Attached files
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| EXCEL - IDEA: XBRL DOCUMENT - EXCALIBUR INDUSTRIES | Financial_Report.xls |
| EX-32 - EXCALIBUR INDUSTRIES | exca_ex906.htm |
| EX-31 - EXCALIBUR INDUSTRIES | exca_ex302.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 - Q
þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended AUGUST 31, 2012
or
o 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 1-7602
EXCALIBUR INDUSTRIES
(Exact name of registrant as specified in its charter)
State or other jurisdiction of incorporation or organization: UTAH
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IRS Employer Identification Number:
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87-0292122
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Address or principal executive offices;
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Post Office Box 3551
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Duluth, Minnesota 55803
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Phone Number:
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(218) 724-4711
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E-Mail Address:
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mhubert1@msn.com
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Indicate by check mark whether the registrant (1) has filed 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 report); and, (2) has been subject to such filing requirements for the past 90 days. YES þ NO o
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
August 31, 2012 Common Shares 6,319,307
Page 1
EXCALIBUR INDUSTRIES
ITEM 1 - FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEET
For the Periods Ending:
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Aug. 31, 2012
(Unaudited)
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May 31, 2012
(Unaudited)
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ASSETS
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Cash, Savings Certificates, Treasury Bills
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$ | 164,147 | $ | 173,474 | ||||
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Notes and Accounts Receivable
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0 | 0 | ||||||
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Other Assets
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0 | 0 | ||||||
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Total Current Assets
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$ | 164,147 | $ | 173,474 | ||||
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Property, Equipment & Mineral Interests (See Note B)
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103,701 | 103,701 | ||||||
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Less Accumulated Depreciation
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(3,661 | ) | (3,661 | ) | ||||
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Total Fixed and Other Assets
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$ | 100,040 | $ | 100,040 | ||||
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Deposits
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60 | 60 | ||||||
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TOTAL ASSETS
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$ | 264,247 | $ | 273,574 | ||||
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LIABILITIES & SHAREHOLDERS’ EQUITY
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Current Liabilities
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$ | 100 | $ | 100 | ||||
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Other Liabilities Loan from Stockholder
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0 | 0 | ||||||
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Common Stock 0 $.01 Par Value, Authorized 10,000,000 Shares; 6,319,307 Shares issues; 6,319,307 Outstanding
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63,193 | 63,193 | ||||||
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Paid-In Capital in excess of Par
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80,591 | 80,591 | ||||||
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Retained Earnings
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100,504
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109,831 | ||||||
| Accumulated other Comprehensive Income | 19,964 | 19,964 | ||||||
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Treasury Stock
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(105 | ) | (105 | ) | ||||
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Total Shareholders’ Equity
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264,147 | 273,474 | ||||||
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TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY
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$ | 264,247 | $ | 273,574 | ||||
The accompanying notes are an integral of these financial statements. These financial statements are unaudited.
Page 2
EXCALIBUR INDUSTRIES
CONSOLIDATED STATEMENT OF INCOME, EXPENSE AND RETAINED EARNINGS
FOR THE FISCAL QUARTERS ENDED
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Aug. 31, 2012
(Unaudited)
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Aug. 31, 2011
(Unaudited)
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REVENUES
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Interest
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$ | 0 | $ | 0 | ||||
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Total Revenues
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0 | 0 | ||||||
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EXPENSES
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Loan Repayment
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$ | 0 | $ | 0 | ||||
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General and Administrative
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$ | 1,553 | $ | 2,281 | ||||
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Professional Services
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7,774 | 11,432 | ||||||
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Property, Payroll and Other Taxes
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0 | 0 | ||||||
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Claim Fees
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0 | 0 | ||||||
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NET (LOSS)
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(9,327 | ) | (13,713 | ) | ||||
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Retained Earnings Beginning of Period
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109,831 | 116,618 | ||||||
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Retained Earnings at End of Period
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100,504 | 102,905 | ||||||
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Average Shares Outstanding During Period
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6,319,307 | 6,319,307 | ||||||
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NET GAIN (LOSS) PER SHARE
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$ | (0.014 | ) | $ | (0.001 | ) | ||
The accompanying notes are an integral of these financial statements. These financial statements are unaudited.
Page 3
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1
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The information in this report is unaudited and includes the consolidated financial information of Excalibur Industries and its wholly owned subsidiary, Mountain West Mines, Inc.
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In the opinion of Management, the foregoing financial information fairly presents results of operations during the periods represented.
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In the opinion of Management, all material adjustments have been recorded to arrive at the amounts reported, and all significant inter-company transactions have been eliminated from these statements.
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NOTE 2
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Equipment includes capitalized acquisition costs of $2,354 at February 28, 2003 and at November 30, 2002.
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Excalibur and its subsidiary, Mountain West Mines, Inc., have acquired various mining properties, leaseholds, patented claims, and mineral rights interests. These assets are carried at their cost of acquisition unless, in the judgment of the Directors, a lesser amount is felt to be more appropriate because of a permanent decline in value. The Board of Directors has determined that a more realistic value should be placed on the books for financial reporting and has elected to reduce the reporting value for financial statement purposes to $108,106.
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Values for purposes of this financial statement as of February 28, 2003 and November 30, 2002.
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Property and Equipment
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$ | 2,354 | ||
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Mining Equipment
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$ | 1,347 | ||
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Interest in Mining Properties
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$ | 108,106 | ||
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Accumulated Depreciation
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$ | (3,661 | ) | |
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TOTAL
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$ | 108,146 |
Page 4
ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Material Changes in Financial Conditions
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On November 22, 2006, the 10th District U. S. Court of Appeals upheld the adverse ruling of the U. S. District Court – remanded the $510,000.00 fine and later reduced to $3,465.00 court costs to MWM.
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On July 15, 2009, the 10th District Court dismissed the Plaintiff’s (MWM & Joseph P. Hubert) law suit against The Cleveland-Cliffs Iron Co. (Cliffs Natural Resources) with the obligation of an undisclosed court cost.
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No appeal is scheduled.
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On July 30, 2009, the two law firms representing the Defendant (Cliffs) filed attorney fee charges against the Plaintiff for $349,462.00 in the 10th District Court of Wyoming.
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On August 13, 2009, Plaintiff attorneys filed a brief in opposition to Cliffs attorney fees in the 10th District Court of Wyoming.
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On Nov. 30, 2009 Plaintiffs Excalibur Industries (Mountain West Mines) upon recommendation from Council, Joseph P. Hubert agreed to a $100,000.00 settlement with the Cleveland Natural Resources Corp. – payable from royalty received from North Butte and Ruby Ranch deposits production in a two-year installment of $50,000.00 per year upon commencement of mining.
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After six years of litigation – Four U. S. District Courts – One U. S. Court of Appeals and a U. S. Supreme Court petitions – All failed to uphold the clear terms of the MWM/Cliffs May 17, 1967 Option and Agreement. Three judicial decisions are beyond explanation. The resulting loss to Excalibur is historic in U. S. mining.
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In 2010, U. S. District Court Judge Clarence Brimmer was cited in a U. S. Supreme Court petition for “Structural Error” in the Solon Verdict. Pending.
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This is the same Judge Brimmer who ruled against MWM on July 13, 2005 denigrating Joseph P. Hubert, the originator, sole architect, and field manager of the Powder River Project as an “opportunist” and “fined” him $510,000.00 to teach him a lesson.
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U. S. District Court Judge Clarence Brimmer is now on “Senior Status”. Excalibur (MWM) has reissued a petition to the Supreme Court of the United States. Petition refused.
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Six wholly owned prospects have been optioned to Uranerz Energy Corporation with payment of $250,000.00 advance royalty due URZ.
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AMI royalty obligations, as clearly stated in the MWM/Cliffs 1967 Agreement, due Excalibur directly from Cliffs amount to 4% on some 26,000,000 pounds of yellow cake produced through year 2009. Total royalty due in excess of $70,000,000.00 plus interest plus penalty.
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Cliffs “sales” agreements were “validated” by the Appellate Court ruling 11/22/06. Sales agreement terms lock Cliffs into mineral right obligations to MWM, AMI royalty payments to MWM by Successor in Interest, and Successor in Interest AMI guaranties. MWM never sold a single acre of mineral rights to Cliffs; and, Cliffs has never given MWM prior notice of any Joint Venture arrangements.
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MWM/Cliffs 1967 contract obligates Cliffs to royalty payments to MWM on the following active projects:
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| A. | 2011 Cliffs Royalty Obligations to Excalibur as Agreed to in the 1967 Option: |
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1.
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8% yellow cake on:
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North Butte/Brown deposit – 2002 approx. 26,000,000 lbs.
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| Greasewood deposit – 2002 – 4,000,000 lbs. |
| 4% yellow cake on: | Ruby Ranch Deposit – 2002 – 6,400,000 lbs. | |
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Highland deposit and
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Smith Ranch deposit – 2005 – 25,000,000 lbs.
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Ruth deposit – 2005 – 800,000 lbs.
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Reynolds Ranch – 2005 – 16,000,000 lbs.
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2.
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4% yellow cake on:
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Brown Ranch deposit – and
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Irigaray deposit – and
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Christensen deposit – 1998 – 2,800,000 lbs.
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Page 5
ITEM 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
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B.
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2011 ARMZ royalty obligation to Excalibur as agreed to in the Mining Deed of August 22, 1973
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| MWM/American Nuclear Corporation (ANC) – 2 ½ % yellow cake on Brown Ranch Deposit – in 400 plus claim block |
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C.
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2011 Uranerz Energy Corporation (URZ) obligation to Excalibur as agreed to in the Option and Purchase Agreement of December 9, 2005 – Excalibur has a $250,000.00 advance royalty obligation to URZ
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| 8% yellow cake on: |
Nichols Ranch deposit – 2010 – 2,950,000 lbs
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Hank deposit 2010 – 2,250,000 lbs.
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Doughstick deposit – 2011 – 500,000 lbs.
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D.
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Royalty from URZ production on Nichols Ranch has been delayed to early 2013 due to new environmental studies.
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Material Changes in Results of Operations
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Excalibur Director John Morrow, CPA personally delivered to the Chicago office of the SEC, corporate documents pertaining to undisclosed contingency liabilities by Cliffs Natural Resources on the following dates: January 31, 2011; March 8, 2011; and, August 11, 2011.
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On May 6, 2011, Mr. Hubert sent 16 file boxes of legal work product (MGGM), concerning the 1967 contract obligations between Excalibur (MWM) and Cliffs Natural Resources (Cliffs).
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On August 22, 2011, acknowledgement of all received of the above by SEC Assistant Regional Director, Division of Enforcement – Chicago Office.
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The Cleveland, Ohio Law Firm of Mansour, Gavin, Gerlack & Manas Co. L.P.A. agreed to represent Excalibur in legal proceedings against The Cleveland-Cliffs Iron Company. The lawsuit was filed in August 2008. Excalibur has paid $50,000.00 for expenses and MGGM is retained on a contingency basis.
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On November 30, 2009, MGGM LPA completed their legal association with Excalibur.
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The SEC has requested corporate information. A complete background file has been forwarded to the SEC.
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On January 12, 2011 Excalibur signed a Letter of Intent with Meriden Engineering LLC (subsidiary of Superior Minerals Resources LCC) for management services as defined in Services Agreement. Excalibur has no royalty income at present and management services will commence upon receipt of same or will be terminated within a year, January 11, 2012, should there be no royalty payments.
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All loans have been repaid.
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Registrant pays no wages.
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Payment for professional services is scheduled when required: i.e. 10-K report - tax returns, SEC filing fee, attorney charges.
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Another attempt to appear before the United States Supreme Court for a review of the Appellate Court decision has been denied.
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On August 17, 2010, Excalibur received fully executed documents in the exchange of its Drill Hole Library for 2,000,000 warrants of Uranerz Energy Corporation common stock strike price $3.00 - in increments of 500,000 shares in a four-year term with a 6 month holdout period.
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Effective August 25, 2010, Uranerz executed a Shareholders Rights Plan – exercise price at U. S. $8.75/share. Current URZ stock price $2.40.
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Jordan Richard Association (EDGAR services) has complied with the XBRL taxonomy requirements – Excalibur cost $8,376/year.
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Page 6
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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EXCALIBUR INDUSTRIES
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(Registrant)
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Date: September 21, 2012
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/s/ JOSEPH P. HUBERT
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Joseph P. Hubert
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President, Chief Executive Officer
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and Chairman of Board of Directors
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Date: September 21, 2012
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/s/ MARGUERITE H. EMANUEL
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| Marguerite H. Emanuel | |||
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Secretary
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Page 7