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

FORM 10-Q

[X]	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2013

Commission files number 000-54666

AMERICAS DIAMOND CORP.
(Exact name of registrant as specified in its charter)

NEVADA
(State or other jurisdiction of incorporation or organization)

2^nd Floor, Berkeley Square House, Berkley Square

London, United Kingdom W1J 6BD

 (Address of principal executive offices, including zip code.)

Telephone +44 207 681 1620  Facsimile +44 207 681 1620
(Telephone number, including area code)

Resident Agents of Nevada

711 S. Carson Street #4

Carson City, NV  89701

Telephone (775)882-4641 Facsimile (775)882-6818

 (Name, address and telephone number of agent for service)

78 York Street

London W1H 1DP England

 (Former address of principal executive offices, including zip code.)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 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 for such shorter period that the registrant was required to submit and post such files).

YES [X]  NO [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer, "accelerated filer," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer   [   ]                             Accelerated filer   [   ]

Non-accelerated 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]

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  31,891,630 shares as of December 20, 2013

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ITEM 1.  FINANCIAL STATEMENTS

The un-audited quarterly financial statements for the period ended October 31, 2013, prepared by the Company, immediately follow.

AMERICAS DIAMOND MINING CORPORATION

(An Exploration Stage Company)

CONSOLIDATED BALANCE SHEETS

(Expressed in US dollars)

(Unaudited)

	October 31,	January 31,
	2013	2013
ASSETS
Current assets:
Cash and cash equivalents	$ 576	$ 9,550
Prepaid expenses	-0-	2,292
Total current assets	576	11,842
Mineral properties  (Note 2 and 3)	-0-	980,966
Plant and equipment	-0-	1,735,000
Other deferred costs	15,000	-0-
Total assets	15,576	2,727,808
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable (Note 4)	$ 531,540	$ 593,256
Accrued liabilities	88,593	40,457
Equipment Note payable (Note 4 and 8)	-0-	840,000
Shares to be issued (Note 5)	45,000	790,716
Total current liabilities	665,130	2,264,429
Long term Liabilities
Long term equipment note	-0-	545,000
Commitments and contingencies (Note 8)
Stockholders' equity
Common stock (Note 7) ($0.001 par value)
Authorized- 375,000,000 common shares with $0.001 par value
Issued and outstanding-
31,891,630 common shares (January 31, 2013 – 30,000,000)	31,891	30,000
Additional paid-in capital	1,073,825	30,000
Deficit	(1,755,274)	(141,621)
Total stockholders' equity	(649,558)	(81,621)
Total liabilities and stockholders’ equity	$ 15,576	$ 2,727,808
Nature of operations (Note 1)
The accompanying notes are an integral part of these consolidated financial statements.

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AMERICAS DIAMOND MINING CORPORATION

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

(Expressed in United States dollars)

(Unaudited)

	Nine Months Ended October 31, 2013		Nine Months Ended October 31, 2012	January 6, 2010 (Inception) through October 31,2013
EXPENSES
Professional fees	172,797		21,633	247,364
General and administration	30,108		12,770	66,424
Depreciation	-0-		-0-	-0-
Sub-total expenses	203,005		34,403	313,788
Loss before other items	(203,005)		(34,403)	(313,778)
Other items
Interest and other income (expense)	(35,781)		-0-	(26,519)
Mineral property costs	(1,374,966)		(-0-)	(1,414,966)
	(1,415,694)		(-0)	(1,441,485)
Loss for the period	$ (1,613,652)		$ (34,403)	$ (1,755,273)
Basic and fully diluted loss per share	$ (0.001)	$ (0.001)		$ (0.001)
Weighted average number of shares outstanding	31,891,630		30,000,000
The accompanying notes are an integral part of these consolidated financial statements.

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AMERICAS DIAMOND MINING CORPORATION

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in US dollars)

(Unaudited)

	Nine Months Ended October 31, 2013	Nine Months Ended October 31, 2012	January 6, 2010 (Inception) through October 31, 2013
Operating activities
Loss for the period	(1,613,652)	(22,670)	(1,755,273)
Items not affecting cash:
Stock based compensation	-0-	-0-	37,500
Depreciation	-0-	-0-	(-0-)
Sub-total	(1,613,652)	(22,670)	(1,717,773)
Changes in non-cash working capital items
Other	-0-	(10,000)	15,000
Equipment debt	(1,385,000)	-0-	-0-
Prepaid expense/other asset	12,708	-0-	88,592
Accounts payable and accrued liabilities	(69,184)	2,440	481,889
	(3,006,992)	(10,222)	(1,132,192)
Investment activities
Mineral properties and deferred exploration costs	980,966	(-0-)	-0-
Purchase of plant and equipment	1,735,000	(-0-)	-0-
Other deferred costs	-0-	-0-	-0-
Cash provided by (used by) investment activities	2,715,966	(-0-)	-0-
Financing activities
Share capital issued-net of issuance costs	1,045,716	-0-	1,105,716
Share subscriptions	(745,716)	-0-	45,000
Cash provided by financing activities	300,000	-0-	1,150,716
Increase (decrease) in cash and cash equivalents during the period	(8,974)	(10,222)	576
Cash and cash equivalents, beginning of the period	9,550	30,683	-0-
Cash and cash equivalents, end of the period	576	20,550	576
Supplementary information:
Interest paid (received), net	$ 20,727	$ -0-	$ 20,727
The accompanying notes are an integral part of these consolidated financial statements.

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AMERICAS DIAMOND MINING CORPORATION

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in US dollars)

(Unaudited)

October 31, 2013

NOTE 1 - NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS

Americas Diamond Mining Corporation. was engaged in the acquisition and exploration of diamond mining projects in the Americas. The Company was focused on developing its existing mining properties in South America and acquiring and developing new mines with the expectation that the properties can enter production within 24 months. The Company operated in one reporting segment. During this period the Company terminated its agreement on the diamond mining project and wrote off all capitalized costs associated with the project.

PRINCIPLES OF CONSOLIDATION

We generally act as a sole proprietor, but may enter joint agreements with other companies in an effort to achieve our stated operating objectives. Our Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America, and include our accounts and our wholly-owned subsidiaries’ accounts (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation.

USE OF ESTIMATES AND PREPARATION OF FINANCIAL STATEMENTS

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

CASH AND CASH EQUIVALENTS

Cash equivalents comprise certain highly liquid instruments with an original maturity of three months or less when purchased. At the reporting dates, cash and cash equivalents consist of cash and funds invested in money market accounts.

INVESTMENTS

The Company measures its investments based on a fair value hierarchy disclosure framework that prioritizes and ranks the level of market price observability used in measuring assets and liabilities at fair value. Market price observability is affected by a number of factors, including the type of asset or liability and their characteristics. This hierarchy prioritizes the inputs into three broad levels as follows:

 

	•	Level 1—Quoted prices in active markets for identical instruments.
	•	Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.
	•	Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

 

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The Company categorizes its investments as either trading, available for sale, or held to maturity.  The Company does not hold any securities for trading purposes or that we believe would be considered held to maturity.  The Company’s investments are comprised of available-for-sale securities and are carried at fair value with unrealized gains and losses, net of applicable income taxes, recorded within accumulated other comprehensive income.  The Company reviews its investments quarterly for declines in market value that are other than temporary in addition to re-evaluating the investment classification.

FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s financial instruments consist of cash and cash equivalents, investments, accounts payable, notes payables, loans from shareholders and accrued expenses.  The Company considers the carrying values of its financial instruments in the financial statements to approximate their fair value due to the short term nature of such items. The fair values of the Company's debt instruments are calculated based on debt with similar maturities, credit quality and current market rates of interest. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest risks arising from these financial instruments.

CONCENTRATIONS

Financial instruments, which could potentially subject the Company to credit risk, consist primarily of cash, cash equivalents and investments. The Company maintains its cash in bank deposit accounts insured by the Federal Deposit Insurance Corporation. The Company’s account balances, at times, may exceed federally insured limits. The Company has not experienced material losses in such accounts, and believes it is not exposed to any significant credit risk with respect to its cash accounts.

The Company’s operations are all related to the minerals and mining industry. A reduction in mineral prices or other disturbances in the minerals market could have an adverse effect on the Company’s operations.

MINERAL PROPERTIES, MINERAL CLAIM PAYMENTS AND EXPLORATION EXPENSES

The Company capitalizes all costs related to the acquisition of minerals properties and the Company expenses all costs related to the maintenance and exploration of the unproven mineral properties to which it has secured exploration rights. If and when The Company has demonstrated that the mineralization can be profitability mined, then subsequent development costs of the property will be capitalized.

Once capitalized, such costs will be amortized using the units-of-production method over the estimated life of the probable mineralization. To date, excluding the mineral properties acquired in Kansai Mining asset acquisition, the Company has not established the commercial feasibility of its exploration prospects; therefore all costs have been expensed.

Mineralized material is found in a body that has been delineated by appropriately spaced drilling and/or underground sampling to support reported tonnage and average grade of minerals. Such a deposit does not qualify as economic mineralization until legal and economic feasibility are confirmed based upon a comprehensive evaluation of development costs, unit costs, grades, recoveries and other material factors.  Exploration potential is the estimated value of potential mineral deposits that the Company has the legal right to access. The value assigned to exploration potential was determined by interpreting the known exploration information and exploration results, including geological data and/or geological information, that were available as of the acquisition date. Carrying amounts assigned to VBME are not charged to expense until the VBME becomes associated with additional mineralization and the mineralization are produced or the VBME is determined to be impaired. Additions to mineralization for properties with VBME will carry with them the value assigned to VBME at the date acquired, less any impairment amounts.

The Company assesses the carrying costs for impairment under ASC 930 Extractive Activities – Mining (AS 930) annually. An impairment is recognized when the sum of the expected undiscounted future cash flows is less than the carrying amount of the mineral property. Impairment losses, if any, are measured as the excess of the carrying

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amount of the mineral property over its estimated fair value. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

PROPERTY PLANT AND EQUIPMENT

Property, plant and equipment are recorded at cost. Depreciation is recorded on the straight-line basis over estimated useful lives that range from three to five years, but do not exceed the useful life of the individual asset. Normal maintenance and repairs are charged to operations while expenditures for major maintenance and improvements are capitalized. When assets are retired or sold, the related cost and accumulated depreciation are removed from the accounts, and any gain or loss arising from such disposition is included in the consolidated statement of activities.

IMPAIRMENT OF LONG-LIVED ASSETS

Management reviews and evaluates the net carrying value of all facilities, including idle facilities, for impairment at least annually, or upon the occurrence of other events or changes in circumstances that indicate that the related carrying amounts may not be recoverable. We estimate the net realizable value of each property based on the estimated undiscounted future cash flows that will be generated from operations at each property, the estimated salvage value of the surface plant and equipment and the value associated with property interests. All assets of an operating segment are evaluated together for purposes of estimating future cash flows.

Although management has made a reasonable estimate of factors based on current conditions and information, assumptions underlying future cash flows are subject to significant risks and uncertainties. Estimates of undiscounted future cash flows are dependent upon estimates of metals to be recovered from ore mineralization, and to some extent, identified resources beyond initial mineralization, future production and capital costs and estimated metals prices (considering current and historical prices, forward pricing curves and related factors) over the estimated remaining mine life. It is reasonably possible that changes could occur in the near term that could adversely affect our estimate of future cash flows to be generated from our operating properties. If undiscounted cash flows including an asset’s fair value are less than the carrying value of a property, an impairment loss is recognized. The Company has determined that no impairment exists pertaining to its long-lived assets.

ENVIRONMENTAL COSTS

Environmental expenditures that relate to current operations are charged to operations or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations, and which do not contribute to current or future revenue generation, are charged to operations. Liabilities are recorded when environmental assessments and/or remedial efforts are probable, and the cost can be reasonably estimated. Generally, the timing of these accruals coincides with the earlier of completion of a feasibility study or the Company’s commitments to plan of action based on the then known facts. Management has determined that recording a liability pertaining to environmental expenditures as of October 31, 2013 is not needed.

ASSET RETIREMENT OBLIGATIONS

The Company follows ASC 410-20, which addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated retirement costs. The standard applies to legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and normal use of the asset.

ASC 410-20 requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset and this additional carrying amount is depreciated over the life of the asset. The liability is accreted at the end of each period through charges to operating expense. If the obligation is settled for other than the carrying amount of the liability, the Company will recognize a gain or loss on settlement. The Company has no mining projects in production as of October 31, 2013, and the asset retirement obligations are

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usually created as part of the production process. Accordingly, at October 31, 2013, the Company had no asset retirement obligations.

INCOME TAX

The Company accounts for income taxes under ASC 740, Income Taxes. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. ASC 740 also requires that uncertain tax positions are evaluated in a two-step process, whereby (1) it is determined whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is greater than fifty percent likely of being realized upon ultimate settlement with the related tax authority would be recognized.

REVENUE RECOGNITION

We plan to recognize revenue from the sale of product when an agreement of sale exists, product delivery has occurred, title has transferred to the customer and collection is reasonably assured. The price to be received is based upon terms of a sales contract. The Company has not generated revenue activity for the periods presented in the consolidated financial statements.

STOCK BASED COMPENSATION

The Company has adopted ASC 718, Stock Compensation, which requires the Company to measure the compensation cost of stock options and other stock-based awards to employees and directors at fair value at the grant date and recognize compensation expense over the requisite service period for awards expected to vest. The Company has not issued stock options in 2012 or 2013. The Company issues stock for payment of certain professional fees and these stock issuances are expensed based on the market value of the stock on the date granted. The Company expenses these professional fees at the time of stock issuance as the stock issuance date approximates the date the services are performed.

PER SHARE DATA

Basic loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the year. Diluted loss per share is computed by dividing net loss by the weighted average number of common shares outstanding plus common stock equivalents (if dilutive) related to warrants, convertible notes and convertible preferred stock.

There were no stock options, or convertible notes or convertible preferred stock outstanding at October 31, 2013 and January 31, 2013.

RECENT ACCOUNTING PRONOUNCEMENTS

Fair Value Measurements and Disclosures ASC 820, Improving Disclosures about Fair Value Measurements: In January 2010, the Financial Accounting Standards Board (FASB) issued accounting guidance intended to improve disclosures related to fair value measurements. This guidance requires significant transfers in and out of Level 1 and Level 2 fair value measurements to be disclosed separately along with the reasons for the transfers. Additionally, in the reconciliation for the fair value measurements using significant unobservable inputs (Level 3), information about purchases, sales, issuances and settlements must be presented separately (cannot net as one number). This guidance also provides clarification for existing disclosures on (i) level of disaggregation and (ii) inputs and valuation techniques. In addition, this guidance includes conforming amendments for employers’ disclosure of postretirement

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benefit plan assets. This guidance was effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are required for fiscal years beginning after December 15, 2010, and for interim periods within those fiscal years. The adoption of ASC 820 did not have a material impact on the Company’s consolidated results of operations or financial position.

NOTE 2 – ACQUISITION OF ASSETS AND TERMINATION

Asset Purchase Agreement – Kansai Mining Corporation

Pursuant to an Asset Purchase Agreement by and among the Company, SUDAM and Kansai Mining Corporation, the Company acquired the assets associated with a diamond project in Venezuela in two parts: first two diamond leases (Natal I and Natal II) owned by Compania Minera Adamantine (“CMA”), a corporation formed in Venezuela and the second part consisting of plant and equipment comprising a 3-stage treatment plant, a 50-70 TPH scrubber and 10 TPH DMS plant and X-Ray final recovery section from Bateman’s in South Africa.

 

The purchase of SUDAM which includes CMA-an option to purchase 100% ownership interest of Compania Minera Adamantine (“CMA”) by issuing 250,000 shares of a public company (which was subsequently agreed to be Americas Diamond Corporation).  Under the terms of the option agreement SUDAM will have three years to complete the following: a) issue $13,000,000 worth of shares of a public company (which was subsequently agreed to be Americas Diamond Corporation).  50% of these shares will be issued when production permits are issued and the remaining 50% will be issued when commercial production is achieved. The shares will be valued at the lower of $.40 or on a 5 day VWAP (volume weighted average price) when the milestones are reached.  B) SUDAM will pay 100% of all costs related to CMA, the mining leases and the plant & equipment.  In addition Kansai will retain a 10$ net profits interest in the diamond project ½ of which can be purchased within two years for US $3,000,000.

The plant and equipment was purchased for US $1,735,000 paid for over two years with monthly principal payments of $50,000 for 12 months, then payments of $90,000 for 11 months and a final payment in the 24 month. Interest is to be paid monthly at the rate of 6%.

In addition SUDAM agreed to spend the following amounts

a.

Month one –US $45,000

b.

Month two-US $30,000

c.

Month three-US $25,000

d.

Months four thru nine-$60,000

e.

Months ten thru twelve-$50,000

f.

$230,000 for capital costs and spare equipment within the first twelve months

g.

$750,000 per year from the end of year 1for term of the option to further the objective of obtaining production

In the event of default of any provision of the SUDAM Asset Purchase agreement for the mining lease, plant & equipment all the assets revert back to Kansai Mining.  As of April 30, 2011 the Company was not in compliance of the Asset Agreement but had not received any default notice from Kansai Mining.

 

ASC 930-805, states that mineral rights consist of the legal right to explore, extract, and retain at least a portion of the benefits from mineral deposits. Mining assets include mineral rights. Acquired mineral rights are considered tangible assets under ASC 805. ASC 805 requires that mineral rights be recognized at fair value as of the acquisition date.  ASC 930-805-30-1 and 30-2 provides that in fair valuing mineral assets, an acquirer should take into account both:

	·	The value beyond proven and probable reserves (VBME) to the extent that a market participant would include VBME in determining the fair value of the assets.
	·	The effects of anticipated fluctuations in the future market price of minerals in a manner that is consistent with the expectations of market participants.

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In order to fair value the mineral rights acquired, management utilized a compilation and review report prepared by a third-party which documented the estimated proven and probable reserves related to the Natal property. Based on these findings, management estimated the VBME and the Company determined that the fair value of the total consideration paid of $ 980,966  resulting from the Asset Purchase Agreement should be allocated to the mineral rights acquired. The Company has recorded the acquired mineral rights fair value as Mineral properties on the consolidated balance sheet as a separate component of property, plant and equipment. As the mineral rights represent a tangible asset, the assigned fair value should be amortized over the useful life of the mineral right based on the units of production method. Management has preliminarily determined that the useful life for the acquired mineral right approximates twenty years but will reevaluate this estimate at the time production commences. Management will begin the amortization of the asset once development of the site commences in accordance with the units of production method.

There were no material relationships among the Company and Kansai Mining or any of their respective affiliates. It is the policy of the Company to segregate each of its mining projects into separate, wholly owned special purpose vehicles, for the purposes of risk mitigation and financing. The Asset Purchase Agreement was executed as the Company believes that it has the resources to develop the mineral rights related to the projects acquired however in September 2013 the financing agreement was breached and the Company terminated the Asset Purchase Agreement and the property reverted back to Kansai Mining Corporation. The Company wrote off all capitalized costs associated with the purchase.

NOTE 3 - MINERAL PROPERTIES AND PROPERTIES, PLANT AND EQUIPMENT

Our major components of mineral properties and properties, plants and equipment are:

	October 31,				January 31,
	2013				2013
Mine and Mill Equipment	$	-0-			$	$1,735,000
Mineral Properties		-0-				980,966
		-0-				2,715,966
Less: accumulated depreciation, depletion and amortization		-0-				-0-
Net carrying value	$	-0-			$	2,715,966

With the acquisition of the Natal Diamond Project, we also acquired certain mining claims and permits in the transaction. These mineral rights as discussed in Note 2 were fair valued at $980,966 and are presented as Mineral Properties on the consolidated balance sheet. Since that time, we have not commenced any mining operations; therefore, we have not recorded any amortization expense related to any capitalized amounts. Costs of acquiring mining properties are capitalized upon acquisition. Mine development costs incurred either to develop new projects, to expand the capacity of mines, or to develop mine areas substantially in advance of current production are also capitalized once proven and probable reserves exist and the property is a commercially mineable property. Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. Costs of abandoned projects are charged to operations upon abandonment. The Company evaluates the carrying value of capitalized mining costs and related property and equipment costs, to determine if these costs are in excess of the recoverable amount whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable.

In September 2013 the financing agreement was in default and as result the Company relinquished back the Diamond Project to its original owner, Kansai Mining Company.  The Company has written off all costs associated with this project.

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NOTE 4 - NOTES PAYABLE

As part of the purchase of SUDAM by Americas Diamond Corporation $488,216 of debt was paid by the issuance of 971,695 shares of the common stock of Americas Diamond Corporation. These shares were issued during the period ended April 30, 2013.

As part of the January 31, 2013 Asset Purchase Agreement (see note 2) the Company purchased plant and equipment.

Current portion of equipment debt	$ 840,000
Long term portion of equipment debt	$ 540,000
Total due	$ 1,385,000

In September 2013 the financing agreement was in default and as result the Company relinquished back the Diamond Project to its original owner, Kansai Mining Company.  The Company has written off all costs associated with this project.

NOTE 5 - SHARES TO BE ISSUED

The Company is obligated to issue shares either for services, property purchase agreements or for cash.

		Oct 31,				Jan 31,
		2013				2013
Services (55,000 shares)		$	-0-			$	27,500
Mineral Properties (250,000 shares)			-0-				125,000
Purchase of SUDAM (971,695 shares)			-0-				488,216
Cash			45,000				150,000
Total		$	45,000			$	790,716

All shares were valued at 95% of the 10 day moving average of the share price

NOTE 6 - INCOME TAX

The Company had net operating loss carry forwards available to offset future taxable income approximating $141,621 as of January 31, 2013. The Company has determined that realization of a deferred tax asset that has resulted from the net operating losses is not likely and therefore a full valuation allowance has been recorded against this deferred income tax asset. There are no other material deferred tax positions recorded by the Company.

We do not have an accrual for uncertain tax positions as of July 31, 2013. If interest and penalties were to be assessed, we would charge interest to Interest Expense, and penalties to Other Operating Expense. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date.

NOTE 7 - CAPITAL STOCK

Common Stock

As of January 31, 2013, the Company had 30,000,000 share of its $0.001 par value common stock issued and outstanding as of July 31, 2013 the Company had 31,891,630 shares issued and outstanding.

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Warrants and Options

As of October 31, 2013 and January 31, 2013, the Company had no warrants or options for the purchase of shares of common stock issued and outstanding:

NOTE 8 - RELATED PARTY TRANSACTIONS

SUDAM was acquired by Americas Diamond Corporation and the president and CEO of both companies is Daniel Martinez.

NOTE 9 - FINANCIAL CONDITION AND GOING CONCERN

As of October 31, 2013, the Company had cash on hand as of $576 and a working capital deficit of approximately $680,238 and has incurred a loss from operations since inception. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company's continuance is dependent on raising capital and generating revenues sufficient to sustain operations. The Company believes that the necessary capital will be raised and has entered into discussions to do so with certain individuals and companies. Subsequent to the date of this financial statement an agreement was reached with Americas Diamond Corporation to acquire SUDAM effective April 30, 2013.  

The accompanying consolidated financial statements do not include any adjustments that might be necessary should the Company be unable to secure the necessary capital and continue as a going concern.

NOTE 10 - COMMITMENTS AND CONTINGENCIES

None

NOTE 11 - MINING LEASE AND OPTION TO PURCHASE

Natal Diamond Project

The Company purchased SUDAM which owns equipment and an option to purchase the mining leases associated with the Natal Diamond Project as a result of the Asset Purchase agreement with Kansai Mining as discussed in Note 2.

In September 2013 the financing agreement was in default and as result the Company relinquished back the Diamond Project to its original owner, Kansai Mining Company.  The Company has written off all costs associated with this project.

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ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Forward Looking Statements

This report contains forward-looking statements that involve risk and uncertainties.  We use words such as “anticipate”, “believe”, “plan”, “expect”, “future”, “intend”, and similar expressions to identify such forward-looking statements.  Investors should be aware that all forward-looking statements contained within this filing are good faith estimates of management as of the date of this filing.  These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

The Company

On September 14, 2012 Jenny Brown resigned as our President and Chief Executive Officer. As a result, concurrent to Ms. Brown's resignation, we appointed Daniel Martinez, as President, Chief Executive Officer and as a Director of our company.

Our Board of Directors is now comprised of Daniel Martinez.

On October 8, 2012, we filed Articles of Merger with the Nevada Secretary of State to change our name from “Impact Explorations Inc.” to “Americas Diamond Corp.”, to be effected by way of a merger with its wholly-owned subsidiary Americas Diamond Corp., which was created solely for the name change.

Also on October 8, 2012, we filed a Certificate of Change with the Nevada Secretary of State to give effect to a forward split of our authorized, issued and outstanding shares of common stock on a five (5) new for one (1) old basis and, consequently, our authorized capital shall increase from 75,000,000 to 375,000,000 shares of common stock and our issued and outstanding shares of common stock shall increase from 6,000,000 to 30,000,000, all with a par value of $0.001.

Effective October 15, 2012, in accordance with approval from the Financial Industry Regulatory Authority ("FINRA"), we changed our name from Impact Explorations Inc. to Americas Gold Corp. and effected a forward split of our authorized, issued and outstanding shares of common stock on a five (5) new for one (1) old basis, such that, our authorized capital increased from 75,000,000 to 375,000,000 shares of common stock and our issued and outstanding shares of common stock increased from 6,000,000 to 30,000,000, all with a par value of $0.001.

We acquired SUDAM effective January 31, 2013. SUDAM owned a diamond processing plant in Venezuela and had an option to acquire Compania Minera Adamantine (“CMA”) which owns the Natal I and Natal II diamond concessions in Venezuela.  As a result of this acquisition the Company ceased to be “shell company”.  In September 2013 our financing agreement was breached and the Company could not meet its obligations under the Asset Purchase Agreement and the assets reverted back to the Kansai Mining Corporation (SUDAM had previously acquired the assets from Kansai prior to the sale of SUDAM to ADMC.

Results of Operations

We are an exploration stage company and have generated minimal revenues since inception (January 6, 2010) and have incurred $1,755,273 in expenses through October 31, 2013.

For the nine months ended October 31, 2013 we incurred $1,613,652 in expenses.  These expenses consisted of $172,797 in professional fees primarily associated with the diamond project, $31,108 in general and administrative expenses, $1,374,966 of  costs associated written off with diamond property and $40,728 of interest expense primarily associated with the purchase of equipment.  For the same nine month period ended October 31, 2012 we incurred $34,403 in expenses.  These expenses consisted of $ 21,633 in professional fees and $12,770 in general and administrative expenses.

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The following table provides selected financial data about our company for the period ended October 31, 2013.

Balance Sheet Data:

  10/31/13

Cash

$        576

Other Assets

$   15,000

Total assets

$   15,576

Total liabilities

$ 665,132

Shareholders' equity

$(649,558)

Cash provided by financing activities since inception through October 31, 2013 was $1,105,716 from the sale of shares of common stock.

Liquidity and Capital Resources

Our cash balance at October 31, 2013 was $576, with $649,558 in outstanding current liabilities.  Our plan of operation for the next twelve months is to continue our exploration efforts, either on our current claim or possibly on another mineral property if we are able to find one with better prospects than our current property.  During the period ended October, 2013 we expensed $1,374,966 in mineral exploration in Venezuela.

Plan of Operation

Our exploration target is to find exploitable minerals.  Our success depends on achieving that target.  There is the likelihood of our current mineral claim containing little or no economic mineralization or reserves of silver and other minerals.  There is the possibility that our current claim does not contain any reserves and funds that we spend on exploration will be lost.  Even if we complete our current exploration program and are successful in identifying a mineral deposit we will be required to expend substantial funds to bring our claim to production.  We are unable to assure you we will be able to raise the additional funds necessary to implement any future exploration or extraction program even if mineralization is found.

Our agreement with Kansai requires us to spend $60,000 per month on CMA and an additional $230,000 in capital costs.  These costs are needed to re-start the diamond processing plant which is needed for bulk testing of the diamond concession.  During the quarter Kansai agreed to reduce these costs to $30,000 per month however in September our financing agreement was in default and we no longer were able to meet those obligations.  As result we return the property back to Kansai.  All costs previously capitalized were  written off in our financial statement.

The Company has had positive discussion with acquiring oil and gas assets and positive discussions with a new financing group.  We are hopeful that both agreements may soon be completed.  There can be no assurance that we will be successful in this effort.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

ITEM 4.  CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and the principal financial officer, we have conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the end of the period covered by this report.  Based on this evaluation, our principal executive officer and principal financial officer concluded as of the evaluation date that our disclosure controls and procedures were effective such that the material information required to be included in our Securities and Exchange

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Commission reports is accumulated and communicated to our management, including our principal executive and financial officer so that it may be recorded, processed, summarized and reported within the time periods specified in SEC rules and forms relating to our company, particularly during the period when this report was being prepared.

Changes in Internal Controls Over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the last fiscal quarter ended October 31, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 5.  OTHER INFORMATION.

Effective November 27, 2012, our stock symbol changed from “IXPL” to “ADMC” to better reflect the new name of our company.  The symbol change became effective with the Over-the-Counter Bulletin Board at the opening of trading on November 27, 2012.

ITEM 6.  EXHIBITS.

The following exhibits are included with this quarterly filing.  Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Registration Statement on Form S-1, filed under SEC File Number 333-165365, at the SEC website at www.sec.gov:

Exhibit No.

Description

3.1

Articles of Incorporation*

3.2

Bylaws*

31.1

Sec. 302 Certification of Principal Executive Officer

31.2

Sec. 302 Certification of Principal Financial Officer

32.1

Sec. 906 Certification of Principal Executive Officer

32.2

Sec. 906 Certification of Principal Financial Officer

101

Interactive data files pursuant to Rule 405 of Regulation S-T

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SIGNATURES

Pursuant to the requirements of Section 13(a) 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, thereunto duly authorized.

December 23, 2013

Americas Diamond Corp., Registrant

By:

/s/ Daniel Martinez

______________________________

Daniel Martinez, President and Chief Executive Officer,

Chief Financial and Accounting Officer

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

December 23, 2013

Americas Diamond Corp., Registrant

By:

/s/ Daniel Martinez

______________________________

Daniel Martinez, President and Chief Executive Officer,

Chief Financial and Accounting Officer

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