|
Date
of Report (Date of earliest event reported)
|
January
7, 2008
|
|
ATLAS
MINING COMPANY
|
||||
|
(Exact
name of registrant as specified in its charter)
|
||||
|
Idaho
|
000-31380
|
82-0096527
|
||
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
||
|
1221
Yellowstone, Osburn, Idaho
|
83849
|
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|
(Address
of principal executive offices)
|
(Zip
Code)
|
|||
|
(208)
556-1181
|
||||
|
Issuer's
telephone number, including area code
|
||||
|
N/A
|
|
(Former
name or former address, if changed since last report.)
|
|
[
]
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230-425)
|
|
[
]
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240-14a-12)
|
|
[
]
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
|
[
]
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
|
|
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment
of
Certain Officers; Compensatory Arrangements of Certain Officers
|
|
(i)
|
On
January 7, 2008, management received correspondence via regular mail
that
Jack Harvey resigned from his position as Director of the
Company.
|
|
(ii)
|
On
January 11, 2008, the Board of Directors appointed John Levy and
Morris
Weiss as directors of the Company. Each of Messrs. Levy and
Weiss is to be compensated for his service as director at the rate
of
$10,000 per quarter, payable in advance on the first business day
of each
quarter. At the election of the director in question, any such
payment may be made in cash or in restricted common stock of the
Company,
whose price shall be the average price per share at the daily closing
of
the last five trading days leading up to the first business day of
the
quarter to which such payment applies. With respect to the
initial payments, Mr. Levy has elected to take one half of the payment
and
Mr. Weiss has elected to take all of the payment in common stock,
which
will result in the issuance of 7,102 shares and 14,205 shares
to Messrs. Levy and Weiss, respectively, based on an average stock
price
of $0.704 per share.
|
|
(iii)
|
Also
on January 11, 2008, the Board of Directors appointed John Levy as
the
sole member of a special committee empowered and directed to (i)
review
and investigate the conduct of the prior management of the Company
and any
issues arising therefrom and (ii) review and evaluate the Company’s
business, financial condition, assets, strategy, prospects and management
and recommend to the Board various alternatives to improve the Company’s
performance and prospects. The charter of the special committee
is for three months, subject to extension by the Board of
Directors. The special committee is empowered to engage such
advisors (including, without limitation, legal counsel and financial
advisors) as it, in its sole discretion, shall deem to be necessary
and
appropriate on such terms as the special committee, in its sole
discretion, shall deem to be reasonable and to cause the Company
to
promptly pay the fees and expenses of such advisors upon presentation
of
invoices therefor. Each member of the special committee shall
be indemnified by the Company against all expenses and other losses
incurred in connection with their service in such capacity to the
fullest
extent permitted under the Articles of Incorporation and Bylaws of
the
Company and Idaho law. As compensation for his duties as the
sole member of this special committee, Mr. Levy is entitled to receive
compensation, in addition to his compensation as a member of the
Board of
Directors, of $16,666.66 per month payable in advance on the first
day of
each month. Mr. Levy shall be entitled to take up to one half
of this compensation in common stock, valued based on the
average of the last five trading days preceding the first day of
the month
to which such payment applies. Mr. Levy has elected take one
half of this compensation in common
stock.
|
|
Item
8.01
|
OTHER
EVENTS
|
|
|
(i)
|
On
December 26, 2007, the company moved its corporate offices to 1221
Yellowstone Avenue, Osburn, Idaho, 83849. The new telephone number
for the
company is (208) 556-1181.
|
|
ATLAS
MINING COMPANY
|
|||
|
(Registrant)
|
|||
|
Date
|
January
16, 2008
|
||
|
/s/
WILLIAM T. JACOBSON
|
|||
|
By: William
T. Jacobson
|
|||
|
Interim
Chief Executive Officer and President
|