SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

                          Date of Report: June 29, 2001


                     LEADVILLE MINING & MILLING CORPORATION
             (Exact name of registrant as specified in its charter)


             NEVADA                      0-13078                13-3180530
(State or other jurisdiction of        (Commission           (I.R.S. Employer
 incorporation or organization)        File Number)          Identification No.)


                      76 Beaver Street, New York, NY 10005
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (212) 344-2785





Item 2. Acquisition or Disposition of Assets.

     Effective  December 15, 2000,  we obtained an option from  AngloGold  North
America  Inc. to purchase  from  AngloGold  North  America  Inc.  and  AngloGold
(Jerritt  Canyon)  Corp.  100% of the  issued  and  outstanding  stock of Minera
Chanate,  S.A. de C.V., a subsidiary of those two  companies.  Minera  Chanate's
assets consist of certain exploitation and exploration concessions in the States
of Sonora, Chihuahua and Guerrero,  Mexico. For more detailed information on the
terms of this option, see the discussion in "Item 2. Management's Discussion and
Analysis of Financial  Condition and Results of  Operations;  Three Months Ended
January 31, 2001  Compared to Three  Months Ended  January 31, 2000;  Results of
Operations" in our Quarterly Report on Form 10-QSB for the quarter ended January
31,  2001.  See also the  discussion  in "Item 2.  Management's  Discussion  and
Analysis  of  Financial   Condition  and  Results  of  Operations;   Results  of
Operations;  General;  AngloGold  Properties - Sonora,  Mexico" in our Quarterly
Report on Form 10-QSB for the quarter ended April 30, 2001.

     On June 29, 2001,  we exercised  our option to obtain 100% of the shares of
Minera Chanate, S.A. de C.V. Just prior to closing,  based on the results of our
due diligence,  we caused Minera Chanate to drop 24 of its 106  concessions.  We
have obtained the requisite  approval from  AngloGold  under the Stock  Purchase
Option  Agreement and intend to cause Minera Chanate to drop up to an additional
30 concessions,  leaving a total of 52 concessions.  As a result, the total area
covered  by the  concessions  in which  Minera  Chanate  is going to  retain  an
interest will be smaller than previously reported.

Item 7. Financial Statement and Exhibits.

(a)  Financial  Statements  of  businesses  acquired.  The  requisite  financial
statements  will be filed by  amendment  not later  than 75 days  after June 29,
2001, the date of the event.

(b)  Pro  Forma  Financial  Information.   The  requisite  pro  forma  financial
information  will be filed by  amendment  not later  than 75 days after June 29,
2001, the date of the event.

(c) Exhibits. Stock Purchase Option Agreement from AngloGold.*

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*    Previously  filed as exhibit 10.a to the  registrant's  Quarterly Report on
     Form 10-QSB for the quarter ended January 31, 2001filed with the Commission
     on or about March 16, 2001, and incorporated herein by this reference.



                                       2



                                   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 thereto duly authorized.



                                          LEADVILLE MINING & MILLING CORPORATION
                                          --------------------------------------
                                                      Registrant



                                          By:  /s/ Gifford A.  Dieterle
                                               ---------------------------
                                               Gifford A Dieterle
                                               President/Treasurer




Date: July 16, 2001