10-Q 1 march10b.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For The Quarterly Period Ended: March 31, 2010 _ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934. For the Transition Period from _________to ___________. Commission File Number: 0-16468 MOTHER LODE GOLD MINES CONSOLIDATED (Exact name of Registrant as specified in its charter) CALIFORNIA 94-2236016 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 1312 CONCANNON BOULEVARD, LIVERMORE, CA 94550-6004 (Address of principal executive offices) (925) 606-5939 (Registrants telephone number) 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 past 12 months (or for such shorter period that he registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ? Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit and post such files). Yes ? No X Indicate by a check mark whether the registrant is a large accelerated filer, a nonaccelerated filer or a small reporting company. Large accelerated filer ? Accelerated filer ? Non-accelerated filer ? Smaller reporting company X Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange act Yes ? No X APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date. TRADING SYMBOL: MLGM Class Outstanding Common Stock, without par value, as of March 31, 2010 7,614,770 Total Pages: 14 Exhibit Index on Page: 9 PART I - FINANCIAL INFORMATION Item 1. Financial information required by Item 310(b) of Regulation S-B and by Rule 10.01 of Regulation SX, for the Company s fiscal quarter ended March 31, 2010. The Company has prepared this information without independent audit or review. MOTHER LODE GOLD MINES CONSOLIDATED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2010 TABLE OF CONTENTS Balance Sheets as of March 31, 2010 and December 31, 2009 Statement of Operations for the 3-month periods ending March 31, 2010 and 2009 4 Statement of Cash Flows for the 3-month periods ending March 31, 2010 and 2009 5 Statements of Stockholders Equity from December 31, 2006 to March 31, 2010 6 Notes to Consolidated Statements 7 (The balance of this page is intentionally left blank) MOTHER LODE GOLD MINES CONSOLIDATED BALANCE SHEETS March 31, 2010 and December 31, 2009 (Unaudited)

~~September~~ASSETS 30March December 31 2010 2009 ~~2008~~ (Unaudited) (Unaudited) Current Assets Checking $ ~~407~~240 $ ~~257~~302 Total Current Assets ~~407~~240 ~~257~~302 Other Assets Loan Receivable, Amador United Gold Mines ~~217~~222,~~223~~633 ~~209~~220,~~261~~008 Investment, Amador United Gold Mines (99102,~~295~~481) (95101,~~055~~228) Investment, Pacific FarEast Minerals, Inc. (~~140~~179,~~615~~504) (72163,~~056~~510) Pre-paid State Taxes 25 25 Pacific FarEast Minerals common stock 10,560 10,560 Pacific FarEast Mine4rals Warrants 939 939 Total other assets (1118,~~213~~524) 53(33,~~674~~206) Total Assets $(1018,~~755~~284) $53(32,~~931~~904) LIABILITIES AND SHAREHOLDERS EQUITY Current Liabilities Accounts payable $45,~~500~~100 $34,~~600~~800 Total current liabilities 45,~~500~~100 34,~~600~~800 Shareholders equity Common stock, without par value, Authorized, 15,000,000 shares: Issued and outstanding, March 31 ~~2009~~2010: 7,614,770 ~~2008~~2009: 7,614,770 7,434,235 7,434,235 Deficit accumulated (7,~~449~~457,~~490~~619) (7,~~383~~417,~~904~~939) Net Stockholders equity (1523,~~255~~384) 50(37,~~331~~704) Total Liabilities and Shareholders Equity $(1018,~~755~~284) $53(32,~~931~~904) See accompanying notes

MOTHER LODE GOLD MINES CONSOLIDATED STATEMENTS OF OPERATIONS Three Months for Periods Ending March 31, 2010 and 2009 (Unaudited)

Three Months Ended ~~Nine~~Mar ~~Months~~31 ~~Ended~~Mar ~~Sep~~31 302010 ~~Sep 30 Sep 30 Sep 30~~ 2009 ~~2008 2009 2008~~ (Unaudited) (Unaudited)~~(Unaudited)(Unaudited)~~ Pre-operating revenues: Interest Income 2,~~685~~599 32,~~393~~597 ~~7,938 6,594~~ Miscellaneous ~~Income~~income 5045 0361 ~~411 135~~ 2,~~735~~644 32,~~393~~958 ~~8,349 6,729~~ Pre-operating Expenses ~~Legal~~Lease ~~and accounting 0 0 0 25 Interest expense 0 0 0 0~~ Expense-Office ~~Rent~~ 300 300 ~~900 1,200~~ Other administrative expense ~~127~~57 4642 ~~211 286~~ California Franchise tax ~~0 0~~ 25 25 ~~427~~382 ~~346~~367 1Net Operating Income (Loss) 2,~~136~~262 12,~~536~~591 Investment Income Amador United Gold Mines (Loss) ( 1,~~430~~253) (~~8,167)~~ (41,~~240~~396) ~~(28,256)~~ Pacific FarEast Minerals (Loss) (2315,~~734~~994) ~~44,757~~ (6819,~~559~~759) (3917,~~230~~247) (2521,~~164~~155) ~~36,590 72,799 (67,756)~~ Net Income (Loss) $(2214,~~856~~985) $~~39,637 $~~(6518,~~586~~564) ~~$(59,170)~~Primary ~~Fully Diluted~~ gain/(loss) per share $(0.~~003~~002) $~~0.005 $~~(0.~~009~~002) ~~$(0.008)~~Fully ~~Primary~~diluted gain/(loss) per share $(0.~~003~~002) $~~0.005 $~~(0.~~009~~002) ~~$(0.008)~~See accompanying notes

MOTHER LODE GOLD MINES CONSOLIDATED STATEMENTS OF CASH FLOW For Three Month Periods Ending March 31, 2010 and 2009 (Unaudited)

~~Nine~~Three Months Ended ~~Sep~~Mar 3031 ~~Sep~~Mar 3031 2010 2009 ~~2008~~ (Unaudited) (Unaudited) Cash flows from Operations: $(6514,~~586~~985) $(5918,~~170~~564) Adjustments to reconcile net loss to net cash used in operations: (Inc) Dec in loans receivable (72,~~963~~624) (102,~~448~~622) Inc (Dec) in accounts payables ~~900~~300 ~~1,200~~300 Inc (Dec) in income taxes payable 00 25 0 Net cash provided (used) in operations (7217,~~624~~309) (6820,~~418~~861) Cash flow from Financing: Net cash provided (used) financing 0 0 Investment Income Equity loss in Amador United Gold Mines 41,~~240~~253 281,~~526~~396 Equity loss in Pacific FarEast Minerals, Inc. 6815,~~559~~994 3919,~~230~~759 Net Cash provided by Investment 7217,~~799~~247 6721,~~756~~155 Net increase (decrease) in cash ~~175~~ $ (~~662~~62) $ 294 Cash, beginning of period 302 232 ~~1,158~~ Cash, end of period $ ~~407~~240 $~~496~~596 A. Supplemental disclosures of cash flow information: Income Taxes $ 025 $ 025

See accompanying notes

Common Stock Total Issued and Outstanding Paid-in Accumulated Shareholders Shares Amount Capital~~(1)~~ Deficit Equity Balance at December 31, ~~2007~~2008 7,~~530~~614,~~466~~770 $7,~~410~~434,~~740~~235 $~~23,495~~ 0 $(7,~~310~~383,~~338~~904) $~~123~~ 50,~~897~~331 Issuance of common stock upon exercise of Series A stock options ~~84,304~~0 ~~26,495~~0 ~~(23,495)~~0 0 Net gain/(loss) 0 0 0 (7358,~~566~~730) (7358,~~566~~730) Balance at December 31, ~~2008~~2009 7,614,770 $7,434,235 $ 0 $(7,~~383~~442,~~904~~634) $ 50(8,~~331~~399) Issuance of common stock upon exercise of Series A stock options 0 (0 0 0 Net gain/(loss) 0 0 0 ( 6514,~~586~~985) (6514,~~586~~985) Balance at ~~September~~March 3031, ~~2009~~2010 7,614,770 $7,434,235 $ 0 $(7,~~449~~457,~~490~~619) $(1523,~~255~~384) ~~(1) Paid-in capital represents Series A options to acquire a cumulative maximum of common shares: December 31, 2008 84,304 shares December 31, 2009 0 shares September 30, 2009 0 shares~~

MOTHER LODE GOLD MINES CONSOLIDATED NOTES TO FINANCIAL STATEMENTS MARCH 31, 2010 1. BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared by the Company in accordance with generally accepted accounting principles for interim financial information and with Form 10-Q instructions and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the three-month period ended March 31, 2010 are not necessarily indicative of the results that may be expected for the year ending December 31, 2010 For further information, refer to the consolidated financial statements and footnotes thereto included in the Companys Form 10K for the year ended December 31, 2009. 2. MINING PROPERTIES As of the date of this report, the Company holds no mining properties directly. Amador United Gold Mines, an investee company, holds mineral rights to 204.03 acres of the former Argonaut Mine in Amador County, California. 3. STOCK OPTION PLANS A. The Company has no active stock option plans. No options that were granted have been exercised. There are no options outstanding as of March 31, 2010. B. Compensatory options for a Series A had been issued for services and/or in satisfaction of Company indebtedness to officers and others. As of March 31, 2010 there are no compensatory options that are in effect. The last options were exercised in June 2008. 4. OTHER As of December 31, 2008, the Company agreed to a conversion of its loan made to its investee company, Pacific FarEast Minerals, Inc. The principal of the loan, $10,559.50 was converted to 52,795 shares of common stock valued at $0.20 per share for a total value of $10,339.50. The accrued, but unpaid interest of $939.10 was converted to 4,695 warrants, valued at $0.20 per share, to purchase a like number of common shares. The warrants expire on the fifth anniversary date of the December 31, 2008 date of issue. 5.OFFICE LEASE The Company does not lease office space, but shares 875 square feet provided by Pacific FarEast Minerals, Inc. at 1312 Concannon Boulevard, Livermore, California, a one-story office building in a suburban office park. PFEM charges the Company $100 per month as its fair share of the monthly rent and related expenses. Item 2. Managements Plan of Operations Plan of Operations. The sole activity of the Company during the First Quarter of 2010 was to assist Pacific FarEast Minerals, Inc. in the identification, management, administration and exploration/development of properties in the Mother Lode Gold belt of California, which may have economic potential for the recovery of minerals, especially gold. The Company owns 19.27% of the common stock of Pacific FarEast Minerals, Inc., the only outstanding security of Pacific FarEast Minerals, Inc. Other than minor cash payment for the transfer of stock, the Company has no cash income. Income from this source was $45.00 during the First Quarter 2010. A one time cash income occurred in the first quarter 2009 when PFEM, an investee company, advanced $27,052 in cash to MLGM, which then purchased $26,692 shares of Sutter Gold Mining, Inc for the account of PFEM. MLGM retained the $362 for operating expenses. The Companys minimal expenses to maintain operations of the Company are, when required, paid by private loans from officers and directors of the Company. Summary of Financial Results. Mother Lode Gold Mines Consolidated (the Company) showed a First Quarter 2010 loss of $14,985, compared with a loss of $18,564 for the First Quarter 2009. Sources of cash flow to the Company had historically been derived from: (1) mining contracts with other mining companies, (2) securities offerings and (3) drilling programs. As of March 31, 2010, there were 7,614,770 shares of common stock issued and outstanding. Preparation of Financial Statements. The financial statements of March 31, 2010, and for the three-month period then ended, were prepared by the Company and have not been audited by independent auditors prior to filing. Investee Companies A. - Amador United Gold Mines (AUGM). There was no activity by this corporation during the First Quarter 2010. The Company owns 48.20% of the common stock (the only outstanding security) of AUGM. AUGM holds 43,000 shares of Sutter Gold Mining, Inc. (SGM) and 204.03 acres of mineral rights to the Argonaut Mine, one of Californias largest past gold producers. B. - Pacific FarEast Minerals, Inc. (PFEM). As of December 31, 2009, PFEM ceased its exploration program in the Peoples Republic of China and began the process of closing its subsidiary, The Chengde Great Wall Minerals Company, LTD. This process may require up to six months, in order to comply with all the procedures require by the Peoples Republic of China. During 2008, through a Private Placement Memorandum, dated February 2, 2008, PFEM raised $656,201, which corresponds to 1,051,673 common shares of PFEM. The offering price was $0.60 per common share. As of March 31, 2010, there were 11,038,500 total issued and outstanding common shares (the only outstanding security) of Pacific FarEast Minerals, Inc. The Company currently owns 2,127,386 shares, or 19.27%, of the common stock of Pacific FarEast Minerals, Inc. Item 3. Disclosure Controls and Procedures (a) The principal executive and financials officers of the Company are of the opinion that all required disclosures have been properly made (b) The have been no changes in the internal controls for financial reporting. PART II - OTHER INFORMATION Item 1. Legal Proceedings: Not Applicable. Item 2. Changes in Security: Not Applicable. Item 3. Default Upon Senior Securities: Not applicable. Item 4. Submission of Matters to a Vote of Security Holders: Not applicable. Item 5. Other Information: Item 6. Exhibits Exhibit 11, Statement re Computation of Per Share Earnings Page 13 Note: Exhibits 2,3,4,10,15,18, 19, 22,23,24,31, 32, 99 and 100, as specified under Item 601 of Regulation S-B are not applicable and therefore are not included as Exhibits with this Form 10Q. (The balance of this page is intentionally left blank) SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MOTHER LODE GOLD MINES CONSOLIDATED Date: November 5, 2010 o/s Frank M. Orrell Frank M. Orrell Chairman, CEO Date: November 5, 2010 o/s Byron s. James Byron S. James, Chief Financial Officer CERTIFICATION OF PERIODIC REPORT We, Frank M. Orrell, Chief Executive Officer and Byron S. James, Chief Financial Officer, respectively of Mother Lode Gold Mines Consolidated (the "Company"), do certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that: (1) the Quarterly Report on Form 10-Q of the Company for the quarterly period ended March 31, 2010 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d); and (2) the information contained in this unaudited Report fairly presents, in all material respects, the financial condition and results of operations of the Company to the best of our knowledge. Date: November 5, 2010 o/s Frank M. Orrell Frank M. Orrell Chairman, CEO Date: November 5, 2010 o/s Byron s. James Byron S. James, Chief Financial Officer (The balance of this page is intentionally left blank) I, Frank M. Orrell, certify that: 1. I have reviewed this quarterly report on Form l0-Q of Mother Lode Gold Mines Consolidated; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements and other financial information included in this quarterly report, fairly present in all material respects the financial condition of this quarterly report; 4. The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined m Exchange Act Rules l3a-14 and 15d-14) for the registrant and we have: a) designated such disclosure contro1s and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and 6. The registrants other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 5, 2010 o/s Frank M. Orrell Frank M. Orrell Chairman, CEO I, Byron S. James, certify that: 1. I have reviewed this quarterly report on Form l0-Q of Mother Lode Gold Mines Consolidated; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements and other financial information included in this quarterly report, fairly present in all material respects the financial condition of this quarterly report; 4. The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined m Exchange Act Rules l3a-14 and 15d-14) for the registrant and we have: a) designated such disclosure contro1s and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries is made known to us by others within those entities particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and 6. The registrants other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 5, 2010 o/s Byron s. James Byron S. James, Chief Financial Officer MOTHER LODE GOLD MINES CONSOLIDATED EARNINGS PER SHARE (FULLY DILUTED)

~~<3>~~ CUMULATIVE 3 MO TO 3 MO TO ~~9 MO TO 9 MO TO~~ 12 MO TO ~~DATE~~ SHARES ~~SHARES~~SHARESMONTHS ~~MONTHS 9~~3/30/0910 93/30/~~08 9/30/~~09 ~~9/30/08~~ 12/31/0809 For the period 2/8/74 thru 12/31/07 (ABA) 01/01/08 (A) 176,855 7,530,466 3 ~~22,591,398 22,591,398 03~~3/31/08 (A) 42,152 7,572,618 3 ~~22,717,854 22,717,854~~ 06/30/08 (A) 42,152 7,614,770 3 2209/30/08 0 7,~~844~~614,~~310~~770 3 12/31/08 0 7,614,770 3 22,844,310 22,~~814~~844,310 0903/3031/0809 0 7,614,770 3 22,844,310 1206/31/0809 0 7,614,770 3 22,844,310 0309/3130/09 0 7,614,770 3 22,844,310 0612/3031/09 0 7,614,770 ~~22,844,310~~3 22,844,310 0903/3031/0910 0 7,614,770 0 22,844,310 22,844,310 6891,~~532~~377,~~930~~724 ~~68,153,562 90,997,872~~ MONTHS 3 3 ~~9 9~~ 12 WEIGHTED AVERAGE SHARES 7,614,770 7,614,770 7,614,770 ~~7,572,618 7,583,156~~ NET INCOME/LOSS) $(2214,~~856~~985) $~~39,637 $~~(6518,~~586~~564) $(5958,~~170~~730) ~~$(73,556)~~ EARNINGS/LOSS) PER SHARE, FULLY DILUTED $(0.~~003~~002) $~~0.005 $~~(0.~~009~~002) $(0.008) $NOTES: (~~0.010~~A) Conversion to common stock of Series A preferred shares previously issued.

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~~<3>~~ CUMULATIVE 3 MO TO 3 MO TO ~~9 MO TO 9 MO TO~~ 12 MO TO ~~DATE~~ SHARES ~~SHARES~~SHARESMONTHS ~~MONTHS 9~~3/30/09 93/30/08 ~~9/30/09 9/30/08~~ 12/31/08 For the period 2/8/74 thru 12/31/07 (ABA) 01/01/08 (A) 176,855 7,530,466 3 ~~22,591,398 22,591,398 03~~3/31/08 (A) 42,152 7,572,618 3 ~~22,717,854 22,717,854~~ 06/30/08 (A) 42,152 7,614,770 3 2209/30/08 0 7,~~844~~614,~~310~~770 3 12/31/08 0 7,614,770 3 22,844,310 22,~~814~~844,310 0903/3031/0809 0 7,614,770 3 22,844,310 1206/31/0809 0 7,614,770 3 22,844,310 0309/3130/09 0 7,614,770 3 22,844,310 0612/3031/09 0 7,614,770 ~~22,844,310~~3 22,844,310 0903/3031/0910 0 7,614,770 0 22,844,310 22,844,310 6891,~~532~~377,~~930~~724 ~~68,153,562 90,997,872~~ MONTHS 3 3 ~~9 9~~ 12 WEIGHTED AVERAGE SHARES 7,614,770 7,614,770 7,614,770 ~~7,572,618 7,583,156~~ NET INCOME/LOSS) $(2214,~~856~~985) $~~39,637 $~~(6518,~~586~~564) $(5958,~~170~~730) ~~$(73,566)~~ EARNINGS/LOSS) PER SHARE, PRIMARY $(0.~~003~~002) $~~0.005 $~~(0.~~009~~002) $(0.008) $NOTES: (~~0.010~~A) Conversion to common stock of Series A preferred shares previously issued.

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