
Exploration expense 16,931 - 108,522
Write-down of mineral property
development costs (note 4) - - 108,545
_________ _________ _________
320,310 700,522 772,519
_________ _________ _________
Operating loss (70,310) (450,522) (522,519)

Other income (expense):
Interest and other income 104,662 82,155 113,459
Loss on disposal of assets (20) (1,708) (339)
_________ _________ _________
104,642 80,447 113,120
_________ _________ _________
Net income (loss) $ 34,332 (370,075) (409,399)
======== ======== ========
Basic and diluted earnings (loss) per share $ 0.02 (0.20) (0.22)
=== === ===
Basic and diluted weighted average shares
outstanding 1,888,450 1,879,916 1,871,739
========= ========= =========

See accompanying notes to consolidated financial statements.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDIARY
Consolidated Statements of Shareholders' Equity

Years Ended December 31, 2000, 1999, and 1998

Additional
Common stock paid-in Accumulated
____________________
Shares Amount capital deficit Total
________ ________ ________ ________ ________

Balance at
December 31, 1997 1,870,050 7,051,954 1,927,736 (6,552,025) 2,399,764

Net loss - - - (409,399) (409,399)
Foreign currency
translation adjustment - - - - 727
________
Comprehensive loss (408,672)
Stock options exercised 8,400 34,650 - - 34,650
________ ________ ________ ________ ________
Balance at
December 31, 1998 1,878,450 7,086,604 1,927,736 (6,961,424) 2,025,742

Net loss - - - (370,075) (370,075)
Foreign currency
translation adjustment - - - - (866)
________
Comprehensive loss (370,941)
Stock options exercised 10,000 30,000 - - 30,000
________ ________ ________ ________ ________
Balance at
December 31, 1999 1,888,450 7,116,604 1,927,736 (7,311,499) 1,684,801
Net income - - - 34,332 34,332
Foreign currency
translation adjustment - - - - (2,393)
________
Comprehensive income 31,939
________ ________ ________ ________ ________
Balance at
December 31, 2000 1,888,450 7,116,604 1,927,736 (7,297,167) 1,716,740
========= ========= ========= ========= =========

See accompanying notes to consolidated financial statements.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDIARY
Consolidated Statements of Cash Flows

Years Ended December 31, 2000, 1999 and 1998

2000 1999 1998
_______ _______ _______

Cash flows from operating activities:
Net income (loss) $ 34,332 (370,075) (409,399)
Adjustments to reconcile net income
(loss) to net cash used in
operating activities:
Depreciation expense 2,424 2,673 2,552
Loss on disposal of
Assets 20 1,708 339
Write-down of mineral property
development costs - - 108,545
Decrease (increase) in interest
receivable and other
current assets (34,364) 9,910 (16,463)
Decrease in accounts
payable and
accrued liabilities (4,288) (1,948) (11,326)
_______ _______ _______
Net cash used in operating
activities (1,876) (357,732) (325,752)
_______ _______ _______

Cash flows from investing activities:
(Increase) decrease in short-term
investments, net (61,295) 444,066 328,865
Mineral property development costs - - (45,806)
Decrease in other assets - 1,025 4,369
Proceeds from sale of assets 1,035 14,701 1,184
Collection of note receivable 12,101 10,417 9,645
Purchases of property and equipment, net (8,562) (2,764) (4,674)
_______ _______ _______
Net cash provided by
investing activities (56,721) 467,445 293,583
_______ _______ _______
Cash flows provided by (used in) financing
activities -
proceeds from issuance of common
stock, net of offering costs - 30,000 34,650
_______ _______ _______

Effect of exchange rate changes on cash (2,393) (866) 158
_______ _______ _______

Net increase (decrease) in
cash and cash equivalents (60,990) 138,847 2,639

Cash and cash equivalents, beginning of year 152,581 13,734 11,095
_______ _______ _______
Cash and cash equivalents, end of year $ 91,591 152,581 13,734
====== ======= ======
Supplemental disclosure of cash flow information:
Cash paid for interest $ - - -
====== ====== ======

Cash paid for income taxes $ - - -
====== ====== ======

See accompanying notes to consolidated financial statements.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

(1) Summary of Significant Accounting Policies
Golden Cycle Gold Corporation (the Company) acquires and explores mining
properties. The Company's principal investment consists of its joint venture
participation in the Cripple Creek and Victor Gold Mining Company (the Joint
Venture), a precious metals mining company in the Cripple Creek Mining
District of Teller County, Colorado. In addition, during 1997, the Company
established Golden Cycle Philippines, Inc. (GCPI), a wholly-owned subsidiary
of the Company, in the Republic of the Philippines in order to participate in
potential mining opportunities.

Use of Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make various estimates and
assumptions in determining the reported amounts of assets, liabilities,
revenues and expenses for each period presented, and in the disclosure of
commitments and contingencies. Actual results could differ from those
estimates. Changes in these estimates and assumptions will occur based on
the passage of time and the occurrence of future events.

Principals of Consolidation

The consolidated financial statements include the accounts of the Company and
its wholly-owned subsidiary. All significant intercompany transactions and
balances have been eliminated in consolidation.

Short-Term Investments

Short-term investments consist of U.S. Treasury Bills and certificates of
deposit. U.S. Treasury Bills that the Company has both the intent and
ability to hold to maturity are carried at amortized cost.

Investment in Mining Joint Venture

The Company accounts for its investment in the Joint Venture on the equity
method. In prior years, the Company's share of Joint Venture losses exceeded
the remaining carrying value of the investment and, accordingly, the investment
was reduced to zero. Joint Venture distributions in excess of the investment
carrying value are recorded as income. The Company does not record its share
of Joint Venture losses incurred subsequent to the reduction of its investment
balance to zero, as the Company has no obligation to fund operating losses.
To the extent the Joint Venture is profitable, the Company does not record its
share of equity income until the cumulative amount of previously unrecorded
Joint Venture losses have been recouped.

Mineral Exploration and Development Costs

Mineral exploration costs are expensed as incurred. Mineral property
development costs are depleted based upon estimated proven and probable
recoverable reserves.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDIARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

Periodically, the Company assesses the carrying value of its development costs,
property and equipment for impairment by comparing estimated undiscounted cash
flows expected to be generated from such assets with their net book value. If
net book value exceeds estimated cash flows, the asset is written down to fair
value.

Property and Equipment

Office furniture, fixtures and equipment are stated at cost and are depreciated
using the straight-line method over estimated useful lives ranging from three
to ten years.

Foreign Currency Translation

The GCPI operations' functional currency is the local currency and,
accordingly, the assets and liabilities of its Philippines operations are
translated into their United States dollar equivalent at rates of exchange
prevailing at each balance sheet date. Revenue and expenses are translated
at average exchange rates prevailing during the periods in which such items
are recognized in operations.

Gains and losses arising from translation of the consolidated financial
statements of GCPI operations are included in the accumulated other
comprehensive income (loss) - foreign currency translation adjustment account
in shareholders' equity. Amounts in this account are recognized in the
consolidated statements of operations when the related net foreign investment
is reduced. Gains and losses on foreign currency transactions are included
in the statement of operations.

Stock Options

The Company applies Accounting Principles Board Opinion No. 25 and related
interpretations in accounting for its stock option plans. Accordingly, no
compensation cost is recognized for stock options granted with exercise prices
equal to the fair market value of the common stock.

Income Taxes

The Company utilizes the asset and liability method of accounting for income
taxes. Under the asset and liability method, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts and the tax basis
of existing assets and liabilities using enacted tax rates expected to apply in
the years in which such temporary differences are expected to be recovered or
settled. Changes in tax rates are recognized in the period of the enactment
date. A valuation allowance is recognized unless tax assets are more likely
than not to be realized.

(2) Short-Term Investments
The amortized cost of U.S. Treasury Bills, which approximates fair value, at
December 31, 2000 and 1999 was $0 and $196,266, respectively. The Company
held certificates of deposit of $1,226,100 and $968,539 at December 31, 2000 and
1999, respectively. All certificates of deposit held at December 31, 2000
mature within one year.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDIARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

(3) Notes Receivable and Assets Held for Sale
The Company owns certain water rights in Fremont County, Colorado, which are
under a contract for sale pending regulatory approval. A sale of a portion of
the water rights to the City of Cripple Creek for $312,500 closed on December
31, 1996. The Company received cash of $70,000 and a promissory note in the
amount of $242,500. The promissory note is payable in equal payments of
$28,331 annually, including interest, commencing on December 19, 1997 until
December 19, 2001, at which time the remaining principal balance, together with
accrued interest is due and payable.

(4) Mineral Property Development Costs
On January 29, 1999, the Board of Directors of the Company decided to suspend
the operations of Golden Cycle Philippines, Inc. and, as a result, the Company
wrote off its development costs in 1998. Golden Cycle Philippines, Inc. will
remain dormant until the Mineral Production Sharing Agreement (MPSA) is
approved by the Bureau of Mines and Geosciences and the Department of
Environment and Natural Resources. The ultimate outcome of the MPSA award is
not known and is difficult to predict.

(5) Investment in Mining Joint Venture
The Company owns an interest in the Joint Venture with AngloGold Colorado
(AngloGold). AngloGold manages the Joint Venture. The Joint Venture conducts
exploration, development and mining of certain properties in the Cripple Creek
Mining District, Teller County, Colorado. The Joint Venture owns or controls
surface and/or mineral rights in the Cripple Creek Mining District, certain
portions of which are being actively explored and developed.

The Joint Venture Agreement, as amended, generally requires AngloGold to finance
operations and capital expenditures of the Joint Venture. The Joint Venture is
currently operating in an Initial Phase, as defined, that will terminate when
Initial Loans, as defined, have been repaid and when $58 million of Net
Proceeds, as defined, has been distributed 80% to AngloGold and 20% to the
Company. As of December 31, 2000, Initial Loans were approximately $187
million and no Net Proceeds have been distributed. Initial Loans must be
repaid prior to Net Proceeds being distributed to the venturers. After the
Initial Phase, the Joint Venture will distribute metal in kind, 67% to
AngloGold and 33% to the Company. The Agreement also provides for the
Company to receive a minimum annual distribution of $250,000 during the
Initial Phase. Beginning in 1994, such minimum annual distributions are
recoupable against the Company's future share of Net Proceeds, if any.

Whether future gold prices and the results of the Joint Venture's operations
will reach and maintain a level necessary to repay the Initial Loans, complete
the Initial Phase, and thereafter generate net income cannot be assured due to
uncertainties inherent within any mining operation. Based on the amount of
Initial Loans payable to the Manager and the uncertainty of future operating
revenues, management of the Company believes that, without a significant and
sustained increase in the prevailing market price for gold, it is unlikely that
the Company will receive more than the Minimum Annual Distribution from the
Joint Venture in the foreseeable future.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

The Company's share of 2000 Joint Venture losses which have not been recorded
in its consolidated financial statements is $2,628,600. The Company's share
of the 1999 and 1998 Joint Venture losses, which have not been recorded in its
consolidated financial statements, is $1,478,000 and $2,364,000, respectively.
As of December 31, 2000, the Company's accumulated unrecorded losses from the
Joint Venture are $12,666,858.

The condensed balance sheets of the Joint Venture as of December 31, 2000 and
1999 are summarized as follows:

2000 1999
_______ _______
(in thousands)

Assets
_________________________________
Inventory $ 33,236 29,789
Other current assets 2,267 3,079
_______ _______
Total current assets 35,503 32,868

Fixed assets and mine development costs 144,527 141,759
_______ _______
Total assets $ 180,030 174,627
======= =======
Liabilities and Venturers' Equity
_________________________________
Current liabilities $ 12,878 13,088
Payable to AngloGold 187,469 168,087
Capital lease obligations 265 2,181
Accrued reclamation costs 13,378 11,838
_______ _______
Total liabilities 213,990 195,194

Venturers' deficit (33,960) (20,567)
_______ _______
Total liabilities and venturers'
equity $ 180,030 174,627
======= =======

The condensed statements of operations of the Joint Venture for each of the
years in the three-year period ended December 31, 2000 are summarized as
follows:

2000 1999 1998
_______ _______ _______
(in thousands)

Revenue $ 68,877 63,704 67,507
Operating expenses (63,894) (57,666) (63,840)
Interest expense (19,442) (15,605) (15,263)
Other income (expense) 1,316 2,177 (222)
_______ _______ _______
Net loss $ (13,143) (7,390) (11,818)
======= ======= =======

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

(6) Income Taxes

The tax effects of temporary differences that give rise to significant
portions of the deferred tax assets at December 31, 2000 and 1999 are
presented below:

2000 1999
________ ________

Deferred tax assets:
Net operating loss carryforwards $ 589,000 602,000
Provisions for asset impairments, related
to assets held for sale 140,000 140,000
________ ________
729,000 742,000
Valuation allowance (729,000) (742,000)
________ ________
Net deferred tax asset $ - -
======== ========

At December 31, 2000, the Company has net operating loss carryforwards for
income tax purposes of approximately $1,570,000 which expire beginning in
2011 through 2020.

The Company has not recorded an income tax benefit in 2000 or 1999 as it does
not believe it is more likely than not that the benefit of the deferred tax
assets will be realized in the future.

(7) Common Stock Options

Prior to 1992, certain officers, directors and employees were granted options
to acquire 15,000 shares of common stock, at the discretion of the Company's
Board of Directors. As of December 31, 2000, 6,000 of these options were
outstanding and exercisable. The exercise price of the options was based
upon the market value of the common stock on the date of the grant. Such
options expire ten years from the date of the grant.

During 1992, the Company's Board of Directors adopted a Directors' Stock Option
Plan (the Directors' Plan) and a 1992 Stock Option Plan (the 1992 Plan). All
options available under the Directors' Plan were granted prior to
December 31, 1994. During 1997, shareholders approved the 1997 Officers' and
Directors' Stock Option Plan pursuant to which 200,000 shares of the
Corporation's Common Stock were reserved for issuance pursuant to options to
be granted. The 1992 and 1997 Plans provide for the grant of options on a
discretionary basis to certain employees and consultants. Under each plan,
the exercise price cannot be less than the fair market value of the common
stock on the date of the grant. The expiration of the options is ten years
from the date of the grant.

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

Changes in stock options for each of the years in the three-year period ended
December 31, 2000 are as follows:

Weighted
Option price average exercise
Shares per share price
_______ ___________ _________

Outstanding and exercisable at
December 31, 1997 190,000 3.00 - 11.00 8.27
Granted 30,000 7.75 7.75
Exercised (8,400) 4.125 4.125
Expired (31,600) 4,125 - 11.00 7.49
_______
Outstanding and exercisable at
December 31, 1998 180,000 3.00 - 11.00 8.72
Granted 45,000 7.50 7.50
Exercised (10,000) 3.00 3.00
Expired (15,000) 3.00 - 10.75 8.17
_______
Outstanding and exercisable at
December 31, 1999 200,000 6.625 - 11.00 8.78
Granted 25,000 5.9375 5.9375
Expired (70,000) 7.50 - 11.00 8.64
_______ ___________ _________
Outstanding and exercisable at
December 31, 2000 155,000 5.9375 - 11.00 8.40
_______

The weighted average remaining term of options outstanding was 6.1 and 6.9
years at December 31, 2000 and 1999, respectively.

The Company applies APB Opinion 25 and related interpretations in accounting
for its plans. Accordingly, no compensation cost has been recognized for its
stock option plans. Had compensation cost for the Company's stock-based
compensation plans been determined on the fair value at the grant dated for
awards under those plans consistent with the FASB Statement 123, the
Company's net loss and loss per share would have been reduced to pro forma
amounts indicated below:

2000 1999 1998
_______ _______ _______

Net Income (loss):
As reported $ 34,332 (370,075) (409,399)
Pro forma (111,668) (706,117) (639,913)

Basic and diluted earnings (loss) per share:
As reported 0.02 (0.20) (0.22)
Pro forma (0.06) (0.38) (0.34)

GOLDEN CYCLE GOLD CORPORATION
AND SUBSIDARY

Notes to Consolidated Financial Statements

December 31, 2000 and 1999

The fair value of each option grant was estimated on the date of grant using
the Black-Scholes option-pricing model with the following weighted average
assumptions used for options granted:

Risk-free Expected Fair
Dividend Expected interest life value
rate of
yield volatility range (in years) option
________ ________ ________ ________ ________
Options granted in 1998 0 160% 5.59 10 $ 7.68
Options granted in 1999 0 175% 5.82 10 7.47
Options granted in 2000 0 145% 6.26% 10 5.84

The Black-Scholes option-pricing model provides a mathematical calculation of
fair value using the variables above which the Company does not believe
represents the fair value in an exchange transaction between unrelated parties.

(8) Commitments and Contingencies
The Company has a three-year employment contract with its president that pays
an annual salary of $75,000, adjusted annually by the consumer price index,
and expires on June 1, 2002. The Company also has a noncancellable lease
agreement for office space which requires annual lease payments of $10,200
and expires in July 2001.

The Sierra Club and Mineral Policy Center served notice to the Company in a
letter dated September 27, 2000 of their intent to sue Cripple Creek & Victor
Gold Mining Company (CC&V) and potentially its joint venture partners,
including the Company, for alleged violations of the U. S. Clean Water Act.
This Act provides that no court action can be brought for the 60-day period
following the service of this notice. On November 27, 2000, the 60-day
period expired and Sierra Club and Mineral Policy Center filed a complaint in
U.S. District Court for the District of Colorado against CC&V and its joint
venture partners, including the Company. The complaint was served on the
Company on March 13, 2001. The parties have been in settlement discussions
since receipt of the notice of intent to determine if there is an amicable
means of settling the lawsuit. Failing an amicable resolution, CC&V and the
named defendants, including the Company, believe that activities at the
project are in full compliance with the Clean Water Act and will vigorously
defend against this lawsuit.

As of February 23, 2001, the Company is unable to reasonably estimate the
possible cost associated with these matters.

Consent of Independent Auditors

The Board of Directors
Golden Cycle Gold Corporation:

We consent to incorporation by reference in the registration statements
(Nos. 33-47877 and 333-12245) on Form S-3 and (Nos. 33-62952 and 333-26975)
on Form S-8 of Golden Cycle Gold Corporation of our report dated February 23,
2001, relating to the consolidated balance sheets of Golden Cycle Gold
Corporation and subsidiary as of December 31, 2000 and 1999, and the related
consolidated statements of operations, shareholders' equity and cash flows
for each of the years in the three-year period ended December 31, 2000, which
report appears in the December 31, 2000 annual report on Form 10-K of Golden
Cycle Gold Corporation.

KPMG LLP

Denver, Colorado
March 30, 2001