Schedule 14C
Information Required in Information Statement

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SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the
Securities Exchange Act of 1934

Check the appropriate box:

[X] Preliminary Information Statement.

[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14c-5(d)(2)).

[ ] Definitive Information Statement.

Atlas Minerals Inc.
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(Name of Registrant as Specified in Its Charter)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11:

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

[ ] Fee paid previously by written preliminary materials.

[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
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Schedule 14C

PRELIMINARY COPY

[GRAPHIC OMITTED] DRAFT
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ATLAS MINERALS INC.

August __, 2001

Dear Shareholder:

We cordially invite you to attend Atlas Minerals Inc.'s Annual Meeting of
Shareholders at 10:00 A.M. on September 7, 2001, at the offices of Jones &
Keller, P.C., 1625 Broadway, Suite 1600, Denver, Colorado 80202. The Secretary's
Notice of Meeting and the accompanying Information Statement describe the
business of the Annual Meeting of Shareholders. The Annual Report of the Company
is being mailed to you herewith.

Sincerely,

James R. Jensen
Corporate Secretary

PRELIMINARY COPY

ATLAS MINERALS INC.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

The annual meeting of Shareholders of Atlas Minerals Inc. will be held at the
offices of Jones & Keller, P.C., 1625 Broadway, Suite 1600, Denver, Colorado
80202 on September 7, 2001, at 10:00 A.M., for the following purpose:

1. To elect five directors to hold office until the 2002 Annual Meeting
of Shareholders and until their successors shall be elected and shall
qualify.

2. To transact any other business that may properly come before the
meeting or any adjournments thereof.

Only Shareholders of record at the close of business on August 10, 2001 are
entitled to notice of and to vote at the meeting.

James R. Jensen
Corporate Secretary
August __, 2001

PRELIMINARY COPY

ATLAS MINERALS INC.

INFORMATION STATEMENT

INTRODUCTION

This Information Statement is being furnished to Shareholders of Atlas Minerals
Inc. ("Atlas") in connection with the Annual Meeting of Shareholders (the
"Meeting") to be held on September 7, 2001 and at any adjournments thereof (the
"Meeting"). The Meeting will be held at the offices of Jones & Keller, P.C.,
1625 Broadway, Suite 1600, Denver, Colorado 80202 on September 7, 2001, at 10:00
A.M.

The purpose of the Meeting is (1) to consider and vote upon the election of five
directors to hold office until the 2002 Annual Meeting of Shareholders and until
their successors shall be elected and shall qualify and (2) to transact such
other business as may properly come before the Meeting or any adjournments
thereof.

This Information Statement was first mailed or given to Shareholders on or about
August __, 2001.

The principal executive offices of Atlas are located at 2323 South Troy Street,
Suite 5-210, Aurora, Colorado 80014 (telephone: 303-306-0823).

VOTING

Record, Date and Outstanding Shares

The only class of voting securities of Atlas is its Common Stock. On August 10,
2001, the record date for the determination of Shareholders entitled to notice
of and to vote at the Meeting, 6,061,229 shares of Common Stock were
outstanding. Only Shareholders of record at the close of business on the record
date are entitled to notice of and to vote at the Meeting.

WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
The management of Atlas is not soliciting proxies because a group of dissident
shareholders (the "Dissident Group") holding approximately 43.0% of the
outstanding shares of Common Stock has advised Atlas that such holders, acting
together, intend to nominate their own slate of persons for election as the
Board of Atlas and to vote for such nominees. In light of the size of the
Dissident Group's holdings, the current Board and management of Atlas realize
the likelihood of winning the election, even if proxies were solicited, is
sufficiently remote that management is not soliciting proxies.

Quorum and Voting

Shareholders have one vote for each share of Atlas Common Stock registered in
their names. The presence, in person or by proxy, of the holders of at least a
majority of the total number of outstanding shares of Atlas Common Stock
entitled to vote at the Meeting is necessary to constitute a quorum. Election of
each director requires a plurality of the votes cast at such a meeting, and
cumulative voting is not permitted in the election of directors. That means that
the five nominees receiving the largest number of votes cast will be elected as
directors, whether or not they receive a majority of the votes cast. Approval of
other matters would require the affirmative vote of a majority of the shares of
Atlas Common Stock entitled to vote and present, in person or by proxy, at the
Meeting.

For purposes of determining the presence of a quorum for transacting business at
the Meeting, abstentions and broker "non-votes" (that is, proxies from brokers
or nominees indicating that they have not received instructions from the
beneficial owner or other persons entitled to vote shares on a particular matter
with respect to which the brokers or nominees do not have discretionary power)
will be treated as shares that are present but which have not been voted. With
regard to the election of directors, abstentions and broker non-votes are not
treated as shares voted, and therefore such abstentions or broker non-votes have
no impact on the elections of directors. In all other matters, the vote of the
holders of a majority of the shares present at the meeting is required for
passage and therefore abstentions and broker non-votes will be the equivalent of
negative votes.

Neither Atlas nor its Board of Directors intends to bring before the Meeting any
matter other than the election of Directors.

ELECTION OF DIRECTORS

Five Directors are to be elected to hold office until the upcoming Annual
Meeting of Shareholders and until the directors' successors are elected and
qualified. Listed below are the six current directors, five of whom have been
selected by the Board of Directors for nomination for re-election. The Board of
Directors has determined to reduce the number of directors to five effective
with the election of directors at the Meeting.

Information Concerning Current Directors and Board Approved Nominees

Principal Occupation, Past Five Year's Business
Director Experience
Name Since and Other Directorships Held Age
- -------------------------- ----------- --------------------------------------------------------------------- -----

Guillermo A. Blacker 2000 Consultant to industry worldwide. Previously Director, Business 54
Development for Jacobs Engineering Group Inc. and prior to 1997,
was founding Director and Executive Vice President of MinCorp Ltd.
And Chief Executive of MinCorp Engineers and Constructors.

Richard E. Blubaugh 1998 Currently an environmental consultant. Executive Vice President of 54
the Corporation from 1998 to August 2000 and prior to that served
as Vice President of Environmental and Governmental Affairs.

David J. Carroll 2000 Stockbroker and registered principal with Mericka & Co., a NASD 58
member firm. Also owner and operator of Carroll Resources, an oil
and gas producer.

C. Thomas Ogryzlo 1993 President and CEO of Canatec Development Corporation, a mining 62
concern. Prior to 2000, President and CEO of Black Hawk Mining
Inc., and its wholly owned subsidiary Triton Mining Corporation,
both gold mining companies. Prior to August 1997 Chairman of Kilborn
SNC-Lavalin Mining, an engineering firm. Director of Franco Nevada
Gold Corporation, Tiomin Resources and Vista Gold Corp.

Dr. Henry J. Sandri 2000 Manager of Consulting Services with K&M Engineering & Consulting 49
Corporation. Previously Dr. Sandri was a Senior Associate and
Principal with Behre Dolbear & Company, Inc., a mining industry
consulting firm and prior to that, Dr. Sandri held the positions of
Assistant Vice President - Planning and Business Development for
Inco Ltd., and Senior Corporate Planner for Burlington Northern
Inc. Director of Bravo Resource Partners Inc.

Douglas R. Cook (1) - President of Cook Ventures, Inc., a geological consulting firm. 76
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(1) This Director was not selected by the Board of Directors for nomination for
re-election, although he has been selected by the Dissident Group as one of its
nominees.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE FOR APPROVAL OF THE FIRST
FIVE ABOVE LISTED NOMINEES FOR ELECTION AS DIRECTORS.

The Dissident Group, composed of Lindner Asset Management Inc., Pacholder
Associates, Inc., H.R. Shipes and Gerald E. Davis, has advised management of
Atlas that it intends to place the names of the following five persons in
nomination for the five positions on the Board to be filled by the shareholders
at the Meeting. The information about these persons has been supplied by the
Dissident Group.

Information Concerning Dissident Group's Nominees

Principal Occupation, Past Five Year's Business
Experience
Name and Other Directorships Held Age
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Douglas R. Cook President of Cook Ventures, Inc., a geological consulting firm 76

Gerald E. Davis Chief financial officer and previously other management positions 52
with Archangel Diamond Corporation, Denver, Colorado; consultant to
mining industry, January-July 1997; President and a director of
Atlas, August 1995 through December 1996, chief executive officer
of its subsidiary Cornerstone Industrial Minerals Company, June
1995 through December 1996.

David A. Groshoff Senior Vice President and Assistant General Counsel and previously 29
other positions with Pacholder Associates, Inc. since September
1997; and May 1995 through August 1997 employed by Katz Management
Group, a professional athlete representation firm. Mr. Groshoff
has been a director of Allis Chalmers since October 1999.

Robert Miller Vice President - chief financial officer since April 2001 and 44
director, Lindner Asset Management, Inc., investment advisor to
Lindner Funds; Vice President, Franklin Enterprises, Inc., private
investment management, since 1987.

H.R. Shipes President of Mining and Construction Suppliers, Inc. Tucson, 58
Arizona, since March 2000; President of Western States Engineering,
Tucson, Arizona, since January 1996; President of Ameritco
International, a Canadian mining company, ________ to __________, a
wholly-owned subsidiary of which filed a Chapter 11 Bankruptcy in
January 1997.

BOARD COMMITTEES

Atlas has an Audit Committee and a Compensation Committee, of which the Board of
Directors appoints all members. The Compensation Committee consists of Messrs.
Ogryzlo, Blubaugh and Blacker. The Audit Committee consists of Messrs. Carroll
and Sandri. The principal functions of the Audit Committee are to recommend the
selection of Atlas' auditors, review with the auditors the scope and anticipated
cost of their audit and receive and consider a report from the auditors
concerning their conduct of the audit. The principal functions of the
Compensation Committee are to recommend changes in compensation plans and the
adoption of new compensation plans and to recommend compensation for senior
officers of Atlas. During the year ended December 31, 2000, the Audit Committee
held one meeting and the Compensation Committee held no meetings.

DIRECTORS' ATTENDANCE

During the year ended December 31, 2000, the Board met seven times. Each
director attended 85% or more of the total number of Board meetings and meetings
of Board committees on which that director served during that year.

COMMON STOCK OWNERSHIP

The following table sets forth certain information at August 10, 2001, regarding
the beneficial ownership by (i) persons known to Atlas to own more than 5
percent of Atlas Common Stock, (ii) each director of Atlas, (iii) Atlas' sole
executive officer, and (iv) all directors and the sole executive officer as a
group. No officer or director owned any stock in any subsidiary of Atlas as of
August 10, 2001.

Common Stock Ownership Table

Number of Shares
And Nature of Percent
Name Beneficial Ownership of Class
---- -------------------- --------

Lindner Asset Management Inc. (1) 959,981 (2) 15.83%
520 Lake Cook Road, Suite 380
Dearfield, IL 60015

Pacholder Associates, Inc. (1) 822,841 (3) 13.57%
8044 Montgomery Road, Suite 480
Cincinnati, OH 45236

H. R. Shipes (1) 789,927 13.03%
11251 E. Camino del Sahuaro
Tucson, AZ 85711

Gerald E. Davis (1) 32,941 *
34 Lark Bunting Lane
Littleton, CO 80127

Guillermo A. Blacker, Director - *

Richard E. Blubaugh, Director 193,462 (4) 3.19%

David J. Carroll, Director 24,499 (5) *

Douglas R. Cook, Director 25,595 (6) *

C. Thomas Ogryzlo, Director 3,291 *

Dr. Henry J. Sandri, Director - *

James R. Jensen, Chief Financial Officer 195,493 3.22%

All executive officers and directors as a group 442,319 (7) 7.25%
(7 persons)
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* Represents less than 1% ownership interest.

(1) Members of Dissident Group, all members of which have agreed to vote
together in the election of Directors.

(2) Atlas has been advised by the Dissident Group that such shares are
beneficially owned by Lindner Asset Management, Inc. although "owned by
Lindner Asset Allocation Fund" .

(3) Atlas has been advised by the Dissident Group that such shares are
beneficially owned by Pacholder Associates, Inc. "as agent for Pension
Benefit Guaranty Corporation".

(4) Includes 184,991 shares directly owned and 8,471 shares held beneficially
under retirement accounts.

(5) Includes 19,166 shares directly owned by Mr. Carroll, 4,000 shares held
beneficially in Mr. Carroll's retirement account, and 1,333 held as
custodian for Mr. Carroll's minor child.

(6) Includes 66 shares of common stock directly owned and 25,529 shares issued
in accordance with the Reorganization Plan of Atlas.

(7) Includes (i) 424,264 shares directly owned, (ii) 16,722 shares held
beneficially under retirement accounts and (iii) 1,333 shares held as a
custodian for a minor child.

Atlas knows of no arrangement which has or may result in a change of control of
Atlas except the arrangement under which the members of the Dissident Group have
selected their slate of nominees for election as directors and have agreed to
vote for the election of such nominees. The members of the Dissident Group might
be deemed to have acquired control of Atlas by virtue of their agreement on June
18, 2001 to combine their voting power in the election of Directors.

Dissident Group members Lindner Asset Management, Inc., Pacholder Associates,
Inc., H.R. Shipes and Gerald E. Davis acquired their shares, together with
claims in differing proportions for cash payments from the sale of Atlas'
interests in various properties, through converting claims against Atlas of
$3,500,000, $3,000,000, $2,880,000 and $120,246, respectively, pursuant to
Atlas' plan of reorganization in its proceedings under Chapter 11 of the
Bankruptcy Code in December 1999. The Dissident Group has stated that no loans
were involved in the acquisition of any shareholdings by Dissident Group
members.

EXECUTIVE COMPENSATION

The following table sets forth all compensation paid Atlas, for the years ended
December 31, 2000, 1999 and 1998 to its chief executive officer. No executive
officer received cash compensation in excess of $100,000 during 2000.

Summary Compensation Table

Annual Compensation
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Other
Annual All Other
Year or Period Compen- Compen-
Name and Principal Position Ended Salary sation sation
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Gregg B. Shafter, President (1) Dec. 31, 2000 $ 19,307 $ - $ -
Dec. 31, 1999 115,337 - 3,498 (3)
Dec. 31, 1998 108,505 1,546 (2) 6,510 (3)

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(1) Mr. Shafter resigned as President and a Director on February 10, 2000.
(2) Includes certain perquisites, such as car allowances and life
insurance premiums paid by Atlas.
(3) Includes contributions by Atlas to the Investment Savings Plan for
Employees of Atlas.

Directors are paid $1,000 for each meeting attended in person and $500 for each
participated in by telephone. Directors are paid $500 for each committee meeting
attended.

Investment and Savings Plan. The Atlas Investment and Savings Plan (the "Plan")
benefits employees of Atlas and its subsidiaries who have completed six months
of service. Each participant under the Plan must be at least 21 years of age.
Under the Plan, an employee may elect to contribute, pursuant to a salary
reduction election, not less than 1% and not more than 10% of the employee's
annual compensation. Atlas makes a matching contribution of 100% of the amount
contributed by the employee, but not more than 6% of the employee's annual
compensation. In addition, Atlas may make special contributions to the Plan, but
these special contributions may not exceed the maximum amount deductible under
Section 404(a)(3)(A) of the Internal Revenue Code of 1986, as amended (the
"Code"). Employee contributions may be invested in a number of investment
options, but not common stock of Atlas. All matching and special contributions
to the Plan are invested in shares of common stock of Atlas. Presently, all
contributions to the Plan have ceased and Atlas is in the process of terminating
the Plan.

COMPENSATION COMMITTEE

The Atlas Compensation Committee (the "Committee") consists of three outside
non-employee Directors, namely C. Thomas Ogryzlo, Richard E. Blubaugh and
Guillermo A. Blacker. The Committee establishes and reviews Atlas's executive
compensation policies and the compensation paid to the individuals.

It is the policy of the Committee to monitor the goals of Atlas's executive
officers as they continue to strive to improve corporate performance and
increase shareholder value. It is the Committee's goal that executive
compensation be linked to competitive conditions and to expected contributions
to improvements in Atlas' performance and share price. The Committee believes
that this policy will contribute to the maximization of the possibilities for
enhanced shareholder value by assisting the Corporation in attracting, retaining
and motivating executive officers and employees who will contribute to the
growth and success of Atlas.

The principal components of the compensation program are basic salary and, in
appropriate cases, cash bonus based on achievement of specified performance
goals. The Committee reviews each executive officer's salary periodically. In
considering salary, the Committee has considered the executive officer's level
of responsibility and accountability, prior experience and comparisons with
comparable businesses.

AUDITORS

Horwath Gelfond Huchstadt Pangburn & Co. P.C. has acted as Atlas' auditors for
the year ended December 31, 2000, and representatives of that firm are expected
to be present at the Meeting and will be afforded an opportunity to make a
statement if they wish to do so, and to respond to appropriate questions. During
the year ended December 31, 2000 Horwath Gelfond Hochstadt Pangburn & Co. P.C.
rendered no services other than financial statement audit and review services.
It is expected that such firm will be engaged to render the same services to
Atlas with respect to the current year. Fees billed by Horwath Gelfond Huchstadt
Pangburn & Co. P.C. for audit and review services rendered with respect to the
year ended December 31, 2000 were $38,503, together with reimbursable expenses
of $5,966.

AUDIT COMMITTEE REPORT

The role of the Audit Committee of the Board of Directors, which is composed of
David J. Carroll and Dr. Henry J. Sandri, is to assist the Board in its
oversight of Atlas' financial reporting process. The Board has determined that
all members of the Audit Committee are "independent," as required by the listing
standards of the Nasdaq Stock Market. The Audit Committee does not have a
written charter. Management of Atlas is responsible for the preparation,
presentation and integrity of Atlas' financial statements, Atlas' accounting and
financial reporting principles, and internal controls designed to assure
compliance with accounting standards and applicable laws and regulations. The
independent auditors are responsible for auditing Atlas' financial statements
and expressing an opinion as to their conformity with generally accepted
accounting principles.

In performance of its oversight function, the Audit Committee has considered and
discussed the audited financial statements with management and the independent
auditors. The Audit Committee has also discussed with the independent auditors
the matters required to be discussed by Statement on Auditing Standards No. 61,
Communication with Audit Committees, as currently in effect. Finally, the Audit
Committee has received the written disclosures and the letter from the
independent auditors required by Independence Standards Board Standard No. 1,
Discussions with Audit Committees, as currently in effect, and has discussed
with the independent auditors their independence from Atlas and its management,
and has considered whether the provision of non-audit services to Atlas by the
independent auditors is compatible with maintaining the auditors' independence,
and concluded that it is compatible.

The members of the Audit Committee are not professionally engaged in the
practice of auditing or accounting, are not employed by Atlas for accounting,
financial management or internal control purposes, and are not experts in the
fields of accounting or auditing, including with respect to auditor
independence. Members of the Audit Committee rely, without independent
verification, on the information provided to them and on the representations
made by management and the independent auditors. Accordingly, the Audit
Committee's oversight does not provide an independent basis to determine that
management has maintained appropriate accounting and financial reporting
principles and policies, or internal controls and procedures, designed to assure
compliance with accounting standards and applicable laws and regulations.
Furthermore, the Audit Committee's considerations and discussions referred to
above do not assure that the audit of Atlas' financial statements has been
carried out in accordance with generally accepted accounting principles or that
Atlas' auditors are in fact "independent".

Based upon the reports and discussions described in this report, and subject to
the limitations on the role and responsibilities of the Audit Committee referred
to above, the Audit Committee recommended to the Board of Directors that the
audited financial statements be included in Atlas' annual report on Form 10-KSB
for the year ended December 31, 2000 to be filed with the Securities and
Exchange Commission.

Submitted by David J. Carroll and
Dr. Hendry J. Sandri, constituting
the Audit Committee

COMPLIANCE WITH SECTION 16 OF THE SECURITIES EXCHANGE ACT

Under Section 16 of the Securities Exchange Act 1934, Atlas' directors and
executive officers and persons holding more than 10% of Atlas' Common Stock are
required to report their initial ownership of Common Stock and subsequent
changes to that ownership to the Securities and Exchange Commission by specified
due dates. To Atlas' knowledge all of these filing requirements were satisfied.

SHAREHOLDERS PROPOSALS

Proposals of Shareholders intended to be presented at Atlas's annual meeting of
shareholders to be held in 2002 must be received by the Secretary of Atlas by
December 31, 2001 for inclusion in Atlas's proxy statement and form of proxy
relating to that meeting.

By Order of the Board of Directors

James R. Jensen, Corporate Secretary

Denver, Colorado
August __, 2001