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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, 1997
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 Bureau, Inc.
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 20, 1997, 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 (based on the average bid and asked
prices on that date in the amount of $.10 per share).
Documents incorporated by reference - None.
*****************************************************************************
DOCUMENT PAGE: 1 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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 4,200 acres of unpatented gold mining claims consisting of one
hundred five (105) 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.
DOCUMENT PAGE: 2 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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 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 and 1997, 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 includes the placer mining claims only for the Tobin Creek drainages,
Big Squaw Creek and Little Squaw Creek drainages, but does not include the
Big Creek and St. Mary's Creek drainages which are currently leased to Gold
Dust Mines. Under the terms of the lease with DayCreek Mining Company,
Inc., they are to enter into an extensive drilling program each year to
determine the extent of the approvable placer reserves. This lease was not
entered until the later part of the 1997 season, however the lessee was able
to conduct a limited drilling program.
(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 1997.
At this time the Registrant is actively seeking a company that would be
interested in exploring and developing lode claims.
DOCUMENT PAGE: 3 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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 1997, the lessee recovered a total of 341.6 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 former lease agreement between the Registrant and Lessee required Lessee
to perform drilling on Tobin Creek and the other major drainages of Big
Creek-St. Mary's Creek, Little Squaw Creek and Big Squaw creek. The lessee
has not had the financial ability since the commencement of the lease to
conduct the exploratory operations, and this was one of the reasons that the
lease was amended deleting the Tobin Creek, Little Squaw and Big Squaw Creeks
from the lease. Lessee has still not conducted drilling operations on the
Big Creek-St. Mary's Creek drainages. This is a concern to the Registrant
and discussions are ongoing with the lessee about this concern. Without the
drilling program there is no way to predict the future potential placer
reserves.
The lease with DayCreek Mining Company, Inc., for the placer claims allowed
the lessee to do some limited exploratory placer drilling on Little Squaw
Creek and Big Squaw Creek. 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 intends to continue the drilling program during 1998, and perhaps
conduct some limited placer mining on Little Squaw Creek.
Total historical sales of gold from the entire district are about 81,941
ounces, the majority of which was produced by hand mining methods from the
placer deposits prior to 1950.
DOCUMENT PAGE: 4 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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. 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 105 forty-acre unpatented state claims. The
lode mining claims were located to control the known gold bearing zones,
and constitute all of the presently existing lode mining claims 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 approximately 20 miles
of creeks and 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 and none contemplated in the
immediate future.
DOCUMENT PAGE: 5 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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.
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 sale prices for the stock for each quarterly period during the
past three years are as follows:
Quarter Lowest Price Reported Highest Price Reported
First 1995 .08 .12
Second 1995 .08 .10
Third 1995 .06 .09
Fourth 1995 .07 .09
First 1996 .07 .09
Second 1996 .07 .10
Third 1996 .06 .13
Fourth 1996 .09 .13
First 1997 .09 .09
Second 1997 .08 .09
Third 1997 .11 .12
Fourth 1997 .07 .08
(b) As of December 31, 1997, there were approximately 3,654 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.
DOCUMENT PAGE: 6 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
Item 6. SELECTED FINANCIAL DATA
Years Ended December 31,
__________________________________________________________
1997 1996 1995 1994 1993
__________ __________ __________ __________ __________
Revenues $ 24,498 $ 21,297 $ 9,339 $ 13,348 $ 6,770
Net Loss $ 31,828 $ 39,963 $ 30,728 $ 43,793 $ 71,011
Loss per share $ .00376 $ .00472 $ .00368 $ .00530 $ .00859
Total Assets $ 313,485 $ 304,488 $ 311,826 $ 320,712 $ 339,856
Long-Term
Obligations. . . 0 0 0 0 0
Cash Dividend
Declared per share. 0 0 0 0 0
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 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 operations; however, no lease
has yet been signed for the lode operations. The location of the mining
claims, together with the permafrost found throughout the district,
substantially increases the mining costs.
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
1998.
DOCUMENT PAGE: 7 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA INDEX TO FINANCIAL
STATEMENTS
Page
Independent Auditors' Report . . . . . . . . . . . . . . . . 9
Balance Sheets, December 31, 1997 and 1996 . . . . . . . . . 10
Financial Statements for the Years Ended December 31, 1997,
1996, 1995, and from inception (March 26, 1959)
through December 31, 1997:
Statements of Operations . . . . . . . . . . . . . . . . . . 11
Statements of Cash Flows . . . . . . . . . . . . . . . . . . 12-13
Statement of Stockholders' Equity . . . . . . . . . . . . . 14-20
Notes to Financial Statements . . . . . . . . . . . . . . . 21-24
Consent of Certified Public Accountants . . . . . . . . . . 25
(This space left blank intentionally)
DOCUMENT PAGE: 8 of 31
(Letterhead )
Lemaster & Daniels, PLLC
Certified Public Accountants
601 W. Riverside, Suite 700
Spokane, WA 99201
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, 1997 and
1996, and the related statements of operations, cash flows, and
stockholders' equity for each of the three years in the period ended
December 31, 1997, and for the period from March 26, 1959 (inception)
through December 31, 1997. 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, 1997 and 1996, and the results of its operations
and its cash flows for each of the three years in the period ended December
31, 1997, and the period from March 26, 1959 (inception) through December 31,
1997, in conformity with generally accepted accounting principles.
/s/ LeMaster & Daniels, PLLC
Certified Public Accountants
Spokane, Washington
March 2, 1998
DOCUMENT PAGE: 9 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
BALANCE SHEETS
December 31,
_____________________________________
1997 1996
_________________ _________________
ASSETS
CURRENT ASSETS:
Cash $ 19,014 $ 21,748
Cash investment 10,000 -
Account receivable, other - 285
Gold inventory 20,471 18,455
_________________ _________________
Total current assets 49,485 40,488
_________________ _________________
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
_________________ _________________
$ 313,485 $ 304,488
================= =================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable, related party $ 20,060 $ 13,836
Accrued payroll 147,850 109,450
Accrued and withheld payroll taxes 11,094 8,643
Other accrued expense 20,000 20,000
_________________ _________________
Total current liabilities 199,004 151,929
_________________ _________________
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 351,237 357,487
Deficit accumulated during the development
stage (1,075,432) (1,043,604)
_________________ _________________
122,655 160,733
Less treasury stock, 117,103 shares, at cost 8,174 8,174
_________________ _________________
Total stockholders' equity 114,481 152,559
_________________ _________________
$ 313,485 $ 304,488
================= =================
See accompanying notes to financial statements.
DOCUMENT PAGE: 10 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
STATEMENTS OF OPERATIONS
From Inception
Years Ended December 31, (March 26, 1959)
___________________________________ Through
1997 1996 1995 Dec. 31, 1997
__________ __________ ___________ _______________
REVENUES:
Royalties, net $ 2,016 $ 17,806 $ 9,339 $ 393,352
Management fees - - - 4,500
Stock transfer fees - - - 16,586
Interest income - - - 24,341
Gold sales and sundry - - - 7,642
Lease and rental 22,482 3,491 - 76,830
__________ __________ ___________ _______________
24,498 21,297 9,339 523,251
__________ __________ ___________ _______________
EXPENSES:
Management fees and
salaries 32,150 38,400 25,000 763,357
Directors' fees - - - 63,775
Professional services 11,579 5,854 4,879 245,898
Telephone 353 357 417 23,539
Interest - - - 35,986
Office and other rent 3,012 2,904 2,162 50,979
Office supplies and expense 1,586 2,390 1,652 124,180
Taxes, payroll and other 3,523 4,394 2,403 78,160
Travel and meetings 495 2,260 2,154 56,717
Depreciation - - - 5,248
Reclamation and
miscellaneous 3,628 4,701 1,400 67,506
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
__________ __________ ___________ _______________
56,326 61,260 40,067 1,598,683
__________ __________ ___________ _______________
NET LOSS $ 31,828 $ 39,963 $ 30,728 $ 1,075,432
========== ========== =========== ===============
Loss per share of
stock outstanding $ .00376 $ .00472 $ .00368
========== ========== ===========
See accompanying notes to financial statements.
DOCUMENT PAGE: 11 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
STATEMENTS OF CASH FLOWS
From Inception
Years Ended December 31, (March 26, 1959)
___________________________________ Through
1997 1996 1995 Dec. 31, 1997
__________ __________ ___________ _______________
INCREASE (DECREASE) IN CASH
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (31,828) $ (39,963) $ (30,728) $ (1,075,432)
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) - 20,000 184,782
(Increase) decrease in
current assets:
Accounts receivable 285 10,215 (10,208) -
Inventory (2,016) (17,807) 15,432 (20,471)
Increase in current
liabilities:
Accounts payable 6,224 1,171 279 20,060
Accrued payroll 38,400 28,750 5,000 147,850
Accrued and withheld
payroll taxes 2,451 2,704 1,538 11,094
Other accrued expense - - - 20,000
__________ __________ ___________ _______________
Net cash provided by
(used in) operating
activities 7,266 (14,930) 1,313 (706,384)
__________ __________ ___________ _______________
CASH FLOWS FROM
INVESTING ACTIVITIES:
Receipts attributable to
Unrecovered promotional,
exploratory, and
development costs - 4,009 22,500 626,942
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) 4,009 22,500 333,574
__________ __________ ___________ _______________
See accompanying notes to financial statements.
DOCUMENT PAGE: 12 of 31 (continued next page)
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
STATEMENTS OF CASH FLOWS (CONTINUED)
From Inception
Years Ended December 31, (March 26, 1959)
___________________________________ Through
1997 1996 1995 Dec. 31, 1997
__________ __________ ___________ _______________
CASH FLOWS FROM FINANCING
ACTIVITIES:
Issuance of common stock - - - 400,481
Acquisition of treasury
stock - - (4,975) (8,174)
Organizational costs - - - (483)
__________ __________ ___________ _______________
Net cash provided by
(used in) financing
activities - - (4,975) 391,824
__________ __________ ___________ _______________
NET INCREASE (DECREASE)
IN CASH (2,734) (10,921) 18,838 19,014
CASH, BEGINNING OF
YEAR/PERIOD 21,748 32,669 13,831 -
__________ __________ ___________ _______________
CASH, END OF
YEAR/PERIOD $ 19,014 $ 21,748 $ 32,669 $ 19,014
========== ========== =========== ===============
See accompanying notes to financial statements.
DOCUMENT PAGE: 13 of 31
*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, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
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)
See accompanying notes to financial statements.
DOCUMENT PAGE: 14 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
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)
See accompanying notes to financial statements.
DOCUMENT PAGE: 15 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
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)
See accompanying notes to financial statements.
DOCUMENT PAGE: 16 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
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)
See accompanying notes to financial statements.
DOCUMENT PAGE: 17 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
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)
See accompanying notes to financial statements.
DOCUMENT PAGE: 18 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
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)
See accompanying notes to financial statements.
DOCUMENT PAGE: 19 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
Statement of Stockholders' Equity (continued)
From Inception (March 26, 1959) through December 31, 1997
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
____ ___________ ____ ________________ ____________________ _________ _________ __________ ___________ ________ _________
1994 Issuance of $ $ $ $ $
stock )Officer compen- )Approximate market
option ) sation ) price per share - - 6,250 - - -
Net loss - - - (43,793) - -
_________ _________ __________ ___________ ________ _________
Balances,
December 31, 1994 8,314,660 831,465 352,872 (972,913) (3,199) 208,225
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) - -
_________ _________ __________ ___________ ________ _________
Balances,
December 31, 1995 8,468,506 846,850 357,487 (1,003,641) (8,174) 192,522
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) $(114,481)
========= ========= ========== =========== ======== ==========
*End Landscape Page Orientation And 9pt Type Size*
See accompanying notes to financial statements.
DOCUMENT PAGE: 20 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Nature of Operations:
The Company owns various patented and unpatented mining claims in Alaska.
Placer mining of certain claims is performed by a lessee. The Company is
considered to be a development stage company, as only nominal operations
have occurred to date. Planned principal operations include lode mining
of claims.
Gold Inventory:
Such asset, representing a mineral royalty received from a placer mining
lease, is stated at net realizable market value. Inventory market value
adjustments are included in royalty income.
Plant, Equipment, and Accumulated Depreciation:
Such assets are based at cost--cost determined by cash, cash items, or
value received for shares of the Company's common stock issued therefor.
The mine and mill buildings and equipment are located on Company-owned
mining claims located in the Chandalar Mining District of Alaska. A
small amount of office equipment is located at Company offices in
Spokane, Washington.
Depreciation provisions ($-0- in 1997, $1,114 in 1996, and $1,127 in 1995)
are based on the straight-line method over 5- to 25-year periods. The total
depreciation provisions for the years 1996 and 1995 were added to unrecovered
promotional, exploratory, and development costs.
Unrecovered Promotional, Exploratory, and Development Costs:
Such unrecovered costs for construction of roads, airplane landing strips,
development and exploration expenditures on the mining claims, and certain
mining lease costs less certain cost recoveries (principally placer lease
fees received) are based on cash expenditures and shares of the Company's
common stock issued in payment of incurred and dollar-valued liabilities.
Through December 31, 1997 and 1996, shares of common stock previously
issued for unrecovered costs totalled 1,162,122 shares with a dollar value
of $138,323.
As only nominal amounts of gold ore have been mined and sold by the Company
and its lessees over the term of the Company's existence, amortization of
such costs has not been provided pending the evolution of the Company from
the exploratory and development stage to the production stage. Certain
nominal amounts of net royalties and equipment rentals received have been
treated as noncapitalized receipts.
DOCUMENT PAGE: 21 of 31
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 officer/stockholder of the Company. In exchange for the
mining claims, the Company issued 400,000 shares of its previously unissued
shares. A 2% gross royalty interest was retained by the partnership.
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 assigning values
was not determinable.
In May 1972, the Company acquired from a corporation and various individuals
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
previously 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 assigning values was not determinable.
Deficit Accumulated During the Development Stage:
Such net expenditures, which have not been capitalized, relate to
management fees and officers' salaries, office expenses, general legal and
accounting, stock transfer costs, certain nominal amounts of net royalties
and equipment rentals, and loss on an investment in a limited partnership.
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 7.
DOCUMENT PAGE: 22 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued):
Loss Per Share:
Such amounts are computed based on the weighted average number of
shares outstanding during the years (8,351,408 in 1997,1996, and 1995).
Antidilutive stock option shares are excluded from the computation.
NOTE 2 -- LEASE OF MINING CLAIMS, MINE AND MILL BUILDINGS, AND EQUIPMENT:
Placer Mining Leases:
In October 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 three creek drainages. The lease provides
for annual lease payments totalling $22,500 for ten years, with a forty-year
renewal option. In addition to the lease payments, Gold Dust pays the
Company an 8% royalty from placer gold production. Gold Dust may terminate,
with advance notice, its lease rights on any or all of the claims. In May
1990, the Company entered into an addendum to the lease extending the lease
to cover the remaining two placer drainages under the same terms and
conditions of the original lease. At December 31, 1995, Gold Dust was in
arrears for $10,500 of the 1995 lease payment. Such amount was reflected
as a receivable at December 31, 1995, as it was received in February 1996.
Beginning in 1996, Gold Dust's placer mining was limited to one creek
drainage. Accordingly, the 1996 lease fee was $7,500, of which $4,009 was
reflected as a cost recovery of unrecovered promotional, exploratory, and
development costs (see note 1), and the remaining $3,491 was reported as
lease income in the 1996 statement of operations.
During 1997, the Company also entered into a similar placer mining lease
with Day Creek Mining Co. The 1997 lease fee received from this lessee
totalled $14,982.
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 $5,884 in 1997,
$504 in 1996, and $279 in 1995. Accounts payable for unpaid legal fees
totalled $19,052 and $13,168 at December 31, 1997 and 1996, respectively.
NOTE 4 -- COMMON STOCK:
In 1995, the Company's former president was issued 153,846 shares of
common stock at $.13 per share in lieu of compensation for services of
$20,000 from May 1, 1994 through May 31, 1995 ($4,000 in 1995 and
$16,000 in 1994).
DOCUMENT PAGE: 23 of 31
LITTLE SQUAW GOLD MINING COMPANY
(a development stage company)
NOTES TO FINANCIAL STATEMENTS
NOTE 4 -- COMMON STOCK (continued):
The former president was also 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 -- NONCASH FINANCING ACTIVITIES:
Noncash financing activities consisted of the following:
1995:
Shares issued for accrued officer's compensation $ 20,000
NOTE 6 -- RECLAMATION COSTS:
The Company has accrued a liability of $20,000 as an estimated total cost
of reclamation at December 31, 1997 and 1996. 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.
NOTE 7 -- INCOME TAXES:
At December 31, 1997 and 1996, the Company had deferred tax assets of
$110,000 which were fully reserved by valuation allowances. Following
are the components of such assets and allowances:
December 31,
________________________
1997 1996
___________ ___________
Deferred tax assets arising from:
Unrecovered promotional, exploratory, and
development costs $ 56,000 $ 56,000
Accrued compensation 22,000 17,000
Net operating loss carryforwards 42,000 42,000
___________ ___________
120,000 115,000
___________ ___________
Less valuation allowance (120,000) (115,000)
___________ ___________
Net deferred tax assets $ - $ -
=========== ===========
At December 31, 1997, the Company had federal tax-basis net operating loss
carryforwards totalling approximately $285,000 which will expire in various
amounts from 1998 through 2011. Changes in the deferred tax asset
valuation allowance for 1997, 1996, and 1995 relate only to corresponding
changes in deferred tax assets for those years.
DOCUMENT PAGE: 24 of 31
CONSENT OF CERTIFIED PUBLIC ACCOUNTANTS
Board of Directors
Little Squaw Gold Mining Company
Spokane, Washington
We hereby consent to the use of our opinion, dated March 2, 1998, on
the financial statements of Little Squaw Gold Mining Company for the years
ended December 31, 1997 and 1996 in the Company's Form 10-K for the year
ended December 31, 1997
/s/LeMaster & Daniels, PLLC
Certified Public Accountants
Spokane, Washington
March 2. 1998
(This space left blank intentionally)
DOCUMENT PAGE: 25 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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
Name (age) Position and Offices
of Director Held (Year First Elected) Principal Occupation
_________________________ _________________________ _______________________
Eskil Anderson (84) President & Director Consulting Geologist
(1972) Spokane, Washington
Stewart A. Jackson, PH.D Vice President
(56) and Director Mining Geologist
(October 1993) Littleton, Colorado
Leonard C. Havlis (69) Director Computer Programmer
(1972) Seattle School Dist.
Seattle, Washington
Ellamae Anderson (75) Director Graduate Gemologist
(October, 1986) and Gem Appraiser
Spokane, Washington
Hollis H. Barnett (58) Secretary and Director Attorney at Law
(October, 1986) Campbell, Dille,
& Barnett
Puyallup, Washington
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 84 President
Stewart A. Jackson 56 Vice President
Hollis H. Barnett 58 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: 26 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
(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
1997, Mr. Anderson was again elected President.
Hollis H. Barnett is a practicing attorney, having practiced law for 29
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
DOCUMENT PAGE: 27 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
Item 11. EXECUTIVE COMPENSATION
A summary of cash and other compensation for the Company's presidents
(chief executive officer) for the first three most recent years as follows:
SUMMARY COMPENSATION TABLE
Annual Compensation
Name and Principal Fiscal All other
Position Year Salary (a) Compensation
________________________ _______ ___________ ________________
Eskil Anderson, 1997 $ 32,150 -0-
President (b) 1996 $ 34,800 -0-
1995 $ 20,300 -0-
Stewart Jackson, 1997 $ -0- -0-
President (b) 1996 $ -0- -0-
1995 $ 4,000 (c) -0-
Each other executive
officer having over
$100,000 of annual
compensation None None
(a) Salary includes both cash and accrued salary for the year.
(b) Stewart Jackson began his term as President in May 1994, when
Eskil Anderson resigned that position. Mr. Anderson had held that position
for many years. Mr. Jackson resigned that position in April of 1995 and Mr.
Anderson was elected President effective May of 1995, and Mr. Jackson Vice
President.
(c) Compensation for services for the period of May 1, 1994 to April 1,
1995, was paid through the issuance of 153,846 shares of authorized but
unissued common stock at a price of $.13 per share.
(This space left blank intentionally)
DOCUMENT PAGE: 28 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(a) Security ownership of certain beneficial owners:
(b) Security ownership of Management:
Title of Name and Address Amount and Nature of Percent
Class Beneficial Owner Beneficial Ownership of Class
_____________ ____________________ _______________________ ___________
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 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.
**In addition to the shares beneficially owned, Stewart Jackson, vice
president and director, had an option to acquire up to 250,000 common
shares during the period 5/1/94 to 4/1/97, after which time the option
lapsed unexercised.
(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
DOCUMENT PAGE: 29 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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 required to be filed by Item 8 of
this Form.
3. Exhibits required to be filed by Item 601 of Regulation S-K.
(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.
(This space left blank intentionally)
DOCUMENT PAGE: 30 of 31
LITTLE SQUAW GOLD MINING COMPANY
FORM 10K
For the Period Ended December 31, 1997
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SIGNATURES
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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
(Registrant)
Date: March __, 1997 By: /s/ Eskil Anderson
____________________________________
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
(Registrant)
Date: March 24, 1998 By: /s/ Hollis H. Barnett
____________________________________
Hollis H. Barnett
Secretary and Director
Date: March 24, 1998 By: /s/ Stewart Jackson
____________________________________
Stewart Jackson
Director & Vice President
Date: March 24, 1998 By: /s/ Leonard Havlis
____________________________________
Leonard Havlis
Director
Date: March 24, 1998 By: /s/ Ellamae Anderson
____________________________________
Ellamae Anderson
Director
DOCUMENT PAGE: 31 of 31