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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1999
Commission File No. 001-06412
LITTLE SQUAW GOLD MINING COMPANY
----------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Alaska 91-0742812
- ---------------------------------- ---------------------------------
(State or other jurisdiction (I.R.S. Employer ID No.)
of incorporation or organization)
933 West Third
P.O. Box 184, Spokane, WA 99210
- ---------------------------------------- ------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (509) 624-2676
Securities registered pursuant to Section 12(b) of the Act:
Name of Each
Title of Each Class Exchange on which Registered
Common stock, $.10 par value Spokane Quotation Service
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes: (X) No: ( )
State the aggregate market value of the voting stock held by non-affiliates
of the Registrant. The aggregate market value shall be computed by
reference to the price at which the stock was sold, or the average bid and
asked prices of such stock, as of a specified date within 60 days prior to
the date of filing.
As of March 14, 2000, 8,351,403 shares of the Registrant's voting common stock,
$.10 per share par value excluding stock held in treasury, were issued and
outstanding. The aggregate market value of such shares held by non-affiliates
of the Registrant on such date was $835,140.00 (based on the average bid and
asked prices on that date in the amount of $.10 per share (low $.06-high $.14).
Documents incorporated by reference - None.
*******************************************************************************
DOCUMENT PAGE: 2 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
PART I
ITEM 1. DESCRIPTION OF BUSINESS
(a) General Description of Business
The Registrant is the owner in fee of 445 acres of patented gold mining
claims consisting of twenty-two (22) claims and one millsite, and controls
another 2,160 acres of unpatented gold mining claims consisting of fifty four
(54) 40 acre State of Alaska Unpatented claims. The mining properties are
located approximately 188 air miles NNW of Fairbanks, Alaska, and 48 miles NE of
Coldfoot, in the Chandalar Mining District. The center of the district is
approximately 70 miles north of the Arctic Circle.
The Registrant was incorporated on May 7, 1959 for the purpose of acquiring
the gold mining properties of the Chandalar District. Operations of the
Registrant during the 1960's resulted in the development of a mining camp, a
mill, several airstrips, and development of a small amount of ore reserves in
underground workings.
In 1972 and 1976, all of the lode mining claims in the Chandalar District
were acquired by the Registrant except for seven forty acre State of Alaska
unpatented claims. In 1978 the Registrant acquired all of the placer mining
claims in the Chandalar District.
In 1987 the registrant determined that it would be in the best interest of
registrant to convert all Federal unpatented claims held by the registrant to
State of Alaska unpatented claims. The claims are located on property which was
formerly all owned by the Federal Government however as of 1991 title to all of
the properties had been transferred to the State of Alaska.
During the 1970's the lode and placer properties were leased to various
parties for exploration and development.
Registrant in November of 1989 and May of 1990 entered into a lease with
Gold Dust Mines, Inc. of all placer mining interests of Registrant located on
the Big Creek, St. Mary's Creek, Little Squaw Creek, Big Squaw Creek, and Tobin
Creek.
During 1988 a consulting Mining Geologist was hired to conduct a study of
the entire placer and lode district. His comprehensive report was completed in
January 1990, and are available for review by interested Mining companies. A
few conclusions from his report are referred to in the section "Description of
Property." The Registrant does not have sufficient funds to undertake
development of the lodes or placer creek drainages, and is actively looking for
a joint venturer mining company to assist the Registrant in the development of
the properties. The long term potential for the district lies in the
development of the lodes which will initially require a substantial drilling
exploration commitment.
During the Spring of 1990 the lessee transported an IHC wash plant, with
numerous large pieces of placer mining equipment to the site over the winter
haul road from Coldfoot to Registrants mining claims. Gold Dust Mines
restricted its placer mining operations during the 1991 and 1992 seasons to the
Tobin Creek drainage. During the last part of the 1993 season, Gold Dust Mines
DOCUMENT PAGE: 3 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
moved its placer operations to the Big Creek, and St. Mary's Creek drainages.
In 1994, placer mining operations were concentrated on the St. Mary's Creek
drainage. During 1995 placer mining operations were conducted on the St. Mary's
Creek and Big Creek Drainages. During 1996, a lease amendment was entered into
between registrant lessor and Old Gold Dust Mines, lessee, wherein Little Squaw
Creek, Big Squaw Creek and Tobin Creek drainages were excluded from the lease
and the lessor currently has an operating lease only on the Big Creek and St.
Mary's Creek drainages.
During 1996 to 1999, these placer mining operations were conducted on the
Big Creek drainage.
In the late summer of 1997, a placer mining lease was executed by the
registrant with DayCreek Mining Company, Inc., an Alaskan corporation. The
lease included the placer mining claims only for the Tobin Creek drainages, Big
Squaw Creek and Little Squaw Creek drainages, but did not include the Big Creek
and St. Mary's Creek drainages. The lessee was to have performed minimum
exploratory drilling during each year of the lease and only a minimum amount of
drilling was performed the first year with some good results. Due to lack of
finances the lessee could not comply with the drilling requirements in 1998 and
the lease was terminated in 1999 by lessor giving a declaration of forfeiture to
the lessees in February of 1999.Lessees have not legally contested the
declaration of forfeiture.
(b) Financial Information About Industry Segments
The applicant's properties consist of both lode mining properties and
placer mining properties. The lode mining properties contain the greatest
potential for development of the property, and since the Company's lode mining
properties are in the exploration and development stage, it is not possible to
make any definitive statements regarding industry segments.
(c) Narrative Description of Business
Since the early 1970's and after its own substantial early expenditures,
the Registrant has attempted to develop its mining properties by leasing with
provisions for base rent and royalties. The Registrant has no independent
business operations except those in the Chandalar Mining District.
LODE OPERATION: The lode claims were last leased between 1979 and 1987. The
total sales from the lodes from 1980 through 1983 was approximately 7,200 ounces
of gold with gross revenues in excess of $2,000,000.00. The operations were not
conducted properly and were not profitable to the Lessee, partly due to a
cave-in on the Mikado mine in 1983. The Lessee concentrated on exploration in
1983 with very little activity in 1984 and 1985. The lode Mill has not been
operated since 1986. The required assessment work on the lode operations was
performed by the placer Lessee from 1985 through 1999.
At this time the Registrant is seeking a company that would be
interested in exploring and developing lode claims as well as the remaining
placer claims.
DOCUMENT PAGE: 4 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
PLACER OPERATION: The current lessee of the Big Creek and St. Mary's Creek
drainages, Gold Dust Mines, Inc., has had control of the placer operation since
1991, but commencing 1996 the placer lease is restricted to the Big Creek and
St. Mary's Creek drainages. Lessee has experienced difficulty in mining on the
scale originally contemplated as a result of loss of some of its financial
backing. The lessee has been financing its mining operations primarily through
the gold which it has recovered during its operations. During the 1999 season
the Lessee, due to lack of adequate financing, had substantial mechanical
problems with equipment which prevented mining for most of the season. According
to the lessee's records they mined from mid August to September 19th. Lessee
spent 259 equipment hours processing 10,130 yards and the lessee recovered 145.3
ounces of gold. The lessee claimed not to have made expenses. The Owner of the
lessee corporation is Mr. and Mrs. Del Ackels, and they have now filed for
personal bankruptcy at the end of the 1999 year. Lessee's owe some back rental
for the 1999 year.
During 1998, the lessee recovered a total of 251 ounces of placer gold
from the Big Creek drainage. During 1996, the lessee recovered a total of 699
ounces of placer gold from the Big Creek drainage. During 1995, lessee
concentrated primarily on the St. Mary's drainage and Big Creek drainage and
recovered a total of 403 ounces of Gold. In 1994 total gold recovered was 554
ounces The placer production for 1993 season was 249.5 ounces, the 1992
production was 838.5 ounces.
The 1997 lease with Day Creek Mining Company, Inc., for the placer claims
required the lessee to do exploratory placer drilling on Little Squaw Creek and
Big Squaw Creek. In 1997 some limited drilling was performed, but not the extent
required by the lease. The report prepared by Gary Fitch, Economic Geologist, at
Fairbanks, Alaska, stated that the drilling was completed between August 30, and
October 5, of 1997. Fifteen (15) holes were drilled and sampled. Twelve (12)
were on Little Squaw Creek and three (3) on Big Squaw Creek. The project
summary included the following report on Little Squaw Creek:
"Drilling accomplished the initial stages of defining a minable deposit by
establishing a 2410 troy ounce proven reserve with remains open-ended laterally
and down-valley. A thirteen thousand (13,000) oz probable reserve is estimated
along twelve hundred (1,200) feet of the creek surrounding the proven block.
Impressive high grades are recorded in Little Squaw Bench production figures,
reported at the Carlson & Buckley shaft and encountered in some of the 1997
drill holes."
The lessee was unable to meet any drilling requirements in 1998 and due to this
breach, along with other specified breaches, the Lease was terminated by the
Registrant. Lessee has not legally contested the termination.
Total historical sales of gold from the entire district are about 82,337
ounces, the majority of which was produced by hand mining methods from the
placer deposits prior to 1950.
ITEM 2. DESCRIPTION OF PROPERTY
(a) The principal assets of the Registrant are mining properties in the
Chandalar Gold Mining District in northern Alaska. The Registrant's holdings
include mining claims, both patented and unpatented, held for lode mining, and
claims, both patented and unpatented, held for placer mining. The lode mining
claims (and associated millsite claims) include 21 patented lode mining claims.
DOCUMENT PAGE: 5 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
The Registrant holds fee title to the patented claims, and in addition, the
Registrant has the below described unpatented lode and placer mining claims. At
one time Registrant held a number of federal unpatented claims, however all of
these claims have been subsequently staked as state unpatented claims, and the
federal unpatented claims have been abandoned. The unpatented mining claims and
millsite claims are subject to the paramount title of the State of Alaska and
all patented and unpatented claims are subject to a reserved two percent gross
royalty in Registrant's predecessor in title. The Chandalar Gold Mining
District is within an area which was owned by the federal government and
selected by the State of Alaska for transfer to the State of Alaska under the
Alaska Lands Law.
The Registrant currently owns in fee 21 twenty-acre patented lode claims, 1
twenty-acre patented placer claim, and l five-acre patented mill site. In
addition Registrant holds 54 forty-acre unpatented state claims. During the
fourth quarter of 1999 Registrant abandoned 51 of the unpatented lode and placer
claims which the president deemed to be non-essential to the overall operations
in the district, and which did not justify the expense to the State of Alaska.
The lode mining claims were located to control the known gold bearing zones, in
an area approximately three miles by seven miles, except for seven State of
Alaska unpatented mining claims, which have never been owned by Registrant, and
which are owned by Registrant's predecessor in title.
The placer mining claims of the Registrant cover the four major drainages
radiating from the area in which the lode mining claims are situated, and
include all areas that were the subject of placer mining operations by
predecessors of the Registrant, as well as substantial portions of these
drainages that have never been mined.
Although the District has long been noted in published literature as being
the source of high-grade ore zones, the cost of fully evaluating the
Registrant's holdings by doing the necessary exploration and development work to
establish the extent of mineralization has, to date, not been accomplished. The
principal evaluation work done by the Registrant, or under its direction has
been on the Mikado mine, the Little Squaw mine, and on the Eneveloe Bonanza mine
by lessees in 1982 and 1983. Each of the groups of claims have been partially
developed by 1,000 to 2,000 feet of underground workings. Within the district
smaller amounts of mostly surface work has established the existence of six
similar zones without accomplishing enough development work to block out
sufficient reserves necessary for vein type mining in the district.
ITEM 3. LEGAL PROCEEDINGS
There are no legal proceedings pending, however the status of the lease
with Gold Dust Mines is unsure, as the lessee is delinquent in lease payments
and actions required to be taken.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no matters submitted to a vote of the security holders of
Registrant during the fourth quarter of Registrant's fiscal year.
DOCUMENT PAGE: 6 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER
MATTERS
(a) The common stock of the Registrant was always registered on the
Spokane Stock Exchange, a national stock exchange, until the Spokane Stock
Exchange ceased operating in 1991. The stock is now listed on the Spokane
Quotation Service. The stock is also traded widely in various over-the-counter
markets in the United States. The Spokane Quotation Service is not subject to
any reporting quotation system, but the high and low sales prices for the stock
for each quarterly period during the past three years are as follows:
<TABLE>
QUARTER LOWEST PRICE REPORTED HIGHEST PRICE REPORTED
- -------------- ----------------------- ------------------------
<S> <C> <C>
First 1997 .09 .09
Second 1997 .08 .09
Third 1997 .11 .12
Fourth 1997 .07 .08
First 1998 .07 .10
Second 1998 .08 .10
Third 1998 .08 .09
Fourth 1998 .03 .08
First 1999 .03 .05
Second 1999 .05 .05
Third 1999 .05 .05
Fourth 1999 .05 .05
</TABLE>
(b) As of December 31, 1999, there were approximately 3,671 holders of
common stock of the Registrant.
(c) No dividends have been declared during the past two years, or to date,
but there are no restrictions upon the issuer's ability to pay dividends if
sufficient earnings become available.
(d) To date the Registrant has not had sufficient earnings to permit
consideration of the payment of dividends.
ITEM 6. SELECTED FINANCIAL DATA
<TABLE>
YEARS ENDED DECEMBER 31,
----------------------------------------------------------
1999 1998 1997 1996 1995
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Revenues $ 1,185 $ 28,311 $ 24,498 $ 21,297 $ 9,339
Net Loss $ 57,812 $ 30,681 $ 31,828 $ 39,963 $ 30,728
Loss per share . $ .00683 $ .00367 $ .00376 $ .00472 $ .00368
Total Assets $ 307,622 $ 324,838 $ 313,485 $ 304,488 $ 311,826
Long-Term Obligations 0 0 0 0 0
Cash Dividend
Declared per share 0 0 0 0 0
</TABLE>
DOCUMENT PAGE: 7 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULT OF OPERATIONS
All of the Registrant's lode properties are still in development stages.
The management has full control of all of the lode properties, and intends to
resume lode operations and placer operations on the open placer claims as soon
as a competent and adequately financed operator can be located. Management has
entered into discussions with prospective companies for lease of the lode and
placer operations. The location of the mining claims, together with the
permafrost found throughout the district, substantially increases the mining
costs.
Management is still discussing with Gold Dust mines the breaches to the
lease and a determination will be made in the near future as to what action
should be taken concerning that lease.
The management is actively seeking joint venturer mining companies capable
of developing the lode operations.
There is a small portion of the property next to the millsite, which has
been identified by the state as requiring cleanup. The estimated cost for
cleanup is $20,000.00-30,000.00, and registrant is waiting until lode operations
resume to perform the cleanup. Registrant has no long term debt, and has
sufficient current assets to meet anticipated expenses during 1997.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA INDEX TO FINANCIAL
STATEMENTS
Page
----
Independent Auditors' Report 9
Balance Sheets, December 31, 1999 and 1998 10
Financial Statements for the Years Ended
December 31, 1999, 1998, 1997, and from
inception (March 26, 1959) through December
31, 1999:
Statements of Operations. 11
Statements of Cash Flows. 12
Statement of Stockholders' Equity 13-20
Notes to Financial Statements 21-24
DOCUMENT PAGE: 8 of 28
<PAGE>
INDEPENDENT AUDITORS' REPORT
Stockholders and Board of Directors
Little Squaw Gold Mining Company
Spokane, Washington
We have audited the accompanying balance sheets of Little Squaw Gold Mining
Company (a development stage company) as of December 31, 1999 and 1998, and the
related statements of operations, cash flows, and stockholders' equity for each
of the three years in the period ended December 31, 1999, and for the period
from March 26, 1959 (inception) through December 31, 1999. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Little Squaw Gold Mining
Company as of December 31, 1999 and 1998, and the results of its operations and
its cash flows for each of the three years in the period ended December 31,
1999, and the period from March 26, 1959 (inception) through December 31, 1999,
in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in note 1 to the
financial statements, the Company has suffered recurring net losses and its
current liabilities exceed its current assets. This raises substantial doubt
about the Company's ability to continue as a going concern. Management's plans
in regard to these matters are also described in note 1. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.
/s/ Lemaster & Daniels
Certified Public Accountants
Spokane, Washington
March 8, 2000
See accompanying notes to financial statements.
DOCUMENT PAGE: 9 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
BALANCE SHEETS
<TABLE>
December 31,
-------------------------------
1999 1998
-------------- -------------
<C> <S> <S>
ASSETS
CURRENT ASSETS:
Cash $ 7,353 $ 25,376
Cash investment 10,000 10,000
Account receivable, other 398 181
Gold inventory 25,871 25,281
-------------- -------------
Total current assets 43,622 60,838
-------------- -------------
PLANT, EQUIPMENT, AND MINING CLAIMS:
Mine buildings 25,911 25,911
Mining and other equipment 141,692 141,692
-------------- -------------
167,603 167,603
Less accumulated depreciation 167,603 167,603
-------------- -------------
- -
Mining claims 264,000 264,000
-------------- -------------
264,000 264,000
-------------- -------------
$ 307,622 $ 324,838
============== =============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable, related party $ 20,018 $ 20,759
Accrued payroll 224,650 186,250
Accrued and withheld payroll taxes 16,966 14,029
Other accrued expense 20,000 20,000
-------------- -------------
Total current liabilities 281,634 241,038
-------------- -------------
CONTINGENCY - -
STOCKHOLDERS' EQUITY:
Common stock--12,000,000 shares,
$.10 par value, authorized;
8,468,506 shares issued 846,850 846,850
Additional paid-in capital 351,237 351,237
Deficit accumulated during the development stage (1,163,925) (1,106,113)
-------------- -------------
34,162 91,974
Less treasury stock, 117,103 shares, at cost 8,174 8,174
-------------- -------------
Total stockholders' equity 25,988 83,800
-------------- -------------
$ 307,622 $ 324,838
============== ==============
</TABLE>
See accompanying notes to financial statements.
<PAGE> 10
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
STATEMENTS OF OPERATIONS
<TABLE>
From Inception
(March 26, 1959)
Years Ended December 31, Through
----------------------------- December 31,
1999 1998 1997 1999
--------- -------- -------- ------------------
<C> <S> <S> <S> <S>
REVENUES:
Royalties, net $ 589 $ 4,811 $ 2,016 $ 398,752
Management fees - - - 4,500
Stock transfer fees - - - 16,586
Interest income 596 1,000 - 25,937
Gold sales and sundry - - - 7,642
Lease and rental - 22,500 22,482 99,330
--------- -------- -------- ------------------
1,185 28,311 24,498 552,747
--------- -------- -------- ------------------
EXPENSES:
Management fees and salaries 38,400 38,400 32,150 840,157
Directors' fees - - - 63,775
Professional services 8,429 7,330 11,579 261,657
Telephone 399 408 353 24,346
Interest - - - 35,986
Office and other rent 3,048 3,048 3,012 57,075
Office supplies and expense 1,582 1,806 1,586 127,568
Taxes, payroll and other 3,458 3,538 3,523 85,156
Travel and meetings 296 897 495 57,910
Depreciation - - - 5,248
Reclamation and miscellaneous 3,385 3,565 3,628 74,456
Loss on partnership venture - - - 53,402
Equipment repairs - - - 25,170
Royalties - - - 1,381
Insurance - - - 1,157
Amortization of organization costs - - - 483
Contract labor, supplies, and freight - - - 1,745
--------- -------- -------- ------------------
58,997 58,992 56,326 1,716,672
--------- -------- -------- ------------------
NET LOSS $ 57,812 $ 30,681 $ 31,828 $ 1,163,925
========= ======== ======== ==================
Loss per share of stock outstanding $ .00683 $ .00367 $.00376
========= ======== ========
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE: 11 of 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
STATEMENTS OF CASH FLOWS
<TABLE>
From Inception
(March 26, 1959)
Years Ended December 31, Through
----------------------------- December 31,
1999 1998 1997 1999
--------- -------- -------- ------------------
<C> <S> <S> <S> <S>
INCREASE (DECREASE) IN CASH
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (57,812) $(30,681) $(31,828) $ (1,163,925)
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities:
Depreciation and amortization - - - 5,733
Stock and options issued for
salaries and fees - - (6,250) 184,782
(Increase) decrease in current assets:
Accounts receivable (217) (181) 285 (398)
Inventory (590) (4,810) (2,016) (25,871)
Increase (decrease) in
current liabilities:
Accounts payable (741) 699 6,224 20,018
Accrued payroll 38,400 38,400 38,400 224,650
Accrued and withheld payroll taxes 2,937 2,935 2,451 16,966
Other accrued expense - - - 20,000
--------- -------- -------- ------------------
Net cash provided by (used in)
operating activities (18,023) 6,362 7,266 (718,045)
--------- -------- -------- ------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Receipts attributable to unrecovered
promotional, exploratory, and
development costs - - - 626,942
Sale of equipment - - - 60,000
Investment in certificates of deposit - - (10,000) (10,000)
Additions to plant, equipment, and
unrecovered promotional,
exploratory, and development costs - - - (343,368)
--------- -------- -------- ------------------
Net cash provided by (used in)
Investing activities - - (10,000) 333,574
--------- -------- -------- ------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock - - - 400,481
Acquisition of treasury stock - - - (8,174)
Organizational costs - - - (483)
--------- -------- -------- ------------------
Net cash provided by financing
activities - - - 391,824
--------- -------- -------- ------------------
NET INCREASE (DECREASE) IN CASH (18,023) 6,362 (2,734) 7,353
CASH, BEGINNING OF YEAR/PERIOD 25,376 19,014 21,748 -
--------- -------- -------- ------------------
CASH, END OF YEAR/PERIOD $ 7,353 $ 25,376 $ 19,014 $ 7,353
========= ======== ======== ==================
</TABLE>
DOCUMENT PAGE: 12 of 28
See accompanying notes to financial statements.
<PAGE>
*Begin Landscape Page Orientation And 9pt Type Size*
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
1959 Issuance of
shares X ) ) 441,300 $ 44,130 $ - $ - $ - $ -
Net loss - - - (428) - 43,702
1960 Issuance of
shares X ) ) 443,780 43,378 - - - -
Net loss - - - (769) - 86,311
1961 Issuance of
shares X ) ) 306,620 30,662 - - - -
Issuance of
shares X ) ) 25,010 2,501 5,002 - - -
Net loss - - - (12,642) 111,834
1962 Issuance of
shares X ) ) 111,239 11,124 - - - -
Issuance of
shares X ) ) 248,870 24,887 49,773 - - -
Issuance of
shares )Mining leases )Par value of
) ) stock issued 600,000 60,000 - - - -
Net loss - - - (5,078) 252,540
1963 Issuance of
shares X ) ) 223,061 22,306 - - - -
Issuance of
shares X ) ) 27,000 2,700 5,400 - - -
Sale of option ) ) - - 110 - - -
Net loss - - - (5,995) - 277,061
1964 Net loss - - - (8,913) - 268,148
1965 Issuance of
shares X ) ) 19,167 1,917 3,833 - - -
Issuance of
shares )Salaries )Price per share issued
) ) for cash during period 19,980 1,998 3,996 - - -
Net loss - - - (9,239) 270,653
(continued next page)
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 13 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
1966 Issuance of
shares X ) ) 29,970 $ 2,997 $ - $ - $ - $ -
Issuance of
shares X ) ) 5,200 520 520 - - -
Net loss - - - (7,119) - 267,571
1967 Issuance of
shares X ) ) 3,700 370 740 - - -
Issuance of
shares )Engineering and )Par value of
) management fees ) stock issued 24,420 2,442 - - - -
Issuance of
shares )Auditing fees ) 2,030 203 406 - - -
Net loss - - - (5,577) - 266,155
1968 Issuance of
shares X ) ) 64,856 6,486 12,971 - - -
Issuance of
shares )Salaries )Price per share 19,980 1,998 3,996 - - -
Issuance of ) ) issued for cash
shares )Directors' fees ) during period 30,000 3,000 6,000 - - -
Net loss - - - (7,322) - 293,284
1969 Issuance of
shares X 12,760 1,276 2,552 - - -
Issuance of
shares X 338,040 33,804 85,432 - - -
Issuance of
shares )Salaries )Approximate price
) ) per share 24,000 2,400 4,800 - - -
Issuance of
shares )Consideration for)issued for cash
) co-signatures )during period 50,004 5,000 10,001 - - -
Net income - - - 2,272 - 440,821
(continued next page)
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 14 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
1970 Issuance of
shares X ) ) 1,000 $ 100 $ 400 $ - $ - $ -
Issuance of
shares )Salaries )Price per share
) ) issued for cash in
) ) prior period 1,500 150 300 - - -
Issuance of
shares )Salaries )Price per share
) ) issued for cash in
) ) current period 444 44 178 - - -
Net loss - - - (8,880) - 433,113
1971 Issuance of
shares X 13,000 1,300 1,500 - - -
Issuance of
shares )Purchase of )
) assets of )
) Chandalar Mining)Par value of stock
) & Milling Co. ) issued 336,003 33,600 - - - -
Net loss - - - (2,270) - 467,243
1972 Issuance of
shares )Purchase of )
) assets of )
) Chandalar Mining)Par value of stock
) & Milling Co. ) issued 413,997 41,400 - - - -
Issuance of
shares )Additional )
) exploratory and )
) development costs)
) through payment )
) of Chandalar )
) Mining & Milling)Dollar value of
) Co. liabilities ) liabilities paid 55,657 5,566 15,805 - - -
(continued next page)
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 15 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
Receipt of ) $ $ $ $ $
Treasury )
stock in )
satisfaction)
of accounts )
receivable )
and invest- )
ment in Chan-)
dalar Mining)
& Milling Co) (125,688) (12,569) (977) - (13,546) -
Issuance of
shares )Mining claims )Par value of stock
) ) issued 2,240,000 224,000 - 13,527 -
Net loss - - - (65,175) - 675,274
1973 Net loss - - - (16,161) - 659,113
1974 Net loss - - - (13,365) - 645,748
1975 Net loss - - - (15,439) - 630,309
1976 Net loss - - - (5,845) - 624,464
1977 Issuance of
shares )Purchase of )
)assets of )
)Mikado Gold )Par value of stock
)Mines ) issued 1,100,100 110,010 - - - -
Net loss (15,822) - 718,652
1978 Issuance of
shares )Mining claims )Par value of stock
Issuance of ) )issued 400,000 40,000 - - - -
shares )Directors' fees) 40,000 4,000 3,200 - - -
Issuance of
shares )Management fees,)
)notes payable, )
)and accrued )Approximate market
)interest )price per share 109,524 10,952 8,762 - - -
Net loss - - - (39,144) - 746,422
(continued next page)
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 16 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
1979 Net loss - $ - $ - $ (18,388)$ - $728,034
1980 Net loss - - - (34,025) - 694,009
1981 Net loss - - - (32,107) - 661,902
1982 Issuance of
shares )Directors' fees )Approximate market
) ) price per share 40,000 4,000 20,000 - - -
Net loss - - - (70,165) - 615,737
1983 Net loss - - - (10,416) - 605,321
1984 Net loss - - - (63,030) - 542,291
1985 Issuance of
shares )Directors' fees )Approximate market
) ) price per share 40,000 4,000 12,000 - - -
Net loss - - - (78,829) - 479,462
1986 Issuance of
shares X 44,444 4,444 5,556 - - -
Net loss - - - (32,681) - 456,781
1987 Issuance of
shares )Officer salary ) 166,000 16,600 18,500 - - -
Issuance of ) )Approximate
stock option )Legal fees ) market price per - - 12,360 - - -
Issuable shares )Directors' fees ) share - - 4,095 - - -
Issuance of
stock option )Equipment )Value of equipment - - 60,000 - - -
Net loss - - - (48,057) - 520,279
1988 Issuance of
shares )Officer salary )Approximate 194,444 19,444 (1,944) - - -
Issuance of ) ) market
stock option )Legal fees ) price per - - 6,200 - - -
Issuable shares )Directors' fees ) per share - - 1,080 - - -
Issuance of )Settlement of
shares ) stock option )Approximate market
) price when option
) was granted 58,860 5,886 (5,886) - - -
(continued next page)
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 17 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
1988 Issuance of $ $ $ $ $
(cont) shares )Settlement of )
)stock right )Approximate market
) ) price when right
) ) was granted 19,500 1,950 (1,950) - - -
Net loss - - - (46,961) - 498,098
1989 Issuance of
shares )Settlement of )
) stock option )Approximate market
) ) price when option
) ) was granted 68,888 6,889 (6,889) - - -
Issuance of
shares )Settlement of )
) stock right )Approximate market
) ) price when right
) ) was granted 12,000 1,200 (1,200) - - -
Net loss - - - (59,008) - 439,090
1990 Net loss - - - (37,651) - 401,439
1991 Issuance of
shares )Directors' fees )Approximate market
) ) price per share 24,000 2,400 - - - -
Purchase of
20,000
treasury
shares X - - - - (1,500) 360,164
Net loss - - - (42,175) - -
1992 Purchase of
32,000
treasury
shares X - - - - (1,680) -
Net loss - - - (41,705) - -
1993 Net loss - - - (71,011) - -
(continued next page)
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 18 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1999
<TABLE>
Deficit
Shares Issued for Basis of Common Stock Accumulated
---------------------- Assignment of Amount -------------------- Additional During the Trea-
Noncash for Noncash Paid-in Development sury
Year Transaction Cash Consideration Consideration Shares Par Value Capital Stage Stock Total
- ---- ----------- ---- ---------------- -------------------- --------- --------- ---------- ----------- -------- ---------
<C> <C> <C> <C> <C> <S> <S> <S> <S> <S> <S>
1994 Issuance of $ $ $ $ $
stock )Officer compen- )Approximate market
option ) sation ) price per share - - 6,250 - - -
Net loss - - - (43,793) - -
1995 Issuance of
shares )Officer compen- )Approximate market
) sation )price per share 153,846 15,385 4,615 - - -
Purchase of
65,000
treasury
shares X - - - - (4,975) -
Net loss - - - (30,728) - -
1996 Net loss - - - (39,963) - -
--------- --------- ---------- ----------- -------- ---------
Balances,
December 31, 1996 8,468,506 846,850 357,487 (1,043,604) (8,174) 152,559
1997 Expiration of
stock option - - (6,250) - - (6,250)
Net loss - - - (31,828) - (31,828)
--------- --------- ---------- ----------- -------- ---------
Balances,
December 31, 1997 8,468,506 $846,850 $ 351,237 $(1,075,432) $(8,174) $(114,481)
--------- --------- ---------- ----------- -------- ---------
1998 Net loss - - - (30,681) - (30,681)
--------- --------- ---------- ----------- -------- ---------
Balances,
December 31, 1998 8,468,506 $846,850 $ 351,237 $(1,106,113) $(8,174) $ 83,800
1999 Net loss - - - (57,812) - (57,812)
--------- --------- ---------- ----------- -------- ---------
Balances,
December 31, 1999 8,468,506 $846,850 $ 351,237 $(1,163,925) $(8,174) $ 25,988
========= ========= ========== =========== ======== =========
</TABLE>
See accompanying notes to financial statements.
DOCUMENT PAGE 19 OF 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Notes to Financial Statements
NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Nature of Operations:
The Company owns various patented and unpatented mining claims in Alaska.
Placer mining of certain claims has been performed by a lessee. The Company is
considered to be a develop-ment stage company, as only nominal operations have
occurred to date. Planned principal operations include lode mining of claims.
The Company operates in one reportable segment, mining operations.
Basis of Presentation:
These financial statements are presented on the basis that the Company is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business over a reasonable length of
time. The accompanying 1999 financial statements show current liabilities
exceeding current assets by approximately $238,000, a deficit accumulated in the
development stage of approximately $1,164,000, stockholders' equity of
approximately $26,000, and a net loss of approximately $58,000. In addition, as
discussed in note 2, the Company's placer mining lessee has defaulted on its
obligations to the Company.
Management's plans for the continuation of the Company as a going concern
include the reduction of operating expenses to the extent possible, continued
deferral of payment of officers' accrued compensation, obtaining a placer lessee
to operate certain placer mining claims, and ultimately to obtain a lode mining
lessee. In addition, some unpatented claims are being abandoned to eliminate
the costs of state fees and minimum assessment work required to maintain the
claims. There are no assurances with respect to the future success of these
plans.
Gold Inventory:
Such asset, representing a mineral royalty received from a placer mining lease,
is stated at net realizable market value. Inventory market value adjustments
are included in royalty income.
Plant, Equipment, and Accumulated Depreciation:
Such assets are based at cost--cost determined by cash, cash items, or value
received for shares of the Company's common stock issued therefor. The mine and
mill build-ings and equipment are located on Company-owned mining claims located
in the Chandalar Mining District of Alaska. A small amount of office equipment
is located at Company offices in Spokane, Washington. All such assets are fully
depreciated.
DOCUMENT PAGE 20 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Notes to Financial Statements
NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):
Mining Claims:
In April 1978, the Company acquired certain patented and unpatented mining
claims located in the Chandalar Mining District from a partnership, a member of
which is an of------ficer/stockholder of the Company. In exchange for the
mining claims, the Company issued 400,000 shares of its previously unissued
shares. A 2 percent gross royalty interest was retained by the partner-ship.
Management assigned a value of $40,000 to the claims which is equal to the par
value of the common stock issued. Any other basis for assign-ing values was not
determinable.
In May 1972, the Company acquired from a corporation and various individu-als
certain patented and unpatented mining claims located in the Chandalar Mining
District which were previously leased. Under the terms of the acquisition
agreement, the Company issued 2,240,000 shares of its previ-ously unissued
(2,114,312) shares and treasury (125,688) shares and transferred certain placer
mining equipment for such claims. In 1975, effective as of January 1, 1974,
management assigned a value of $224,000 to the claims which is equal to the par
value of the common stock issued. Any other basis for assign-ing values was not
determinable. Manage-ment believes there has been no impairment in the values
assigned to the mining claims, based on estimated mineral reserves present in
the claims.
Estimates:
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Significant estimates used in
preparing these financial statements include those assumed in estimating the
recoverability of the cost of mining claims, accrued reclamation costs, and
deferred tax assets and related valuation allowance. Actual results could
differ from those estimates.
Federal and Alaska Income Taxes:
Income tax is provided for the tax effects of transactions reported in the
financial statements and consists of tax currently due plus deferred tax related
to differences between the basis of assets and liabilities for financial and
income tax reporting. The Company, for financial statement purposes, has
reduced unrecovered exploratory and development costs by the excess of lease
income over depreciation and sundry direct mine costs. For income tax
purposes, such items have been treated as income and expense. Also, accrued
officers' compensation is not deductible for income tax purposes until paid.
Deferred tax assets and liabilities represent the future tax return consequences
of those differences, which will either be taxable or deductible when the assets
and liabilities are recovered or settled. A deferred tax asset, subject to a
valuation allowance, is also recognized for tax-basis net operating losses being
carried forward. See note 6.
Loss Per Share:
Such amounts (representing basic and diluted loss per share) are computed based
on the weighted average number of shares out-standing during the years
(8,351,403 in 1999, 1998, and 1997).
DOCUMENT PAGE 21 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Notes to Financial Statements
NOTE 2 -- LEASE OF MINING CLAIMS, MINE AND MILL BUILDINGS, AND EQUIPMENT:
Beginning in 1989, the Company entered into a placer mining lease with Gold Dust
Mines, Inc. (Gold Dust) covering placer mining rights on certain of the
Company's mining claims on creek drainages. The lease provided for annual
advance rentals of $7,500 per creek drainage mined plus an 8 percent royalty
from placer gold production. During the period 1997 through 1999, Gold Dust's
placer mining was limited to one drainage. Lease fees of $7,500 were received
in both 1997 and 1998, along with production royalties paid in gold. In 1999,
however, Gold Dust failed to pay the $7,500 lease fee on the creek drainage it
mined, and a portion of the 1999 production royalties owed to the Company were
also not paid. In February 2000, the owners of Gold Dust (guarantors of Gold
Dust's obligations to the Company) declared bankruptcy. The 1999 unpaid lease
fee ($7,500) and production royalties (estimated at approximately $2,500) were
not reported as assets and revenue in the accompanying financial statements, as
such amounts have been reduced in full by a valuation allowance.
For 1998, the Company also entered into a placer mining lease with Day Creek
Mining Co. and lease fees of $15,000 were received in 1998. The Company
cancelled the lease in 1999.
NOTE 3 -- RELATED PARTIES:
Included in expenses for the years presented are legal fees for services as
corporate counsel by Hollis H. Barnett, a stockholder, director, and secretary
of the Company.
Legal fees of Mr. Barnett charged to expense totalled $2,509 in 1999, $1,525 in
1998, and $5,884 in 1997. Accounts payable for unpaid legal fees totalled
$20,000 and $20,577 at December 31, 1999 and 1998, respectively.
NOTE 4 -- COMMON STOCK:
The Company's former president was granted an option to acquire up to 250,000
restricted shares of the Company's common stock during the three-year period
beginning June 1, 1994. The option was not exercised by June 1, 1997, and
expired. Previously accrued stock option compensation of $6,250 was reversed as
a reduction in management fees and expenses in 1997.
NOTE 5 -- RECLAMATION COSTS:
The Company has accrued a liability of $20,000 as an estimated total cost of
reclamation at December 31, 1999 and 1998. This cost relates to remedial
actions at a single location to clean up ground contamination as required by the
State of Alaska. An outside consultant has estimated the clean-up costs at
$20,000 to $30,000.
DOCUMENT PAGE 22 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Notes to Financial Statements
NOTE 6 -- INCOME TAXES:
At December 31, 1999 and 1998, the Company had deferred tax assets which were
fully reserved by valuation allowances. Following are the components of such
assets and allowances:
<TABLE>
December 31,
1999 1998
-------------- -------------
<S> <C> <C>
Deferred tax assets arising from:
Unrecovered promotional, exploratory, and
development costs $ 56,000 $ 56,000
Accrued compensation 34,000 27,000
Net operating loss carryforwards 41,000 42,000
-------------- -------------
131,000 125,000
-------------- -------------
Less valuation allowance 131,000 125,000
-------------- -------------
Net deferred tax assets $ - $ -
============== =============
</TABLE>
At December 31, 1999, the Company had federal tax-basis net operating loss
carryforwards totalling approximately $276,000 which will expire in various
amounts from 2000 through 2020. Changes in the deferred tax asset valuation
allowance for 1999, 1998, and 1997 relate only to corresponding changes in
deferred tax assets for those years.
DOCUMENT PAGE 23 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
ITEM 9. DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
There has been no change in accountants for over 10 years and there have
been no disagreements regarding any matter or accounting principles or practices
or financial statement disclosures.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
(a) Identification of Directors
<TABLE>
Name (age) Position and Offices
of Director Held (Year First Elected) Principal Occupation
- ------------------------ ------------------------------ --------------------
<S> <C> <C>
Eskil Anderson President & Director Consulting Geologist
(86) 1972 Spokane, Washington
Stewart A. Jackson PH.D Vice President Mining Geologist
(58) and Director (October 1993) Littleton, Colorado
Leonard C. Havlis Director Computer Programmer
(71) 1972 Seattle School Dist.
Seattle, Washington
Ellamae Anderson Director Graduate Gemologist
(77) October, 1986 and Gem Appraiser
Spokane, Washington
Hollis H. Barnett Secretary and Director Attorney at Law
(60) October, 1986 Campbell, Dille, &
Barnett P.L.L.C.
Puyallup, Washington
</TABLE>
There are no arrangements or understandings between any of the foregoing
persons and any other person or persons pursuant to which any of the foregoing
persons were named as Directors.
(b) Identification of Executive Officers
NAME OF OFFICER AGE OFFICE HELD
- ---------------------- --- -------------------------
Eskil Anderson 86 President
Stewart A. Jackson 58 Vice President
Hollis H. Barnett 60 Secretary
There are no arrangements or understandings between any of the foregoing
persons and any other person or persons pursuant to which any of the foregoing
persons were named as executive officers.
DOCUMENT PAGE 24 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
(c) Not Applicable.
(d) Eskil Anderson and Ellamae Anderson are husband and wife. Hollis H.
Barnett is married to Eskil and Ellamae Anderson's daughter. There are no other
"family relationships" as that term is defined under the instructions for Form
10-K existing between any of the Registrant's executive officers.
(e)(1) Eskil Anderson is an independent consulting geologist and has
practiced as an independent consulting geologist for over 40 years. He had
served as President for the Registrant for many years and stepped down to allow
Stewart Jackson to become President in May 1994. In April 1996, Mr. Anderson
was again elected President.
Hollis H. Barnett is a practicing attorney, having practiced law for 31
years, and has served the Registrant as Director and Secretary since October,
1986.
Leonard C. Havlis is retired from the Seattle School District, and has
served as a director of the Registrant since 1972.
Ellamae Anderson is a graduate Gemologist of the G.I.A. (Gemological
Institute of America), is a gem appraiser, and has a small gemological service
business. She assisted the corporation Secretary from 1972 to present and was
the corporation's transfer agent from 1972 to 1980. She was a trustee for the
N.W. Mining Association from 1977-79 and founded and produced the first two
issues of the annual N.W. Mining Association Service Directory. She has been a
Director since October, 1986.
Stewart A. Jackson, Ph.D., has been a Mining Geologist for many years, and
has been affiliated with several mining corporations. His office is in
Littleton, Colorado, where he is actively engaged in mining ventures. Mr.
Jackson serves on the board of directors of Monument Resources, Inc.,
Continental Precious Minerals, Inc., Jopeck Resources, LTD., and as president of
Layfield Resources, Inc., all public companies involved in mining activities.
Mr. Jackson is an experienced professional with 30 years in the mineral
industry, involved in the exploration and development of both base and precious
metal deposits in a wide range of environments for both large and small
companies.
(2) None of the directors is also a director of any company with a class
of securities registered pursuant to Section 12 of the Exchange Act or subject
to Section 15(d) of the Act, or of any company registered under the Investment
Company Act of 1940 except Stewart A. Jackson.
(f) Involvement in Certain Legal Proceedings: None
(g) Promoters and Control Person: Not Applicable
ITEM 11. EXECUTIVE COMPENSATION
A summary of cash and other compensation for the Company's president (chief
executive officer) for the first three most recent years as follows:
DOCUMENT PAGE 25 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
<TABLE>
SUMMARY COMPENSATION TABLE
Annual Compensation
Name and Principal Fiscal All other
Position Year Salary (a) Compensation
- ---------------------- ------ ------------------ --------------
<S> <C> <C> <C>
Eskil Anderson, 1999 $34,850 -0-
President 1998 $34,850 -0-
1997 $34,850 -0-
Each other executive
officer having over
$100,000 of annual
compensation None None
</TABLE>
(a) Salary includes both cash and accrued salary for the year.
(b) For the period 1993-1999 there is accrued salary owed to Eskil
Anderson of $200,350; and to Ellamae Anderson for secretary services of $24,300;
and the sum of $20,000.00 to Hollis Barnett for legal services.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(a) Security ownership of certain beneficial owners:
(b) Security ownership of Management:
<TABLE>
Title of Name and Address Amount and Nature of Percent
Class Beneficial Owner Beneficial Ownership of Class
- ------------- -------------------- ----------------------------- ---------
<S> <C> <C> <C>
Common Eskil Anderson &
Ellamae Anderson 784,577 9.4%
Spokane, WA
Common *Leonard Havlis 50,466 .6%
Seattle, WA
Common Hollis H. Barnett 148,498 1.8%
Puyallup, WA
Common Stewart Jackson 153,846 1.8%
Littleton, CO
Common Total of all officers 1,137,387 shares 13.6%
And directors: of record and
beneficially
*In addition to the shares beneficially owned, Leonard C. Havlis, director,
has the right to vote an additional 9,500 shares as custodian under the Uniform
Gifts to Minors Act.
DOCUMENT PAGE 26 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
(c) Changes in Control:
There are no arrangements known to the Registrant the operation of which
may at a subsequent time result in the change of control of the Registrant.
ITEM 13. CERTAIN RELATIONSHIP AND RELATED TRANSACTIONS
There are no transactions or series of similar transactions since the
beginning of Registrant's last fiscal year in which any of the directors or
executive officers, nominees for election as a director, security holder known
to the Registrant to be owner of record, or beneficially, or more than five
percent of any class of the Registrant's voting securities or any member of the
immediate family of any of the foregoing persons is involved, or any currently
proposed transactions, or series of similar transactions, to which the
Registrant or any of its subsidiaries was or is to be a party, in which the
amount involved exceeds $60,000.00
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) The following documents are filed as a part of the report:
1. All financial statements; see Item 8.
2. There are no financial statements schedules required to be filed
by Item 8 of this Form.
3. Exhibits required to be filed by Item 601 of Regulation S-K.
Exhibit No. 27--Financial data schedule
(b) Reports on Form 8-K. No reports on Form 8-K have been filed during
the last quarter of the period covered by this report.
(c) Not Applicable.
(d) Not Applicable.
(e) The company has determined it does not have a Y2K disclosure
requirement.
DOCUMENT PAGE 27 0F 28
<PAGE>
LITTLE SQUAW GOLD MINING COMPANY
Form 10-K
For the year ended December 31, 1999
SIGNATURES
Pursuant to the requirements of Section 13 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.
LITTLE SQUAW GOLD MINING COMPANY
Date: April 10, 2000 By: Eskil Anderson
President and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
LITTLE SQUAW GOLD MINING COMPANY
Date: April 10, 2000 By: Hollis H. Barnett
Secretary and Director
Date: April 10, 2000 By: Stewart Jackson
Director & Vice President
Date: April 10, 2000 By: Leonard Havlis
Director
Date: April 10, 2000 By: Ellamae Anderson
Director
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Balance Sheet for Little Squaw Gold Mining Company (a development stage
company) at December 31, 1999 (audited) and the Statement of Income for the
year ended December 31, 1999 (audited) and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> DEC-31-1999
<CASH> 17,353
<SECURITIES> 0
<RECEIVABLES> 398
<ALLOWANCES> 0
<INVENTORY> 25,871
<CURRENT-ASSETS> 43,622
<PP&E> 431,603
<DEPRECIATION> (167,603)
<TOTAL-ASSETS> 307,622
<CURRENT-LIABILITIES> 281,634
<BONDS> 0
0
0
<COMMON> 846,850
<OTHER-SE> (820,862)
<TOTAL-LIABILITY-AND-EQUITY> 307,622
<SALES> 1,185
<TOTAL-REVENUES> 1,185
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 58,997
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (57,812)
<INCOME-TAX> 0
<INCOME-CONTINUING> (57,812)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (57,812)
<EPS-BASIC> (.007)
<EPS-DILUTED> (.007)
</TABLE>
