CHIEF CONSOLIDATED MINING CO
SC 13D/A, 1997-03-07
MINERAL ROYALTY TRADERS
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CUSIP NO. 168628 10 5                                          PAGE 1 OF 6 PAGES

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

                                  SCHEDULE 13D

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 2)*

                        CHIEF CONSOLIDATED MINING COMPANY
                                (Name of Issuer)

                                  COMMON STOCK
                         (Title of Class of Securities)

                                   168628 10 5
                                 (CUSIP Number)


 FAY M. MATSUKAGE, ESQ., 4582 S. ULSTER ST. PKWY. #201, DENVER, CO 80237,
                                  303-721-9495
   (Name, Address and Telephone Number of Person Authorized to Receive Notices
                               and Communications)

                                  JUNE 9, 1995
             (Date of Event which Requires Filing of this Statement)

If the person has  previously  filed a statement  on Schedule  13G to report the
acquisition  which is the  subject  of this  Schedule  13D,  and is filing  this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].

Check the following box if a fee is being paid with the statement [ ]. (A fee is
not required only if the reporting person:  (1) has a previous statement on file
reporting  beneficial  ownership  of more  than  five  percent  of the  class of
securities  described  in Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7.)

NOTE: Six copies of this statement, including all exhibits, should be filed with
the  Commission.  See Rule  13d-1(a) for other  parties to whom copies are to be
sent.

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

                                                                SEC 1746 (12-91)



<PAGE>


CUSIP NO. 168628 10 5                                          PAGE 2 OF 6 PAGES

                                  SCHEDULE 13D

  1      NAME OF REPORTING PERSON                   AKIKO GOLD RESOURCES LTD.
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON         84-1319808


  2      CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*            (a) [ ]
                                                                      (b) [ ]
  3      SEC USE ONLY

  4      SOURCE OF FUNDS*
         WC

  5      CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSU-
         ANT TO ITEMS 2(d) OR 2(e)                                        [ ]

  6      CITIZENSHIP OR PLACE OF ORGANIZATION
         BRITISH COLUMBIA

      NUMBER OF          7       SOLE VOTING POWER
     SHARES BENE                 335,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
      FICIALLY                   500,000 SHARES.
      OWNED BY
     EACH REPORT         8       SHARED VOTING POWER
     ING PERSON                  -0-
        WITH             
                         9       SOLE DISPOSITIVE POWER  
                                 335,000 WITH A RIGHT TO ACQUIRE AN ADDITIONAL
                                 500,000 SHARES.

                         10      SHARED DISPOSITIVE POWER
                                 -0-

  11     AGGREGATE  AMOUNT  BENEFICIALLY  OWNED BY EACH  REPORTING
         PERSON  335,000  WITH A RIGHT TO  ACQUIRE  AN  ADDITIONAL
         500,000 SHARES.

  12     CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
         SHARES                                                           [ ]

  13     PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
         7.4 % (18.5% IF ADDITIONAL 500,000 SHARES ARE ACQUIRED)

  14     TYPE OF REPORTING PERSON*
         CO

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
       INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 2 OF 6
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.




<PAGE>


CUSIP NO. 168628 10 5                                          PAGE 3 OF 6 PAGES

ITEM. 1  SECURITY AND ISSUER.

The class of equity  securities to which this Schedule 13D relates is the Common
Stock of  Chief  Consolidated  Mining  Company  (the  "Issuer").  Its  principal
executive offices are located at 866 Second Avenue, New York, New York 10017.

ITEM 2.  IDENTITY AND BACKGROUND.

The person  filing this  statement is Akiko Gold  Resources  Ltd.  ("Akiko"),  a
British  Columbia  corporation,  which is  engaged  in  mining  operations.  Its
principal  office is located at Suite 709 - 700 West Pender  Street,  Vancouver,
British Columbia, Canada V6C 1G8.

(a)               -  (c)  The  following  is  a  list  of  directors,  executive
                  officers,   and  control  persons  of  Akiko,  their  business
                  addresses (if other than the principal office of Akiko), their
                  positions  held  with  Akiko,  and  their  present   principal
                  occupations, as of June 9, 1995:

<TABLE>
<CAPTION>

         NAME AND BUSINESS ADDRESS                POSITION HELD WITH AKIKO               PRINCIPAL OCCUPATION
<S>                                          <C>                                 <C>
                                                                                 President from May 1993 to
Stephen E. Flechner                          Chairman and                        present.
1800 Glenarm Place, Suite 210                President and                       Also President, CEO, and di
Denver, Colorado 80202                       Chief Executive Officer             rector of North Lily Mining
                                                                                 Company (mining company),
                                                                                 1800 Glenarm Place, Suite
                                                                                 210, Denver, Colorado 80202.

Herbert K. Fredrickson                       Director and                        President, Grout Tech Inc.
RR2                                          Engineering Consultant              (mining consulting company),
Kemble, Ontario N0H 1S0                                                          RR2, Kemble, Ontario N0H
                                                                                 1S0 CANADA, 1982 to pres
                                                                                 ent.

Raymond E. Irwin                             Director and                        May 1993 to present.
1800 Glenarm Place, Suite 210                Vice President Exploration          Also, Vice President and direc
Denver, Colorado 80202                                                           tor of North Lily Mining Com
                                                                                 pany (mining company), 1800
                                                                                 Glenarm Place, Suite 210,
                                                                                 Denver, Colorado 80202

Paul C. MacNeil                              Director                            Partner, Campney & Murphy
2100-1111 West Georgia St.                                                       (law firm), 2100-1111 West
Vancouver, B.C. V7X 1K9                                                          Georgia St.,  Vancouver, Brit
CANADA                                                                           ish Columbia V7X 1K9
                                                                                 CANADA.

Roland H. Ridler                             Director and                        President of Roland H. Ridler
2 Shaughnessy Blvd.                          Consulting Geologist                and Associates Inc. (independ
Willowdale, Ontario M2J 1H5                                                      ent geological consultants), 2
CANADA                                                                           Shaughnessy Blvd.,
                                                                                 Willowdale, Ontario M2J 1H5,
                                                                                 CANADA.

</TABLE>

<PAGE>


CUSIP NO. 168628 10 5                                          PAGE 4 OF 6 PAGES

(d)      During  the past five  years none of Akiko,  its  directors,  executive
         officers,  and  control  persons  has  been  convicted  in  a  criminal
         proceeding (excluding traffic violations or similar misdemean ors).

(e)      During  the past five  years none of Akiko,  its  directors,  executive
         officers, and control persons has been party to a civil proceeding of a
         judicial  or  administrative  body as a  result  of  which a  judgment,
         decree,  or final order has been issued enjoining future violations of,
         or  prohibiting  or  mandating  activities  subject to,  United  States
         federal or state  securities laws or finding any violation with respect
         to such laws.

(f)      The citizenship of all the directors,  executive officers,  and control
         persons of Akiko is Canadian,  with the exceptions of Messrs.  Flechner
         and Irwin.

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

In September,  1994,  Akiko  purchased a total of 285,000 shares of the Issuer's
common stock for $1,140,000 in cash. The funds with which Akiko  purchased these
shares were obtained  from  subscriptions  for treasury  stock in the capital of
Akiko, which included the exercise of stock options by Messrs. Flechner,  Irwin,
and Ridler and private  placement  subscriptions  by Messrs.  Michael  Levinson,
Yasuo Takahashi, and Flechner and EBC Zurich AG.

In May, 1995, Akiko sold 200,000 units for (U.S.) $1,000,000. Each unit included
one share of the Issuer's  common stock,  along with shares and warrants for the
Company's common stock.

On June 9, 1995,  Akiko  purchased an additional  250,000 shares of the Issuer's
common stock for  $1,000,000  in cash.  The funds which Akiko  received from the
sale of the 200,000 units in May, 1995, were used to purchase the 250,000 shares
of the Issuer, pursuant to Akiko's option under the March 11, 1994 agreement.

ITEM 4.  PURPOSE OF TRANSACTION.

Akiko acquired the shares of the Issuer's common stock for investment purposes.

(a)      Pursuant  to the  terms of the  agreement,  Akiko may  acquire  500,000
         additional shares of common stock of the Issuer.

None of Akiko, its directors,  executive  officers,  and control persons has any
other present plans or proposals which relate to or would result in:

(b)      an   extraordinary   corporate   transaction,   such   as   a   merger,
         reorganization  or liquidation,  involving the Issuer or any subsidiary
         thereof;

(c)      a sale or transfer of a material  amount of assets of the Issuer or any
         subsidiary thereof;



<PAGE>


CUSIP NO. 168628 10 5                                          PAGE 5 OF 6 PAGES

(d)      any change in the  present  board of  directors  or  management  of the
         Issuer,  including  any plans or proposals to change the number or term
         of directors or to fill any existing vacancies on the board;

(e)      any material change in the present  capitalization or divided policy of
         the Issuer;

(f)      any  other  material  change  in the  Issuer's  business  or  corporate
         structure;

(g)      changes in the Issuer's  charter or bylaws or other  actions  which may
         impede the acquisition of control of the Issuer by any person;

(h)      causing a class of securities of the Issuer to be delisted from a stock
         exchange or to cease to be authorized to be quoted on NASDAQ;

(i)      a class of  equity  securities  of the  Issuer  becoming  eligible  for
         termination  of  registration  pursuant  to  Section  12(g)(4)  of  the
         Securities Exchange Act; or

(j)      any action similar to any of those enumerated above.

Notwithstanding  the foregoing,  Akiko will continue to review its investment in
the Issuer and reserves the right to change its intention with respect to any or
all of such matters.

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER.

(a)      As of June 9, 1995,  Akiko  owned  beneficially  and of record  335,000
         shares of common  stock,  representing  7.4% of the  shares  issued and
         outstanding.  As of June 9, 1995,  Akiko had the right to  purchase  an
         additional 500,000 shares, which would increase Akiko's share ownership
         to 835,000 shares or 18.5%.

         As of June 9, 1995,  officers and directors of Akiko owned the Issuer's
         common stock as follows:

<TABLE>
<CAPTION>
                 NAME                            NUMBER OF SHARES HELD                     PERCENT OF CLASS
                 ----                            ---------------------                     ----------------
<S>                                                        <C>                                     <C>
Stephen E. Flechner                                        0                                       0
Herbert K. Fredickson                                      0                                       0
Raymond E. Irwin                                           0                                       0
Paul C. MacNeil                                            0                                       0
Roland H. Ridler                                           0                                       0

</TABLE>

(b)      Akiko has the sole power to vote and to dispose of the shares.



<PAGE>


CUSIP NO. 168628 10 5                                          PAGE 6 OF 6 PAGES

(c)      During the period  between May 26,  1995,  and and June 9, 1995,  there
         were no transactions in the common stock by Akiko.

(d)      No other  person is known to have the right to  receive or the power to
         direct the receipt of dividends from, or the proceeds from the sale of,
         Akiko's shares of common stock.

(e)      Akiko continues to be the beneficial owner of more than five percent of
         the outstanding common stock of the Issuer.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.

On March 11, 1994, the Issuer and Akiko entered into an agreement which provided
for the acquisition by Akiko of an interest in certain  properties  owned by the
Issuer and up to 1,035,000  shares of the  Issuer's  common  stock,  and a joint
venture  arrangement between the Issuer and Akiko. The joint venture arrangement
pertains to the operation of mining  properties in the Tintic Mining District in
Juab and Utah counties, Utah.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

A copy of the March 11, 1994 agreement described in Item 6 above was filed as an
exhibit with the Schedule 13D dated September 30, 1994.


                                    SIGNATURE

After  reasonable  inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.

                                  AKIKO GOLD RESOURCES LTD.


Date:24 February 1997             By:/s/Stephen E. Flechner
                                        Stephen E. Flechner, President and
                                        Chief Executive Officer

13D-6-95.AMD


<PAGE>




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