UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report: ~~April~~May 1627, 2004

ATLAS MINERALS INC.
(Exact name of Registrant as specified in its Charter)

COLORADO
(State or other jurisdiction of
incorporation or organization)

1-02714
(Commission
File Number)

84-1533604
(I.R.S. Employer
Identification Number)

Suite 205, 10920 West Alameda Avenue, Lakewood, Colorado		80226
8040 South Kolb Road, Tucson, AZ		85706
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (~~303~~520) ~~292~~889-~~1299~~2040

~~Item~~ITEM 75. OTHER ~~Financial Statements and Exhibits~~EVENTS

~~(c)~~Effective June 2, ~~Exhibits~~2004, Mr. ~~The exhibits~~Gary ~~listed~~E. ~~below~~Davis ~~are~~will ~~filed~~resign from all management positions with ~~this~~the ~~report~~Company and its subsidiaries. These duties will be assumed by Mr. Roy Shipes, who has been named as the Company’s Chief Executive Officer. Mr. Davis will remain as a Director of the Company.

~~99.1~~Due ~~Press~~to its ~~Release~~depleted ~~dated~~financial ~~April~~condition, 16the Company has been unable to comply with the filing of its financial statements on Form 10-QSB for the first quarter ended March 31, 2004.

~~Item~~ITEM 126. RESIGNATION ~~Results~~OF ~~of Operations and Financial Condition.~~DIRECTORS

OnMr. ~~April 16,~~Robert ~~2004~~Miller resigned ~~Atlas~~his ~~Minerals~~position ~~Inc~~as a Director, and Mr. ~~issued~~David Carroll, a ~~press~~financial advisor ~~release~~with the ~~announcing~~investment ~~Results~~banking ~~of Operations~~ and ~~Financial~~ ~~Condition~~brokerage firm ~~for~~of ~~the fiscal~~Ryan ~~year~~Beck ~~ended December~~and 31Co., ~~2003~~Inc., was ~~The~~appointed ~~press~~to ~~release~~the ~~is furnished as Exhibit 99~~Board.1 Mr. Carroll ~~and~~was previously ~~incorporated~~a byDirector ~~reference~~of inthe ~~this~~Company ~~Current~~from March ~~Report~~2000 onuntil ~~Form 8-K~~September 2001.

SIGNATURESITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

~~Pursuant~~ (c) toExhibits. ~~the~~The ~~requirements of~~exhibits ~~the Securities Exchange~~listed ~~Act~~below ofare ~~1934,~~filed ~~the~~with ~~Registrant has duly caused~~ this report ~~to be signed on its behalf by the undersigned, thereunto duly authorized~~.

~~ATLAS~~99.1 ~~MINERALS~~Press ~~INC.(Registrant)~~release dated May 27, 2004

~~By:~~SIGNATURES ~~/s/ Gerald E. Davis Gerald E. Davis Corporate Secretary~~

~~Date: April~~Pursuant 16to the requirements of the Securities Exchange Act of 1934, ~~2004~~the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

ATLAS MINERALS INC.
(Registrant)

By: /s/ Gary E. Davis
      Gary E. Davis
      Corporate Secretary

Date: May 27, 2004

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

FORM 8-K

CURRENT REPORT

SIGNATURESITEM 7. FINANCIAL STATEMENTS AND EXHIBITS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

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