SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
March 28, 2005 (March 23, 2005)
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RUBY MINING COMPANY
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(Exact Name of Registrant as Specified in its Charter)
Colorado 0-7501 81-0214117
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
One Securities Centre, 3490 Piedmont Road, Suite 304, Atlanta, Georgia 30305
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(Address of principal executive offices)
404-231-8500
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425).
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12).
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)).
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)).
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On March 23, 2005 we entered into an agreement whereby, Ruby Mining Company
d/b/a Admiralty Corporation, and Corazon & Corazon agree to split, after
arresting a wreck site area, all the findings in approximately the following
manner (after project expenses), Corazon - 40%, Admiralty - 60%. This joint
venture is formed for the purpose of managing the exploration and recovery of
valuable shipwrecks and cargos and other underwater cultural heritage
("property") at a number of sites to be referred to as Project Orange.
A copy of this agreement is attached as Exhibit 10.3.
ITEM 7.01 REGULATION FD DISCLOSURE NEWS RELEASE: RUBY MINING COMPANY ARRESTS
SHIPWRECK IN CARIBBEAN.
See copy of the news release, "Ruby Mining Company Arrests Shipwreck in
Caribbean" attached hereto.
ITEMS 9.01 FINANCIAL STATEMENTS AND EXHIBITS
( C ) EXHIBITS
10.3 Joint Venture Agreement with Corazon & Corazon
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereto duly authorized.
RUBY MINING COMPANY
(Registrant)
Dated: March 28, 2005 By /s/ G. Howard Collingwood
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G. Howard Collingwood
Chairman and CEO
RUBY MINING COMPANY ARRESTS SHIPWRECK IN CARIBBEAN
ATLANTA, MONDAY, MARCH 28, 2005 (PRIMEZONE)- Ruby Mining Company (OTCBB: RUBM),
conducting operations through its subsidiary, Admiralty Corporation (Admiralty),
announced today that it has arrested a 30 square mile area, in international
waters, in the Caribbean, which it believes contains at least one ship wreck
from the sixteenth or seventeenth century. Several dives on the wreck site and
the surrounding area resulted in the discovery of 28 cannons; 5 anchors; cannon
balls; musket balls; lead sheathing; bronze spikes; a rusted iron piece, thought
to be a rudder pintle; several flints; a bronze peg, thought to have been used
to hold planks together; and many other items of interest.
The WARRANT OF ARREST IN REM, No. 205 CV 0804; ORDER, No. 205 CV 0804; ORDER
APPOINTING SPECIAL PROCESS SERVER, No. 205 CV 0804; and ORDER APPOINTING
SUBSTITUTE CUSTODIAN, No. 205 CV 0804 were signed on Thursday, March 24, 2005 in
the United States District Court for the Northern District of Georgia by the
Honorable Clarence Cooper, Federal District Judge.
Admiralty intends to further examine the wreck site area within the arrested
location in an effort to identify the ship which wrecked and to locate
additional artifacts. Admiralty is working closely with its joint venture
partner, Corazon & Corazon in this effort. To date, all artifacts
discovered are in less than 100 feet of water and we believe that the bulk of
the remains also lie at a relatively shallow depth.
Admiralty CEO, G. Howard Collingwood stated, "In order for us to use our assets
productively, we need work in addition to our permit in Jamaica where the
weather precludes working during almost one-half of the year. We have been
trying for some time to secure other locations of interest. We are most hopeful
that the arrested area will be important for our company."
Please visit our website at: www.admiraltycorporation.com
Forward-Looking Statements Caution:
This release contains "forward looking statements". Such statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward looking statements are based on expectations,
estimates and projections that involve a number of risks and uncertainties (some
of which are described in the Company's Annual Report for 2003 on Form 10-KSB
filed with the SEC) which could cause actual results or events to differ
materially from those anticipated. Ruby does not undertake to update any of its
forward-looking statements that may be made from time to time.
Contact:
Ruby Mining Company
G. Howard Collingwood, COB & CEO (404) 231-8500
www.admiraltycorporation.com
www.macreport.net Source: Ruby Mining Company