Filed by sedaredgar.com - New Jersey Mining Co. - Form 10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2009

or

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______to ______

Commission file number: 000-28837

NEW JERSEY MINING COMPANY
(Exact name of registrant as specified in its charter)

Idaho 82-0490295
(State or other jurisdiction (I.R.S. employer identification No.)
of incorporation or organization)  

89 Appleberg Road, Kellogg, Idaho 83837
(Address of principal executive offices) (zip code)

(208) 783-3331
Registrant’s telephone number, including area code

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 as the registrant was required to file such reports), and (2) has been subject to filing requirements for the past 90 days.

Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “small reporting company” in Rule 12b-2 of the Exchange Act.

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]

On July 31, 2009, 37,745,072 shares of the registrant’s common stock were outstanding.


NEW JERSEY MINING COMPANY
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD
ENDED JUNE 30, 2009

TABLE OF CONTENTS

  Page
PART I – FINANCIAL INFORMATION  
Item 1: Financial Statements 3
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations 9
Item 3: Quantitative and Qualitative Disclosures about Market Risk 12
Item 4: Controls and Procedures 12
Item 4T: Controls and Procedures 13
PART II – OTHER INFORMATION  
Item 1: Legal Proceedings 13
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds 13
Item 3: Defaults Upon Senior Securities 13
Item 4: Submission of Matters to a Vote of Security Holders 13
Item 5: Other Information 13
Item 6: Exhibits 13
SIGNATURES 14

2


PART I-FINANCIAL INFORMATION

Item 1: FINANCIAL STATEMENTS

New Jersey Mining Company
(A Development Stage Company)
Balance Sheets (Unaudited)
June 30, 2009 and December 31, 2008

ASSETS  
    June 30, 2009     December 31, 2008  
             
Current assets:            
   Cash and cash equivalents $  1,458   $  321,254  
   Investment in marketable equity security at market            
             (cost-June 30-$6,331, December 31-$6,531)   20,418     16,328  
   Interest receivable   103     324  
   Miscellaneous receivable         5,516  
   Contract drilling receivable   61,043        
   Prepaid expense   572     572  
   Inventory   140,773     99,092  
                       Total current assets   224,367     443,086  
             
Property, plant, and equipment, net of accumulated depreciation   1,393,231     1,470,355  
Mineral properties, net of accumulated amortization   1,394,246     1,398,334  
Reclamation bonds   123,755     123,520  
   Total assets $  3,135,599   $  3,435,295  
             
             
LIABILITIES AND STOCKHOLDERS’ EQUITY  
             
Current liabilities:            
   Accounts payable $  55,348   $  44,677  
   Accounts payable to related party   63,200        
   Interest payable   825        
   Accrued payroll and related payroll expenses   17,605     45,706  
   Obligations under capital lease-current portion   13,458     26,665  
   Notes payable-current portion   148,697     114,534  
                       Total current liabilities   299,133     231,582  
             
Accrued reclamation costs   53,500     53,500  
Obligations under capital lease-non-current   15,494     20,292  
Notes payable-non-current   92,524     184,147  
             
                       Total liabilities   460,651     489,521  
             
Stockholders’ equity:            
   Preferred stock, no par value, 1,000,000 shares            
             authorized; no shares issued and outstanding            
   Common stock, no par value, 50,000,000 shares authorized;            
             June 30, 2009-37,741,642 and            
             December 31, 2008-37,160,392            
             shares issued and outstanding   9,023,719     8,858,237  
   Deficit accumulated during the development stage   (6,362,858 )   (5,922,260 )
   Accumulated other comprehensive income            
             Unrealized gain in marketable equity security   14,087     9,797  
                       Total stockholders’ equity   2,674,948     2,945,774  
             
             Total liabilities and stockholders’ equity $  3,135,599   $  3,435,295  

3

The accompanying notes are an integral part of these financial statements.


New Jersey Mining Company
(A Development Stage Company)
Statements of Operations and Comprehensive Loss (Unaudited)
For the Three and Nine Month Periods Ended June 30, 2009 and 2008,
And from Inception (July 18, 1996) through June 30, 2009

                            From Inception    
                            (July 18, 1996)
                            Through  
    June 30, 2009     June 30, 2008     June 30, 2009    
    Three Months     Six Months     Three Months     Six Months        
Income earned during the development stage:                              
       Sales of gold $  52,338   $  163,659   $     $  50,559   $  313,374  
       Sales of concentrate                           601,168  
       Contract drilling income   66,472     66,472                 66,472  
    118,810     230,131           50,559     981,014  
                               
Cost and expenses:                              
       Direct production costs   45,268     172,272     36,205     102,138     1,121,809  
       Management   90,787     187,070     67,127     134,200     1,467,053  
       Exploration   33,221     49,545     174,327     287,734     2,218,819  
       Contract drilling expense   28,161     28,161                 28,161  
       Gain on sale of mineral property                           (90,000 )
       Gain on default of mineral                              
               property sale                           (270,000 )
       Depreciation and amortization   38,080     85,603     52,544     105,160     630,231  
       General and administrative expenses   53,589     135,817     103,790     246,123     2,262,189  
               Total operating expenses   289,106     658,468     433,993     875,355     7,368,262  
                               
                               
Other (income) expense:                              
       Timber sales                           (54,699 )
       Timber expense                           14,554  
       Royalties and other income   (2 )   (2 )   (78 )   (1,344 )   (71,705 )
       Royalty expense   2,484     3,597           656     37,870  
       Contract income                           23,725  
       Gain on sale of marketable equity security   (1,912 )   (1,912 )               (72,021 )
       Interest income   (103 )   (437 )   (5,883 )   (9,445 )   (46,879 )
       Interest expense   5,289     11,015           3,251     71,265  
       Write-off of goodwill                           30,950  
       Write-off of investment                           90,000  
               Total other (income) expense   5,756     12,261     (5,961 )   (6,882 )   (24,390 )
                               
Net loss   176,052     440,598     428,032     817,914     6,362,858  
                               
Other comprehensive income:                              
       Unrealized (gain) loss on marketable                              
               equity security   (10,821 )   (4,290 )   171,444     293,904     (14,087 )
                               
Comprehensive loss $  165,231   $  436,308   $  599,476   $  1,111,818   $  6,348,771  
                               
Net loss per common share-basic $  Nil   $  0.01   $  0.01   $  0.02   $  0.33  
                               
Weighted average common shares                              
       outstanding-basic   37,506,523     37,347,938     36,112,686     34,825,639     19,460,858  

4

The accompanying notes are an integral part of these financial statements.



New Jersey Mining Company
(A Development Stage Company)
Statements of Cash Flows (Unaudited)
For the Six Month Periods Ended June 30, 2009 and 2008,
And from Inception (July 18, 1996) through June 30, 2009

                From Inception  
    June 30,     (July 18, 1996)
                through  
    2009     2008     June 30, 2009  
Cash flows from operating activities:                  
     Net loss $  (440,598 ) $  (817,914 ) $  (6,362,858 )
     Adjustments to reconcile net loss to net cash                  

       used by operating activities:

                 
             Depreciation and amortization   85,603     105,160     630,231  
             Write-off of equipment               11,272  
             Write-off of goodwill and investment               120,950  
             Gain on sale of mineral property               (90,000 )
             Gain on default of mineral property sale               (270,000 )
             Gain on sale of marketable equity securities   (1,912 )         (72,021 )
     Common stock issued for:                  
             Management and directors’ fees   145,698     38,700     920,735  
             Services and other   12,285     15,750     205,595  
             Exploration   7,500     14,540     91,771  
             Mineral property agreement               15,000  
     Change in:                  
             Prepaid expense               (572 )
             Inventory   (41,680 )   9,182     (140,772 )
             Miscellaneous receivable   5,516     (1,673 )      
             Interest receivable   221     873     (103 )
             Contract drilling receivable   (61,043 )         (61,043 )
             Other assets               (778 )
             Accounts payable   10,671     9,192     64,584  
             Accrued payroll and related payroll expenses   (28,102 )   10,572     17,604  
             Accounts payable to related party   63,200           63,200  
             Interest payable   825           825  
             Accrued reclamation costs               20,300  
                       Net cash used by operating activities   (241,816 )   (615,618 )   (4,836,080 )
Cash flows from investing activities:                  
     Purchases of property, plant, and equipment   (4,392 )   (45,986 )   (1,084,248 )
     Purchase of mineral property               (17,904 )
     Proceeds from sale of mineral property               120,000  
     Deposit received on sale of mineral property         270,000     270,000  
     Purchase of reclamation bonds   (235 )   (536 )   (123,755 )
     Purchase of marketable equity security               (7,500 )
     Proceeds from sales of marketable equity securities   2,112           73,190  
     Cash of acquired companies               38,269  
     Deferral of development costs         (157,947 )   (759,209 )
                       Net cash used by investing activities   (2,515 )   65,531     (1,491,157 )
Cash flows from financing activities:                  
     Exercise of stock purchase warrants         1,740,000     2,537,600  
     Sales of common stock, net of issuance costs         950     4,226,576  
     Principal payments on capital lease   (18,005 )   (19,378 )   (174,837 )
     Principal payments on notes payable   (57,460 )   (58,074 )   (260,644 )
                       Net cash provided (used) by financing activities   (75,465 )   1,663,498     6,328,695  
Net change in cash and cash equivalents   (319,796 )   1,113,411     1,458  
Cash and cash equivalents, beginning of period   321,254     271,473     0  
Cash and cash equivalents, end of period $  1,458   $  1,384,884   $  1,458  
                   
Supplemental disclosure of cash flow information:                  
Interest paid in cash, net of amount capitalized $  10,190   $  17,929   $  61,076  
Non-cash investing and financing activities:                  
     Common stock issued for:                  
             Property, plant, and equipment       $  5,600   $  50,365  
             Mineral properties             $  315,300  
             Payment of accounts payable             $  12,205  
             Acquisitions of companies, excluding cash             $  743,653  
     Capital lease obligation incurred for equipment acquired             $  178,588  
     Notes payable for property and equipment acquired             $  482,634  

5

The accompanying notes are an integral part of these financial statements.


New Jersey Mining Company
Notes to Financial Statements
(Unaudited)

1. Basis of Presentation:

These unaudited interim financial statements have been prepared by New Jersey Mining Company (“the Company”) in accordance with accounting principles generally accepted in the United States of America for interim financial information, as well as the instructions to Form 10-Q. 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 the Company’s management, all adjustments (consisting of only normal recurring accruals) considered necessary for a fair presentation of the interim financial statements have been included.

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company's financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions, which could have a material effect on the reported amounts of the Company's financial position and results of operations. Operating results for the six month period ended June 30, 2009, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2009.

For further information refer to the financial statements and footnotes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008.

The Company presents its financial statements in accordance with Statement of Financial Accounting Standards (SFAS) No. 7, “Accounting for Development Stage Entities,” as management believes that while the Company’s planned principal operations have commenced, the revenue generated from them is not sufficient to cover all corporate costs. Additional development of the Company’s properties is necessary before a transition is made to reporting as a production stage company.

2. Description of Business

The Company is an exploration stage company incorporated as an Idaho corporation on July 18, 1996. The Company's primary business is exploring for and developing gold, silver, and base metal mining resources in Idaho.

3. Going Concern

As shown in the accompanying financial statements, the Company has minimal revenue and incurred an accumulated deficit of $6,362,858 through June 30, 2009. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management intends to seek additional capital from new equity securities offerings and joint venture agreements that will provide funds needed to increase liquidity, fund internal growth and fully implement its business plan.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Should the Company be unable to raise capital through future private placements and/or joint venture agreements or achieve significant revenues from its operations, its business, and, as a result, its financial position, results of operations and cash flow will likely be materially adversely impacted. We expect to receive cash flow from gold sales and by providing drilling services to Newmont on our joint venture.

6


4. Equity

Common Stock Issued for Cash, Goods, and Services

The Company issued 166,660 and 319,660 shares respectively of unregistered common stock to President Fred W. Brackebusch for management services rendered in the three and six month periods ending June 30, 2009. The shares were valued at $0.30 per share. The Company also issued 83,000 and 166,000 shares respectively of unregistered common stock to Vice President Grant A. Brackebusch for management services rendered in the three and six month periods ending June 30, 2009. The shares were valued at $0.30 per share.

During the three and six month periods ended June 30, 2009, the Company issued 47,540 and 58,090 shares respectively of unregistered common stock to individuals for goods and services at fair value prices ranging from $0.20 to $0.30 per share.

During the three and six month periods ended June 30, 2009, the Company issued 25,000 and 37,500 shares respectively of unregistered common stock to individuals for exploration services. The shares were valued at $0.20.

5. Fair Value Measurement

The table below sets forth our financial assets that were accounted for at fair value at June 30, 2009 and December 31, 2008, and their respective hierarchy level. We had no other financial assets or liabilities accounted for at fair value at June 30, 2009 and December 31, 2008.



Balance at
March 31,
2009
Balance at
December 31,
2008
Hierarchy
Level
Investments in marketable equity securities $ 20,418 $16,328 Level 1
Inventories 140,773 99,092 Level 2

6. New Accounting Pronouncement

Effective June 30, 2009, we adopted the provisions of FASB Staff Position (FSP) No. 107-1 and APB 28-1, issued to amend SFAS No. 107, Disclosures about Fair Value of Financial instruments. This FSP requires disclosures about fair value of financial instruments for interim reporting periods as well as in annual financial statements. This FSP also amends APB Opinion No. 28, Interim Financial Reporting, to require those disclosures in summarized financial information at interim reporting periods. Adoption of this guidance is not expected to have a material impact on our financial statements.

Also on June 30, 2009 we adopted the provisions of FSP No. FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly. This FSP was issued to provide additional guidance for estimating fair value in accordance with SFAS No. 157, Fair Value Measurements, when the volume and level of activity for the asset or liability have significantly decreased. This FSP also provides guidance on identifying circumstances that indicate a transaction is not orderly. Adoption of this guidance is not expected to have a material impact on our financial statements.

In May 2009, the FASB issued SFAS No. 165, “Subsequent Events” (“SFAS 165”). SFAS 165 sets forth the period after the balance sheet date during which management of a reporting entity should evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements, the circumstances under which an entity should recognize events or transactions occurring after the balance sheet date in its financial statements, and the disclosures that an entity should make about events or transactions that occurred after the balance sheet date. SFAS 165 is effective for interim or annual periods ending after June 15, 2009 and will be

7


applied prospectively. The adoption of SFAS 165 did not have a material impact on the Company’s results of operations or financial position.

In June 2009, the FASB issued Statement of Financial Accounting Standards No. 167, Amendments to FASB Interpretation No. 46(R) (“SFAS 167”), which modifies how a company determines when an entity that is insufficiently capitalized or is not controlled through voting (or similar rights) should be consolidated. SFAS 167 clarifies that the determination of whether a company is required to consolidate an entity is based on, among other things, an entity’s purpose and design and a company’s ability to direct the activities of the entity that most significantly impact the entity’s economic performance. SFAS 167 requires an ongoing reassessment of whether a company is the primary beneficiary of a variable interest entity. SFAS 167 also requires additional disclosures about a company’s involvement in variable interest entities and any significant changes in risk exposure due to that involvement. SFAS 167 is effective for fiscal years beginning after November 15, 2009. Adoption of this guidance is not expected to have a material impact on our financial statements.

In June 2009, the FASB issued Statement of Financial Accounting Standards No. 168, The FASB Accounting Standards Codification™ and the Hierarchy of Generally Accepted Accounting Principles a Replacement of FASB Statement No. 162 (“SFAS 168”). This Standard establishes the FASB Accounting Standards Codification™ (the “Codification”) as the source of authoritative accounting principles recognized by the FASB to be applied by nongovernmental entities in the preparation of financial statements in conformity with U.S. GAAP. The Codification does not change current U.S. GAAP, but is intended to simplify user access to all authoritative U.S. GAAP by providing all the authoritative literature related to a particular topic in one place. The Codification is effective for interim and annual periods ending after September 15, 2009, and as of the effective date, all existing accounting standard documents will be superseded. The Codification is effective for us in the third quarter of 2009, and accordingly, our Quarterly Report on Form 10-Q for the quarter ending September 30, 2009 and all subsequent public filings will reference the Codification as the sole source of authoritative literature.

7. Mining Venture Agreements

Newmont Venture Agreement

The Company entered into a venture agreement with Newmont North America Exploration Limited ("Newmont") in March 2008, relating to exploration of the Company's Toboggan Project. Newmont is conducting exploration in a 38 square mile area centered on the prospects that the Company has staked. To earn a participating interest in the Venture, Newmont is required to contribute $2,000,000 in exploration expenditures as follows: $300,000 on or before March 2009, an additional $700,000 by March 2010, and an additional $1,000,000 by March 2011. During 2009 NJMC is providing drilling services on a per footage fee basis to Newmont for this project.

8


Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

When we use the terms "New Jersey Mining Company," the "Company," "we," "us," or "our," we are referring to New Jersey Mining Company (the "Company") and its subsidiaries, unless the context otherwise requires.

Cautionary Statement about Forward-Looking Statements

This Quarterly Report on Form 10-Q includes certain statements that may be deemed to be "forward-looking statements." All statements, other than statements of historical facts, included in this Form 10-Q that address activities, events or developments that our management expects, believes or anticipates will or may occur in the future are forward-looking statements. Such forward-looking statements include discussion of such matters as:

Forward-looking statements also typically include words such as "anticipate," "estimate," "expect," "potential," "could" or similar words suggesting future outcomes. These statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, including such factors as the volatility and level of metal prices, currency exchange rate fluctuations, uncertainties in cash flow, expected acquisition benefits, exploration mining and operating risks, competition, litigation, environmental matters, the potential impact of government regulations, and other matters related to the mining industry, many of which are beyond our control. Readers are cautioned that forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those expressed or implied in the forward-looking statements.

The Company is under no duty to update any of these forward-looking statements after the date of this report. You should not place undue reliance on these forward-looking statements.

Plan of Operation

The Company’s strategy is to conduct exploration for gold, silver and base metal deposits in the greater Coeur d’Alene Mining District of northern Idaho while concurrently conducting mining and mineral processing operations on higher grade ore reserves it has located on its exploration properties. The financial strategy is to generate cash from these operations to pay for corporate expenses and to provide additional funds for exploration, thus reducing the need to raise funds through financing activities including sale of common stock. The strategy includes finding and developing ore reserves in order to increase production of gold, silver, and base metals. In addition, the sale or joint venture of mineral properties is used as a source of funds and to reduce exploration costs.

The Company has several properties at which most exploration is being conducted; the Toboggan Project, the Niagara, the Golden Chest, the Silver Strand, the Coleman, and the Giant Ledge. The Toboggan Project is a group of prospects in the Murray, Idaho District that appear to be related to alkaline magmatism and contain gold and silver telluride minerals. The Toboggan Project is being explored by Newmont North America Exploration Limited under a joint venture agreement. Newmont is conducting exploration in a 38 square mile area centered on the prospects that the Company has staked previously and on new claims staked by Newmont. Newmont commenced drilling certain targets in the second quarter of 2009. The Niagara copper-silver deposit, also located in the Murray, Idaho area, in the Revett formation was drilled in the 1970’s, and the Company drilled 5 holes in 2008 which expanded the resource. When permitting is completed and exploration funds are available, the Company will continue in-fill drilling on the known resource and will drill to intercept a deeper stratabound target in the Revett formation. At the Golden Chest mine, remnant mining was completed during the quarter and the

9


mine was placed on care and maintenance until financing is available to complete development of reserves. Permits are in place and development of infrastructure has been completed in order to be able to begin production of silver-gold ore at the Silver Strand mine but because of lack of working capital, it has been decided to not operate the mine in 2009. At the Coleman underground mine, no work is planned in 2009.

The Company commenced core drilling operations in the second quarter of 2009 at the Toboggan Project for Newmont.

The New Jersey mineral processing plant processed 607 dry tonnes during the second quarter. The plant operated on a regular schedule of 4 days per week, 10 hours per day, processing ore from the Golden Chest mine. The mill was idled during May 2009 except for the continued leaching and recovery of gold from concentrates which should be completed during the third quarter.

Changes in Financial Condition

The Company maintains an adequate cash balance by increasing or decreasing its exploration expenditures as limited by availability of cash from operations or from financing activities. The cash balance at the end of the second quarter of 2009 was $1,458, and Figure 1 shows the corresponding balances for previous accounting periods.

The cash balance declined during the second quarter due to lack of sales and financing activities.

Results of Operations

Income earned during the Development Stage (Revenue) for the second quarter of 2009 was $118,810 including contract drilling income, gold sales were $52,338 as compared to $0 for the second quarter of 2008. Figure 2 shows a net loss for the second quarter of 2009 of $176,052 compared to $428,032 for the second quarter of 2008.

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Gold production was 96 ounces in the second quarter of 2009 as compared to 7 ounces for the comparable period of 2008. Gold production for the remainder of 2009 is expected to decrease due to the lack of ore from the Golden Chest mine.

Ore mining operations at the Golden Chest mine ended in May 2009 when all known remnants were mined. If financing can be obtained, ramp access will be extended to the Idaho vein reserves. If the Idaho vein ramp development can be completed there will be more than 200,000 tonnes available.

Ore production at the Silver Strand mine has been delayed indefinitely because of lack of working capital.

No capital expenditures are planned at the New Jersey mineral processing plant.

The amount of money to be spent on exploration at the Company’s mines and prospects will depend upon the amount of gross profit generated by operations and the amount of money raised by financing activities. Management expects that all mines and the mineral processing plant will remain idle indefinitely.

The Company started to drill for Newmont at the Toboggan Project on a contract basis during the second quarter. It is expected that drilling will continue through the third quarter. Newmont currently pays for all exploration activities on the Toboggan Project.

For the remainder of 2009, the Company will continue to limit its discretionary exploration expenditures as well as its overhead expenses. With these reductions, the Company believes it will only need an estimated $200,000 to continue operations through the next six months.

As shown in the accompanying financial statements, the Company has minimal revenue and incurred an accumulated deficit of $6,362,858 through June 30, 2009. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management intends to seek additional capital from new equity securities offerings and joint venture agreements that will provide funds needed to increase liquidity, fund internal growth and fully implement its business plan.

The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Should the Company be unable to raise capital through future private placements and/or joint venture agreements or achieve significant revenues from its operations, its business, and, as a result, its financial position, results of

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operations and cash flow will likely be materially adversely impacted. We expect to receive cash flow from the gold sales and by providing drilling services to Newmont on our joint venture.

Changes in Direct Production Costs

Direct production costs increased because milling activity was more consistent in the three month period ended June 30, 2009 compared to the comparable period last year. The increase was due to suspension of other activities and concentration on mining accessible remnants at the Golden Chest mine. Also, inventory increased for the period and the grade of the ore that was mined resulted in costs that exceeded the current sale price.

Changes in Management Costs

Management expenses increased for the three month period ending June 30, 2009 compared to the comparable period last year. The increase was due to increased production activities and salaries. 50% of management salary was paid in stock to help conserve available funds.

Changes in Exploration Costs

Exploration expenses decreased for the three month period ending June 30, 2009 compared to the comparable period last year. The decrease was due to a lack of discretionary funding being available.

Changes in General and Administrative Costs

General and administrative cost decreased for the three month periods ending June 30, 2009 compared to the comparable period last year. The Company decreased the number of its employees, and other costs were cut to conserve available funds.

Changes in Contract Drilling Income and Expense

Both contract drilling and expense increased because of the company’s drilling activities related to the Toboggan Project. This is the first year for these activities.

Item 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required for small reporting companies.

Item 4: CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

The Company’s President and Chief Executive Officer who also serves as the Company’s principal financial officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934 (the “Exchange Act”), as of the end of the period covered by this report. Based on such evaluation, the Company’s President, Chief Executive Officer, and principal financial officer has concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing, and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files under the Exchange Act.

Changes in internal control over financial reporting.

The President, Chief Executive Officer, and principal financial officer conducted evaluations of the Company’s internal controls over financial reporting to determine whether any changes occurred during the quarter ended June 30, 2009 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. No material changes in internal control over financial reporting occurred in the quarter ended June 30, 2009.

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Item 4T. CONTROLS AND PROCEDURES

Information regarding internal control over financial reporting has been set forth in Item 4.

PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

None

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Neither the constituent instruments defining the rights of the Company’s securities filers nor the rights evidenced by the Company’s outstanding common stock have been modified, limited or qualified.

The Company issued 166,660 shares of unregistered common stock to President Fred W. Brackebusch for management services rendered on June 30, 2009. The shares were valued at a price of $0.30 per share. In management’s opinion, the securities were issued pursuant to exemption from registration under Section 4(2) of the Securities Act of 1933, as amended.

The Company issued 83,000 shares of unregistered common stock to Vice President Grant A. Brackebusch for management services rendered on June 30, 2009. The shares were valued at a price of $0.30 per share. In management’s opinion, the securities were issued pursuant to exemption from registration under Section 4(2) of the Securities Act of 1933, as amended.

During the second quarter the Company issued 31,540 shares of unregistered common stock at an average price of $0.22 to other accredited and sophisticated individuals for goods and services, 16,000 shares priced at $0.20 to certain hourly employees for service awards during the quarter, and 25,000 shares valued at $0.20 for exploration services during the quarter. In management’s opinion, the securities were issued pursuant to exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended.

Item 3. DEFAULTS UPON SENIOR SECURITIES

The Company has no outstanding senior securities.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

Item 5. OTHER INFORMATION

None

Item 6. EXHIBITS

Number Description
3.1 Articles of Incorporation. Filed as an exhibit to the registrant's registration statement on Form 10- SB (Commission File No. 000-28837) and incorporated by reference herein.
3.2 Bylaws. Filed as an exhibit to the registrant's registration statement on Form 10-SB (Commission File No. 000-28837) and incorporated by reference herein.
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley act of 2002.
32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  NEW JERSEY MINING COMPANY
     
  By: /s/ Fred W. Brackebusch
     
    Fred W. Brackebusch, its
    President, Treasurer & Director
 

Date: August 14, 2009  

   

   

  By:

/s/ Grant A. Brackebusch

   

   

Grant A. Brackebusch, its

   

Vice President & Director

 

Date: August 14, 2009  

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