UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For The Quarterly Period Ended: June 30, 2010
_ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the Transition Period from _________to ___________.
Commission File Number: 0-16468
MOTHER LODE GOLD MINES CONSOLIDATED
(Exact name of Registrant as specified in its charter)
CALIFORNIA 94-2236016
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1312 CONCANNON BOULEVARD, LIVERMORE, CA 94550-6004
(Address of principal executive offices)
(925) 606-5939
(Registrants telephone number)
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 past 12 months (or for such shorter period that he registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No ?
Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of
this chapter) during the preceding 12 months (or such shorter period that the
registrant was required to submit and post such files). Yes ? No X
Indicate by a check mark whether the registrant is a large accelerated filer, a
nonaccelerated filer or a small reporting company.
Large accelerated filer ? Accelerated filer ?
Nonaccelerated filer ? Smaller reporting company X
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange act Yes ? No X
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
TRADING SYMBOL: MLGM
Class Outstanding
Common Stock, without par value,
as of June 30, 2010 7,614,770
Total Pages: 14
Exhibit Index on Page: 9
PART I - FINANCIAL INFORMATION
Item 1. Financial information required by Item 310(b) of Regulation S-B and by
Rule 10.01 of Regulation SX, for the Company's fiscal quarter ended June 30,
2010. The Company has prepared this information without independent audit or
review.
MOTHER LODE GOLD MINES CONSOLIDATED
CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2010
TABLE OF CONTENTS
Balance Sheets as of June 30, 2010 and December 31, 2009 3
Statement of Operations for the 6-month periods ending
June 30, 2010 and 2009. 4
Statement of Cash Flows for the 6-month period ending
June 30, 2010 and 2009 5
Statements of Stockholders Equity from December 31, 2007
to June 30, 2010 6
Notes to Consolidated Statements 7
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MOTHER LODE GOLD MINES CONSOLIDATED
BALANCE SHEETS
June 30, 2010 and December 31, 2009 (Unaudited)
ASSETS
ASSETS
June 30 December 31
2010 2009
(Unaudited) (Unaudited)
Current Assets
Checking $ 183 $ 302
Total Current Assets 183 302
Other Assets
Loan Receivable, Amador United Gold Mines 225,290 220,008
Investment, Amador United Gold Mines (103,762) (101,228)
Investment, Pacific FarEast Minerals, Inc. (166,221) (163,510)
Pre-paid State Taxes 25 25
Pacific FarEast Minerals common stock 10,560 10,560
Pacific FarEast Mine4rals Warrants 939 939
Total other assets (62,475) (33,206)
Total Assets $(32,987) $(32,904)
LIABILITIES AND SHAREHOLDERS EQUITY
Current Liabilities
Accounts payable $5,400 $4,800
Total current liabilities 5,400 4,800
Shareholders equity
Common stock, without par value,
Authorized, 15,000,000 shares:
Issued and outstanding, March 31
2009: 7,614,770
2008: 7,572,618 7,434,235 7,434,235
Deficit accumulated (7,472,622) (7,417,939)
Net Stockholders equity (38,387) (37,704)
Total Liabilities and Shareholders Equity $(32,987) $(32,904)
See accompanying notes
MOTHER LODE GOLD MINES CONSOLIDATED
STATEMENTS OF OPERATIONS
Three Months and Six Months for Periods Ending June 30, 2010 and 2009
(Unaudited)
Three Months Ended Six Months Ended
Jun 30 Jun 30 Jun 30 Jun 30
2010 2009 2010 2009
(Unaudited) (Unaudited)(Unaudited)(Unaudited)
Pre-operating revenues:
Interest Income 2,657 2,656 5,256 5,253
Miscellaneous Income 0 0 45 361
2,657 2,656 5,301 5,614
Pre-operating Expenses
Rent expense 300 0 600 0
Other administrative expense 57 342 114 684
California Franchise tax 0 0 25 25
357 342 739 709
Net Operating Income (Loss) 2,300 2,314 4,562 4,905
Investment Income
Amador United Gold Mines (Loss) (1,281) (1,414) (2,534) ( 2,810)
Pacific FarEast Minerals (Loss) (16,022) (25,066) (32,016) (44,825)
(17,303) (26,480) (34,550) (47,635)
Net Income (Loss) $(15,003) $(24,166) $(29,988) $(42,730)
Primary gain/(loss) per share $(0.002) $(0.003) $(0.004) $(0.006)
Fully diluted gain/(loss) per share $(0.002) $(0.003) $(0.004) $(0.006)
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See accompanying notes
MOTHER LODE GOLD MINES CONSOLIDATED
STATEMENTS OF CASH FLOW
For Six Month Periods Ending June 30, 2010 and 2009
(Unaudited)
Six Months Ended
Jun 30 Jun 30
2010 2009
(Unaudited) (Unaudited)
Cash flows from Operations: $(29,988) $(42,730)
Adjustments to reconcile net loss to net cash
used in operations:
(Inc) Dec in loans receivable (5,256) (5,278)
Inc (Dec) in accounts payables 600 600
Inc (Dec) in income taxes payable (25) 25
Net cash provided (used) in operations (34,669) (47,383)
Investment Income
Amador United Gold Mines 2,534 2,810
Pacific FarEast Minerals, Inc. 32,016 44,825
Net Cash provided by Investment 34,550 47,635
Net increase (decrease) in cash $ (119) $ 252
Cash, beginning of period 302 232
Cash, end of period $ 183 $ 484
A. Supplemental disclosures of cash flow information $ 25 $ 25
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See accompanying notes
Common Stock Total
Issued and Outstanding Paid-in Accumulated Shareholders
Shares Amount Capital Deficit Equity
Balance at December 31, 2008 7,614,770 $7,434,235 $ 0 $(7,383,904) $ 50,331
Issuance of common stock upon exercise
of Series A stock options 0 0 0 0
Net gain/(loss) 0 0 0 ( 58,730) (58,730)
Balance at December 31, 2009 7,614,770 $7,434,235 $0 $(7,442,634) $(8,399)
Issuance of common stock upon exercise
of Series A stock options 0 0 0 0
Net gain/(loss) 0 0 0 ( 29,988) (29,988)
Balance at June 30, 2010 7,614,770 $7,434,235 $0 $(7,472,622) $(38,387)
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MOTHER LODE GOLD MINES CONSOLIDATED
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2010
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared by the
Company in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included. Operating results for
the six-month period ended June 30, 2010 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2010. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Company's Form 10K for the year ended December 31,
2009.
2. MINING PROPERTIES
As of the date of this report, the Company holds no mining properties directly.
Amador United Gold Mines, an investee company, holds mineral rights to 204.03
acres of the Argonaut Mine, one of California's largest past gold producers.
3. STOCK OPTION PLANS
A. The Company has no active stock option plans and there are no options
outstanding as of June 30, 2010.
B. Compensatory options for a Series A had been issued for services and/or in
satisfaction of Company indebtedness to officers and others. As of June 30,
2010 there are no compensatory options that are in effect. The last options
were exercised in June 2008.
4. OTHER
As of December 31, 2008, the Company agreed to a conversion of its loan made to
its investee company, Pacific FarEast Minerals, Inc. The principal of the loan,
$10,559.50 was converted to 52,795 shares of common stock valued at $0.20 per
share for a total value of $10,339.50. The accrued, but unpaid interest of
$939.10 was converted to 4,695 warrants, valued at $0.20 per share, to purchase
a like number of common shares. The warrants expire on the fifth anniversary
date of the December 31, 2008 date of issue.
4. OFFICE LEASE
The Company does not lease office space, but shares 875 square feet provided by
Pacific FarEast Minerals, Inc. at 1312 Concannon Boulevard, Livermore,
California, a one-story office building in a suburban office park. PFEM charges
the Company $100 per month as its fair share of the monthly rent and related
expenses.
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Part I - Financial Information (continued)
Item 2. Management's Plan of Operations
Plan of Operations. The sole activity of the Company during the Second
Quarter of 2010 was to assist Pacific FarEast Minerals, Inc. in the
identification, management, administration and exploration/development of
properties in the Mother Lode Gold Belt of California that may have economic
potential for the recovery of minerals, especially gold. The Company owns
19.27% of the common stock of Pacific FarEast Minerals, Inc., the only
outstanding security of Pacific FarEast Minerals, Inc.
Other than minor cash payment for the transfer of stock, the Company has no
cash income. Income from this source through the Second Quarter 2010 was $45.
The company's minimal expenses to maintain operations of the Company are,
when required,
paid by private loans from officers and directors of the Company.
Summary of Financial Results. Mother Lode Gold Mines Consolidated (the
Company) showed a Second Quarter 2010 loss of $29,988, compared with a loss of
$42,730 for the Second Quarter 2009. Sources of cash flow to the Company had
historically been derived from: (1) mining contracts with other mining
companies, (2) securities offerings and (3) drilling programs.
As of June 30, 2010, there were 7,614,770 shares of common stock issued and
outstanding.
Preparation of Financial Statements. The financial statements of June 30,
2010, and for the six-month period then ended, were prepared by the Company and
have not been audited or reviewed by independent auditors prior to filing.
Investee Companies
A. - Amador United Gold Mines (AUGM). There was no activity by this
corporation during the Second Quarter 2010. The Company owns 48.20% of the
common stock (the only outstanding security) of AUGM. AUGM holds 43,000 shares
of Sutter Gold Mining Inc (SGM) and 204.03 acres of mineral rights to the
Argonaut Mine, one of California's largest past gold producers.
B. - Pacific FarEast Minerals, Inc. (PFEM). During the Second Quarter
of 2010, PFEM, continued an exploration program in the Mother Lode gold belt
region of California.
During 2008, through a Private Placement Memorandum, dated February xx, 2008,
PFEM raised $656,201, which corresponds to 1,051,673 common shares of PFEM. The
offering price was $0.60 per common share
As of June 30, 2010, there were 11,038,500 total issued and outstanding common
shares (the only outstanding security) of Pacific FarEast Minerals, Inc. The
Company currently owns 2,127,386 shares, or 19.27%, of the common stock of
Pacific FarEast Minerals, Inc.
Item 3. Disclosure Controls and Procedures
(a) The principal executive and financials officers of the Company are of the
opinion that all required disclosures have been properly made
(b) The have been no changes in the internal controls for financial reporting.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings: Not Applicable.
Item 2. Changes in Security: Not Applicable.
Item 3. Default Upon Senior Securities: Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders: Not applicable.
Item 5. Other Information:
Item 6. Exhibits
Exhibit 11, Statement re Computation of Per Share Earnings Page 14
Note: Exhibits 2,3,4,10,15,18, 19, 22,23,24,31, 32, 99 and 100, as specified
under Item 601 of Regulation S-B are not applicable and therefore are not
included as Exhibits with this Form 10Q.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
MOTHER LODE GOLD MINES CONSOLIDATED
Date: November 5, 2010 o/s Frank M. Orrell
Frank M. Orrell
Chairman, CEO
Date: November 5, 2010 o/s Byron S. James
Byron S. James,
Chief Financial Officer
CERTIFICATION OF PERIODIC REPORT
We, Frank M. Orrell, Chief Executive Officer and Byron S. James, Chief
Financial Officer, respectively of Mother Lode Gold Mines Consolidated (the
"Company"), do certify, pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, 18 U.S.C. Section 1350, that:
(1) the Quarterly Report on Form 10Q of the Company for the quarterly period
ended June 30, 2010 (the "Report") fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d); and
(2) the information contained in this unaudited Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company to the best of our knowledge.
Date: November 5, 2010 o/s Frank M. Orrell
Frank M. Orrell
Chairman, CEO
Date: November 5, 2010 o/s Byron S. James
Byron S. James,
Chief Financial Officer
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I, Frank M. Orrell, certify that:
1. I have reviewed this quarterly report on Form l0Q of Mother Lode Gold
Mines Consolidated;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition of this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined m
Exchange Act Rules l3a-14 and 15d-14) for the registrant and we have:
a) designated such disclosure contro1s and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed,
based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: November 5, 2010 o/s Frank M. Orrell
Chairman, CEO
I, Byron S. James, certify that:
1. I have reviewed this quarterly report on Form l0Q of Mother Lode Gold
Mines Consolidated;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition of this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined m
Exchange Act Rules l3a-14 and 15d-14) for the registrant and we have:
a) designated such disclosure contro1s and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries is made known to us by others within those entities particularly
during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;
5. The registrants other certifying officers and I have disclosed,
based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: November 5, 2010 o/s Byron S. James
Secretary, CFO
MOTHER LODE GOLD MINES CONSOLIDATED
EARNINGS PER SHARE
(FULLY DILUTED)
CUMULATIVE 3 MO TO 3 MO TO 6 MO TO 6 MO TO 12 MO TO
DATE SHARES SHARES MONTHS 6/30/10 6/30/09 6/30/10 6/30/09 12/31/09
For the period 2/8/74 thru 12/31/07 (A)
01/01/08(A) 176,855 7,530,466 3
03/31/08 (A) 42,152 7,572,618 3
06/30/08 (A) 42,152 7,614,770 3
09/30/08 0 7,614,770 3
12/31/08 0 7,614,770 3
03/31/09 0 7,614,770 3 22,844,310
06/30/09 0 7,614,770 3 22,844,310
09/30/09 0 7,614,770 3 22,844,310
12/31/09 0 7,614,770 3 22,844,310 22,844,310 22,844,310
03/31/10 0 7,614,770 3 22,844,310 22,844,310 22,844,10 22,844,310
06/30/10 0 7,614,770 0
22,841,310 22,841,310 45,688,620 45,688,620 91,377,240
MONTHS 3 3 6 6 12
WEIGHTED AVERAGE SHARES 7,614,770 7,614,770 7,614,770 7,614,770 7,614,770
NET INCOME/LOSS) $(24,166) $(52,443) $(42,730) $6,688 $(73,566)
EARNINGS/LOSS PER SHARE, FULLY DILUTED $(0.003) $(0.007) $(0.006) $0.001 $(0.010)
Notes: (A) conversion to common stock of Series A preferred shares previously issued.
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MOTHER LODE GOLD MINES CONSOLIDATED
EARNINGS PER SHARE
(PRIMARY)
CUMULATIVE 3 MO TO 3 MO TO 6 MO TO 6 MO TO 12 MO TO
DATE SHARES SHARES MONTHS 6/30/09 6/30/08 6/30/09 6/30/08 12/31/08
For the period 2/8/74 thru 12/31/07 (A)
01/01/08(A) 176,855 7,530,466 3
03/31/08 (A) 42,152 7,572,618 3
06/30/08 (A) 42,152 7,614,770 3
09/30/08 0 7,614,770 3
12/31/08 0 7,614,770 3
03/31/09 0 7,614,770 3 22,844,310
06/30/09 0 7,614,770 3 22,844,310
09/30/09 0 7,614,770 3 22,844,310
12/31/09 0 7,614,770 3 22,844,310 22,844,310 22,844,310
03/31/10 0 7,614,770 3 22,844,310 22,844,310 22,844,10 22,844,310
06/30/10 0 7,614,770 0
22,841,310 22,841,310 45,688,620 45,688,620 91,377,240
MONTHS 3 3 6 6 12
WEIGHTED AVERAGE SHARES 7,614,770 7,614,770 7,614,770 7,614,770 7,614,770
NET INCOME/LOSS) $(29,988) $(52,443) $(42,730) $6,688 $(73,566)
EARNINGS/LOSS PER SHARE, FULLY DILUTED $(0.003) $(0.007) $(0.006) $0.001 $(0.010)
Notes: (A) conversion to common stock of Series A preferred shares previously issued.
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