UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 (NO FEE REQUIRED)
For The Quarterly Period Ended: June 30, 2003
_ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934.
(NO FEE REQUIRED)
For the Transition Period from _________to ___________.
Commission File Number: 0-16468
MOTHER LODE GOLD MINES CONSOLIDATED
(Exact name of Company as specified in its charter)
CALIFORNIA 94-2236016
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1440 CONCANNON BOULEVARD, LIVERMORE, CA 94550
(Address of principal executive offices)
(925) 455-0802
Issuer's telephone number
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEEDING FIVE YEARS
Check whether the registrant filed all documents and records required to be
filed by Section 12, 13 0r 15(d) of the Exchange Act after the distribution of
the securities under a plan confirmed by a court. ? Yes ? No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.
TRADING SYMBOL: MLGM
Class Outstanding
Common Stock, 6,379,512
without par value as of June 30, 2003
Transitional Small Business Disclosure Format (Check One): Yes ? No ?
Total Pages: 15
Exhibit Index on Page: 13
PART I - FINANCIAL INFORMATION
Item 1. Financial information required by Item 310(b) of Regulation S-B and by
Rule 10.01 of Regulation SX, for the Company's fiscal quarter ended June 30,
2003 The Company has prepared this information without independent audit.
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2003
TABLE OF CONTENTS
Consolidated Balance Sheets as of June 30, 2003 and December 31, 2002 3
Consolidated Statement of Operations for the 6-month period ending
June 30, 2003. 4
Consolidated Statement of Cash Flows for the 6-month period ending
June 30, 2003 5
Consolidated Statements of Stockholder's Equity from inception on February 8,
1974 to June 30, 2003 6
Notes to Consolidated Statements 7
(The balance of this page is intentionally left blank)
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
BALANCE SHEETS
(1990 through 2003 Unaudited)
ASSETS
June 30 December 31
2003 2002
(Unaudited) (Unaudited)
Current Assets
Cash $127 $115
Total current assets 127 115
Other Assets
Property rights 618,332 618,332
Note receivable from
Amador United Gold Mines 96,482 94,257
Total other assets 714,814 712,589
$714,940 $712,704
LIABILITIES AND SHAREHOLDERS EQUITY
Current Liabilities
Accounts payable $39,352 $34,926
California income tax 11,256 11,256
Total current liabilities 50,607 46,182
Non-current liabilities
Notes payable 15,809 11,751
Deferred fees payable 58,303 58,303
Total non-current liabilities 74,112 70,055
Stockholder's equity
Common stock, without par value,
Authorized, 7,500,000 shares:
Issued and outstanding, June 30,
2003: 6,379,512
2002: 6,171,477 6,718,518 6,641,029
Paid-in capital representing rights to
acquire a maximum of 879,039 shares
(See Note 3) 646,946 724,435
Deficit accumulated during development stage (6,775,244) (6,768,997)
Net stockholder's equity 590,221 549,468
$714,940 $712,704
See accompanying notes
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(1990 through 2003 Unaudited)
Three Months Ended Six Months Ended
Jun 30 Jun 30 Jun 30 Jun 30
2003 2002 2003 2002
Pre-operating revenues:
Payments received under
joint venture agreements: $0 $0 $0 $0
Interest Income 1,195 2,464 2,556 2,743
Sub-total 1,195 2,464 2,556 2,743
Pre-operating Expenses
Lease and non-creditable option
payments on mining properties 0 0 0 0
Evaluation of mining properties 0 655 1,200 655
Legal and accounting 0 0 25 0
Interest expense 2,205 3,630 4,855 5,754
Administrative compensation 0 0 0 0
Other administrative expense 1,044 1,002 2,673 2,113
Depreciation/Amortization 0 0 0 0
California Franchise tax 0 25 50 25
Other expenses 0 0 0 0
Sub-total 3,249 4,658 8,803 8,557
Net operating income (2,054) (2,193) (6,247) (5,813)
Net gain/(loss) ($2,054) ($2,193) ($6,247) $(5,813)
Primary gain/(loss) per share ($0.000) ($0.000) ($0.001) ($0.001)
Fully diluted gain/(loss) per share ($0.000) ($0.000) ($0.001) ($0.001)
See accompanying notes
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(1990 through 2003 Unaudited)
Six Months Ended
Jun 30 Jun 30
2003 2002
Cash flows from operating activities: ($6,247) (5,813)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation and amortization 0 0
Salaries and fees 0 0
(Increase) Decrease in deposits 0 0
(Increase) Decrease in pre-paid expenses 0 0
(Increase) Decrease in loans receivables (2,225) (1,101)
Increase (Decrease) in accounts payables 4,426 4,402
Increase (Decrease) in long term loans 0 0
Incr (Decr) in deferred officer salaries 0 0
Incr (Decr) in income taxes payable 0 25
Incr (Decr) Minority Interest due to Dissolution 0 0
Incr (Decr) in property loss from abandonment 0 0
Gross cash used in operating activities 2,201 3,326
Cash flow from investing activities:
Minority investment 0 0
Purchase of mining property 0 0
Net cash provided by (used in) investing 0 0
Cash flows from financing activities:
Issuance of Series B Stock 0 0
(Inc)Dec Conversion Series A to Common (77,489) (110,173)
Proceeds from sale of company stock 77,489 110,173
Increase (Decrease) in expiration of:
Series A Preferred Stock 0 0
1984 Option Plan 0 0
Net borrowing from notes payable 4,058 3,767
Net cash provided by financing activities 4,058 3,767
Net increase (decrease) in cash $12 $1,280
Cash, beginning of period 115 83
Cash, end of period $127 $1,363
A. Supplemental disclosures of cash flow information for the 338 month since
inception to June 30, 2003
Cash paid for: Interest $719,084
Income taxes $37,755
B. Supplemental schedule of non-cash investing and financing activities for the
353 months from inception to June 30, 2003
The Company has satisfied various liabilities (Note 3) by issuance of stock or
options (Exercise price: $0.0001 per share) to acquire common stock:
Stock Options Stock
Salaries $596,888
Lease Payments 47,748
Equipment _ 0 $5,000
Total $644,636 $5,000
See accompanying notes
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
(1990 through 2003 Unaudited)
Issued and Outstanding Paid-in Since Inception
Shares Amount Capital February 1974
From Inception, February 24, 1974 thru December 31, 1999
4,075,420 $5,261,108 $1,359,282 ($6,748,541)
No shares were sold from Jan thru December 2000
Series A Preferred shares converted
to common shares 143,275 218,394 (218,394)
Series A Preferred options expired (8,821)
Paid-in capital representing options
to acquire a cumulative maximum of
1,402,120 common shares 0
December 31, 2000
pre-operating net loss 0 0 0 (18,362)
As of December 31, 2000 4,218,696 $5,479,502 $1,132,066 ($6,766,903)
No shares were sold from Jan thru Dec 2001
Shares issued to satisfy
long-term loans 761,171 380,585
long-term obligations 232,006 116,003
AUGM debt guaranteed
by MLGM 98,130 49,065
Series A Preferred shares converted
to common shares 295,270 219,969 (219,969)
Northern Mines Inc. Dissolution and issuance
of MLGM stock, $0.50/share 416,486 208,243
Paid-in capital representing options to acquire
a cumulative maximum of 1,163,616common shares 0
December 31, 2001 pre-operating
net gain (loss) 0 0 0 7,325
As of December 31, 2001 6,021,759 $6,453,367 $912,098 ($6,759,578)
No shares were sold from Jan thru Dec 2002
Series A Preferred shares converted
to common shares 253,737 187,663 (187,663)
Paid-in capital representing options
to acquire a cumulative maximum: 0
Series A of 1,090,930 common shares
Series B of 25,068 common shares 0
December 31, 2002
Pre-operating net gain 0 0 0 9,429
As of December 31, 2002 6,275,496 $6,641,029 $724,435 ($6,768,997)
No shares were sold from Jan thru Jun 2003
Series A Preferred shares converted
to common shares 104,016 77,489 (77,489)
Paid-in capital representing options
to acquire a cumulative maximum: 0
Series A of 853,970 common shares
Series B of 25,069 common shares 0
June 30, 2003
Pre-operating net gain 0 0 0 (5,813)
As of June 30, 2003 6,379,512 $6,718,518 $646,946 ($6,775,244)
See accompanying notes
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2003
1. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been prepared
by the Company in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments considered necessary for a fair presentation have been included.
Operating results for the six-month period ended JUNE 30, 2003 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2003. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's Form 10KSB for the
year ended December 31, 2002.
Effective January 1, 2001, the company has ceased to be a development company
since the sole activity is identification and exploration of properties that
the Company believes have the potential for economic recovery of minerals,
especially gold. In order to develop the property into an economic mining
operation, the Company will form a joint venture for that specific property.
2. POTENTIAL MINING PROPERTIES
a. Big Canyon Mining and Cattle Corporation Property. The lease, with an
option to purchase for surface and mineral rights on 584.07 acres, made
effective July 1, 1996 was amended on January 1, 2001.
b. Fort Yuma Claims: Two unpatented lode claims, directly owned by the
Company, totaling about 20 acres, are located in an area open to mineral entry
under the General Mining Law of 1972.
c. Minimum Annual Land Lease Payments
Assuming these properties are retained, and the payment schedule agreed to for
the Big Canyon property is unchanged, the minimum payments are as follows:
Year Amount
2003(6 months) $1.200
2004 $2,400
2005 $2,400
3. STOCK OPTION PLANS
The Company has two active stock option plans (1995 Stock Option Plan and
Directors' Stock Option Plan). Northern Mines did "Wind up and Dissolve"
effective June 30, 2001; all option plans had expired March 1, 2000.
The Company options are valued at the amount of the salary or other amounts
owed, and are recorded in these amounts as paid-in capital, with offsets to
expense, or accounts payable as appropriate. As of the date of this Form 10-
QSB, they are summarized as follows:
A. Option plans for employees, directors and consultants:
Plan Expiration Exercise Common Shares Reserved for
Date Price Under Option Future Grant
1. Mother Lode Gold Mines Consolidated, unissued shares of common stock:
1995 Plan Jun 2005 $2.00 100,000 0
Director's Jun 2005 $2.00 40,000 60,000
Total 140,000 60,000
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2003
The exercise prices of the foregoing incentive options were above market
prices at the date of grant, so no compensation expense, or capital credit has
been accounted for in connection with these options.
B. Compensatory options issued for services and/or in satisfaction of Company
indebtedness.
1. Mother Lode Gold Mines Consolidated:
a. Options on Series A preferred stock, callable at $10 per share, $.0001
exercise price, each convertible to common stock for a minimum of 2.1316
shares, increasing at a rate of 10% per annum to a maximum of 3.3368 shares
after five years, and if the common stock has not been registered under the
Securities Act of 1933, then increasing at 10% per annum to a maximum of 5.4901
shares, until final expiration at the end of an additional five years.
Through June 30, 2003, a total of 155,550 options for preferred shares were
issued and outstanding for salaries and fees to officers and others, at prices
ranging from $10.00 to $1.53/share of preferred stock
Shares on Exercise Common Shares Amount of Expense
Conversion Price/Share Under Option or Debt
Relief
Minimum: 315,204
Maximum, 10 years class: .0001 853,970
853,970 $596,888
b. Options on Series B preferred stock, callable at $10 per share, $.0001
exercise price, each convertible to common stock for a minimum of 5.00 shares,
increasing at a rate of 0.05 shares per annum to a maximum of 5.20 shares after
four years, and if the common stock has not been registered under the
Securities Act of 1933, at a rate of 5.25 shares from the fifth anniversary,
until final expiration at the end of an additional five years.
Through June 30, 2003 a total of 4,775 options for preferred shares were issued
for lease payments due to third parties at $10.00/share of preferred stock.
Shares on Exercise Common Shares Amount of Expense
Conversion Price/Share Under Option or Debt
Relief
Minimum: 4,775
Maximum, 5 year Class .0001 25,068 $ 47,748
Total amount of expense relief (Series A and Series B) $644,636
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2003
c. A changes in options outstanding, as of June 30, 2003 follows:
Compensatory Options, Maximum Shares of common stock:
January 1, 2003
Series B Preferred 24,830
Series A Preferred, 5-year expiration class 51,238
Series A Preferred, 10-year expiration class 873,680
Total 949,748
Net Changes, 2003
Series B Preferred, 10 year expiration class 239
Series A Preferred, 5-year expiration class (51,238)
Series A Preferred, 10-year expiration class (19,710)
Balance, JUNE 30, 2003 879,039
4. OFFICE LEASE
The Company shares 1,400 square feet of office space in a Class A low rise
building in a garden office park in Livermore, California. The Company's share
of the monthly lease payment is $510, plus annual operating and tax
escalations.
(The balance of this page intentionally left blank)
Part I - Financial Information (continued)
Item 2. Management's Discussion an Analysis of Financial Condition and Results
of Operations.
Summary of Financial Results. Mother Lode Gold Mines Consolidated and its
consolidated subsidiaries (the "Company") showed a Second Quarter 2003 loss of
$5,813. The Company has no cash income from the properties in which the Company
has an interest. Sources of cash flow to the Company have historically been
derived from: (1) mining contracts with other mining companies, (2) securities
offerings and (3) drilling programs.
As of June 30, 2003 the Company had outstanding advances for land and
administrative services to subsidiary corporations as follows: Amador United
Gold Mines - $101,517. Advances to Pacific FarEast Minerals, Inc. of $6,247.33
were converted to 34,591 shares of common stock of PFEM on February 17, 2003.
The total number of common shares of the Company as of June 30, 2003 is
6,379,512.
Cash payments for officer's compensation were suspended effective October 1,
1988, and remain in effect through June 30, 2003 and are in effect as of the
date of this report. To date, 350,000 shares have been authorized and options
for 155,550 shares of Series A Preferred Stock that have been granted remain
active.
Preparation of Financial Statements. The consolidated financial
statements of June 30, 2003, and for the three-month period then ended, were
prepared by the Company and have not been reviewed by independent auditors
prior to filing.
Amador United Gold Mines ("AUGM"). AUGM owns 75,000 common shares of
Sutter Creek Venture, located in Sutter Creek, California. Which is managed by
U.S. Energy Systems of Riverton, Wyoming. AUGM also owns the mineral rights to
208.5 acres of the former Argonaut mine, located in the city of Jackson,
California, one of California's most productive and famous gold mines. There
was no activity by this corporation during the Second Quarter 2003. The Company
owns 48.20% of the common stock (the only outstanding security) of AUGM.
Pacific FarEast Minerals, Inc. ("PFEM") Effective August 16, 2003, PFEM
entered into an Agreement with the Gold Company of Weichang ("GCW") of Weichang
County, Hebei Province, China for the mineral exploration of a 6,000 square
kilometer (approximately 2,300 square miles) Area of Interest. This agreement
provides that the two companies will cooperate in prospecting efforts in the
area of Interest. PFEM will obtain a Business License, as a non-legal person
status from the Chinese government. The Prospecting License is then obtained
from the Province of Hebei. If the initial prospecting results are favorable,
then a Joint Venture will be formed for the development and operation of the
ore body. PFEM will own 77.5% of the joint venture and GCW will own 22.5%.
The Company owns 31.7% of the common stock (the only outstanding security) of
PFEM.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is not aware of any material legal proceedings to which the Company
or any subsidiary is a party or of which any of their properties is subject,
nor does the Company know of any such proceedings currently contemplated by any
governmental agency.
Item 2. Changes in Security: Not Applicable.
Item 3. Default Upon Senior Securities: Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders: Not applicable.
Item 5. Other Information: Not applicable.
Item 6. Exhibits and Reports on Form 8-K. Not Applicable.
Exhibit 11, Statement re Computation of Per Share Earnings which Exhibit begins
at Sequential Page 12.
No reports on Form 8-K were filed during the period of this Form 10-QSB.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company had duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MOTHER LODE GOLD MINES CONSOLIDATED
By:
o/s Frank M. Orrell o/s Byron S. James
Frank M. Orrell, Byron S. James,
Chairman, CEO Chief Financial Officer
Date: October 8, 2003 Date: October 8, 2003
CERTIFICATION OF PERIODIC REPORT
We, Frank M. Orrell, Chief Executive Officer and Byron S. James, Chief
Financial Officer, respectively of Mother Lode Gold Mines Consolidated (the
"Company"), do certify, pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, 18 U.S.C. Section 1350, that:
(1) the Quarterly Report on Form 10-Q of the Company for the quarterly period
ended June 30, 2003 (the "Report") fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or
78o(d); and
(2) the information contained in this unaudited Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company to the best of our knowledge.
o/s Frank M. Orrell o/s Byron S. James
Frank M. Orrell, Byron S. James,
Chairman, CEO Chief Financial Officer
Date: October 8, 2003 Date: October 8, 2003
I, Frank M. Orrell, certify that:
1. I have reviewed this quarterly report on Form l0QSB of Mother Lode
Gold Mines Consolidated;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition of this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined m
Exchange Act Rules l3a-14 and 15d-14) for the registrant and we have:
a) designated such disclosure contro1s and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries is made known to us by others within those entities, particularly
during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: October 8, 2003
o/s Frank M. Orrell
Chairman, CEO
I, Byron S. James, certify that:
1. I have reviewed this quarterly report on Form l0QSB of Mother Lode
Gold Mines Consolidated;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by this
quarterly report;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition of this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined m
Exchange Act Rules l3a-14 and 15d-14) for the registrant and we have:
a) designated such disclosure contro1s and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries is made known to us by others within those entities particularly
during the period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls;
and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: October 8, 2003
o/s Byron S. James
Secretary, CFO
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDARIES
EARNINGS PER SHARE
(FULLY DILUTED)
CUMULATIVE 3 MO TO 3 MO TO 6 MO TO 6 MO TO 12 MO TO
DATE SHARES SHARES MONTHS 6/30/03 6/30/02 6/30/03 6/30/02 12/31/02
From 2/08/74 thru 12/31/99(A,B,C,D) 311
01/01/00 (C) 31,640 4,792,492 3
03/31/00 (C) 32,342 4,824,834 3
06/30/00 (C) 32,342 4,857,176 3
09/30/00 (C) 36,141 4,893,317 3
12/31/00 (C) 42,450 4,935,767 3
03/31/01 (C,E)1,163,447 6,099,214 3
06/30/01 (C,F) 488,626 6,587,840 3
09/30/01 (C) 75,494 6,663,334 3
12/31/01 (C) 75,494 6,738,828 3
03/31/02 (C) 75,495 6,814,322 3 20,216,484 20,216,484
06/30/02 (C) 74,266 6,888,548 3 20,442,966 20,442,966 20,442,966
09/30/02 (C) 52,009 6,940,557 3 20,665,644
12/31/02 (C) 52,009 6,992,566 3 20,977,698 20,821,671
03/31/03 (C) 52,009 7,044,575 3 21,133,725 21,133,725
06/30/03 (C) 52,009 7,096,584 0
353 21,133,725 20,442,966 42,111,423 40,569,450 82,146,765
MONTHS 3 3 6 6 12
WEIGHTED AVERAGE SHARES 7,044,575 6,814,322 7,018,571 6,776,575 6,845,564
NET INCOME/(LOSS)) ($2,054) ($2,193) ($6,247) ($5,813) ($9,492)
EARNINGS/(LOSS)PER SHARE
FULLY DILUTED ($0.000) ($0.000) ($0.001) ($0.001) ($0.001)
NOTES:
(A) Share amounts have been restated for the following: 5:1 stock split - 1977;
15:1 stock split - 1978; 10% stock dividend - 1984.
(B) Includes February 1992 cancellation of shares held by Northern Mines, Inc.,
an 82% owned subsidiary of Mother
Lode Gold Mines Consolidated.
(C) Includes the exercise and conversion of Series A
preferred shares previously
issued which were converted on
this date.
(D) Exercise of 1984 Stock Option Plan for deferred compensation options for
common stock of the Company.
(E) Includes 993,177 shares of common stock issued for conversion of MLGM
long-term obligations and 98,130 shares
of common stock for assumption of AUGM indebtedness to Boydstun & Klingner.
(F) Includes 416,486 shares of MLGM common stock issued to shareholders of
Northern Mines, Inc., an 82% owned
subsidiary of MLGM, upon Northern Mines, Inc. dissolution.
MOTHER LODE GOLD MINES CONSOLIDATED
AND SUBSIDARIES
EARNINGS PER SHARE
(PRIMARY)
CUMULATIVE 3 MO TO 3 MO TO 6 MO TO 6 MO TO 12 MO TO
DATE SHARES SHARES MONTHS 6/30/03 6/30/02 6/30/03 6/30/02 12/31/02
From 2/08/74 thru 12/31/99(A,B,C,D) 311
01/01/00 (C) 0 4,075,420 3
03/31/00 (C) 32,342 4,107,762 3
06/30/00 (C) 32,342 4,140,104 3
09/30/00 (C) 36,141 4,176,245 3
12/31/00 (C) 42,450 4,218,695 3
03/31/01 (C,E)1,163,447 5,382,142 3
06/30/01 (C,F) 488,626 5,870,768 3
09/30/01 (C) 75,494 5,946,262 3
12/31/01 (C) 75,494 6,021,756 3 17,612,304 17,612,304
03/31/02 (C) 75,495 6,097,250 3 17,838,786 17,838,786 17,838,786
06/30/02 (C) 74,266 6,171,476 3 18,065,268
09/30/02 (C) 52,009 6,223,485 3 18,291,750
12/31/02 (C) 52,009 6,275,494 3 18,514,428
03/31/03 (C) 52,009 6,327,503 3 18,670,455 18,670,455
06/30/03 (C) 52,009 6,379,512 0
353 18,670,455 17,838,786 37,184,883 34,451,090 71,808,108
MONTHS 3 3 6 6 12
WEIGHTED AVERAGE SHARES 6,223,485 5,946,262 6,197,481 5,908,515 5,984,009
NET INCOME/(LOSS)) ($2,054) ($2,193) ($6,247) ($5,813) ($9,492)
EARNINGS/(LOSS)PER SHARE - Primary ($0.000) ($0.000) ($0.001) ($0.001) ($0.002)
NOTES:
(A) Share amounts have been restated for the following: 5:1 stock split - 1977;
15:1 stock split - 1978; 10% stock dividend - 1984.
(B) Includes February 1992 cancellation of shares held by Northern Mines, Inc.,
an 82% owned subsidiary of Mother
Lode Gold Mines Consolidated.
(C) Includes the exercise and conversion of Series A
preferred shares previously
issued which were converted on
this date.
(D) Exercise of 1984 Stock Option Plan for deferred compensation options for
common stock of the Company.
(E) Includes 993,177 shares of common stock issued for conversion of MLGM
long-term obligations and 98,130 shares
of common stock for assumption of AUGM indebtedness to Boydstun & Klingner.
(F) Includes 416,486 shares of MLGM common stock issued to shareholders
of Northern Mines, Inc., an 82% owned
subsidiary of MLGM, upon Northern Mines, Inc. dissolution.
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