SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO___________)*
Tintic Gold Mining Company
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(Name of Issuer)
Common Stock, $0.001 Par Value Per Share
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(Title of Class of Securities)
887645109
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(CUSIP Number)
John Michael Coombs, Esq.
MABEY & COOMBS, L.C.
3098 South Highland Drive, Suite 323
Salt Lake City, Utah 84106
(801) 467-2021
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 10, 2004
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(Date of Event which Requires Filing of this Statement)
If the filing 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(e), (f) or (g), check the following
box [_].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 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 the 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, as amended (the "Exchange Act") or otherwise subject to the
liabilities of that section of the Exchange Act but shall be subject to all
other provisions of the Exchange Act (however, see the Notes).
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NAME OF REPORTING PERSON
1. Edward H. Hall, Sr.
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Not Applicable
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
2. (a) [_]
(b) [X] The Reporting Person is not a member of any group.
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SEC USE ONLY
3.
OO
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SOURCE OF FUNDS
4.
00
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e)
5. [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6.
United States of America
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SOLE VOTING POWER
7.
57,556
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SHARED VOTING POWER
8.
0
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SOLE DISPOSITIVE POWER
9.
57,556
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SHARED DISPOSITIVE POWER
10.
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11.
57,556 common capital shares
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
12. [_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.
5.7%
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14 TYPE OF REPORTING PERSON
IN
ITEM 1. SECURITY AND ISSUER
This statement on Schedule 13D relates to the common stock, $0.001 par
value per share (the "Common Stock"), of Tintic Gold Mining Company, a Utah
Corporation (the "Issuer"). The principal executive office of the Issuer is
located at 3131 Teton Drive, Salt Lake City, Utah 84109.
ITEM 2. IDENTITY AND BACKGROUND
(a)-(c) This statement on Schedule 13D is filed by Edward H. Hall,
Sr. ("Reporting Person"). The Reporting Person's business address is 252 West
Cottage Avenue, Sandy, Utah 84070. The Reporting Person has acted as a
consultant to the Issuer, a company engaged in mining exploration. Prior to
obtaining these shares in a recently filed S-8 registration statement, the
Reporting Person has only owned 2,000 shares of the Issuer.
(d) and (e) During the past five years, the Reporting Person has not (i)
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction as a result of which such
person was or is subject to a judgment, decree or final order enjoining future
violations of or prohibiting or mandating activity subject to federal or state
securities laws or finding any violation with respect to such laws.
(f) The Reporting Person is a citizen of the U.S.A.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
In consideration for consulting fee services rendered the Issuer during
2003, the Issuer's Board of Directors voted, in April 2003, to issue the
Reporting Person a total of 55,556 shares at such time as an S-8 registration
statement was filed by the Issuer. The Reporting Person's acquisition of
these 55,556 shares was disclosed in the Issuer's last Form 10-KSB, including
the fact, in Item 11 thereof, that this issuance would bring the Reporting
Person's stock holdings above 5% of the total number of then-issued and
outstanding shares. On or after March 9, 2004, after the Issuer filed its S-8
registration statement, the Reporting Person obtained, or shall obtain,
physical possession of the 55,556 shares. Prior to the Reporting Person's
physical obtaining of such 55,556 shares in March 2004, the Reporting Person
has owned and held only 2,000 shares of the Issuer since approximately early
2002. See Item 2(a)-(c) above. The Reporting Person has consistently owned
and held such 2,000 shares or what was then far less than 5% of the Issuer's
total number of issued and outstanding shares. The certificate representing
the shares now acquired by the Reporting Person, namely, the 55,556 shares
(with the exception of the additional 2,000 shares acquired by the Reporting
Person in the public market in 2002 as described above and in Item 5(c)
below), bear or are imprinted with a "control person" legend.
ITEM 4. PURPOSE OF TRANSACTION.
The Reporting Person acquired 55,556 the above-mentioned shares of Common
Stock pursuant to an S-8 registration statement recently filed on EDGAR. As
described in Item 3 above, the Common Stock was acquired pursuant to a written
consent of directors and was earned for services rendered the Issuer during
2003. It was also acquired pursuant to the Issuer's 2003 Stock Option/Stock
Issuance Plan. The certificate representing the 55,556 shares so acquired is
or will be stamped or imprinted with a "control person" or typical S-8-type
legend.
The Reporting Person intends to review on a continuing basis his
investment in the Issuer and may, depending upon the evaluation of his
financial planning, upon the Issuer's business and prospects and upon future
developments in general business, economic and market conditions, determine to
increase, decrease or continue to hold or dispose of his position in the
Issuer.
The Reporting Person has no plans or proposals that relate to or would
result in: (a) the acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer; (b) an extraordinary
corporate transaction, such as a merger, reorganization or liquidation or any
of its subsidiaries; (c) any change in the present Board of Directors or
management of the Issuer; (d) any material change in the present
capitalization or dividend policy of the Issuer; (e) any other material change
in the Issuer, involving the Issuer or any of its subsidiaries; (f) a sale or
transfer of a material amount of assets of the Issuer's business or corporate
structure; (g) changes in the Issuer's charter, bylaws or instruments
corresponding thereto 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 national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of a registered
national securities association; (i) a class of equity securities of the
Issuer becoming eligible for termination of registration pursuant to Section
12(g)(4) of the Exchange Act; or (j) any action similar to any of those
enumerated in (a)-(i) above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The table below sets forth the aggregate number of shares and
percentage of the Issuer's outstanding shares beneficially owned by the
Reporting Person.
Reporting Person Number of Shares Percentage of Citizenship
Total
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Edward H. Hall, Sr. 57,556 5.7% U.S.A.
(b) The Reporting Person holds the sole power to vote and to dispose
or direct the disposition of his shares of Common Stock.
(c) The Reporting Person has not effected any transaction in the
Common Stock during the past 60 days.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) by and between the Reporting Person and any other person
with respect to any securities of the Issuer, including but not limited to
transfer or voting of any of the securities, finder's fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
EXHIBIT NO. DESCRIPTION
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None N/A
Reference is made to the Issuer's Form 10-KSB and S-8 registration statement
filed with the Commission on or about March 10, 2004 and which discloses the
issuance of 55,556 shares to the Reporting Person on such Form S-8.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information named in this statement is true, complete and
correct.
Date: March 10, 2004
/s/Edward H. Hall, Sr.
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Edward H. Hall, Sr.
Reporting Person