Edgar Filing: ATLAS MINING CO

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

IBS CAPITAL LLC

2. Issuer Name and Ticker or Trading Symbol
ATLAS MINING CO [ALMI]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

ONE INTERNATIONAL PLACE, SUITE 2401

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2009

(Street)

BOSTON, MA 02110

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/30/2009		S⁽⁶⁾		500,000	D	$ 0.85	13,972,415 ⁽¹⁾	I	See Note 6. ⁽¹⁾ ⁽⁶⁾
Common Stock	09/30/2009		A⁽⁶⁾		500,000	A	$ 0.85	13,972,415 ⁽¹⁾	I	See Note 6. ⁽¹⁾ ⁽⁶⁾

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

10% PIK-Election Convertible Notes ⁽²⁾

$ 0.35 ⁽³⁾

⁽³⁾

Common Stock

1,428,571 ⁽¹⁾ ⁽²⁾

2 ⁽²⁾ ⁽³⁾

See Notes 1 and 2. ⁽¹⁾ ⁽²⁾

10% PIK-Election Convertible Notes ⁽⁴⁾

$ 0.5 ⁽⁵⁾

⁽⁵⁾

Common Stock

1,000,000 ⁽¹⁾ ⁽⁴⁾

2 ⁽⁴⁾ ⁽⁵⁾

See Notes 1 and 4. ⁽¹⁾ ⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
IBS CAPITAL LLC ONE INTERNATIONAL PLACE SUITE 2401 BOSTON, MA 02110		X
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP) ONE INTERNATIONAL PLACE STE 2410 BOSTON, MA 02110		X

Signatures

IBS Capital LLC, by David A. Taft, Manager		10/02/2009
^**Signature of Reporting Person		Date
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP) By IBS Capital LLC, Its General Partner, David A. Taft, Manager		10/02/2009
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	IBS Capital LLC is the general partner of The IBS Turnaround (QP) Fund (A Limited Partnership) and The IBS Turnaround Fund (A Limited Partnership). IBS Capital LLC is the investment adviser of The IBS Opportunity Fund (BVI), Ltd.
(2)	Pursuant to a series of note issuances on December 30, 2008, the issuer issued to each of The IBS Turnaround (QP) Fund (A Limited Partnership) and The IBS Turnaround Fund (A Limited Partnership) a 10% PIK-Election Convertible Note (collectively, the "0.35 Notes", each a "0.35 Note") on substantially the same terms and conditions. The 1,428,571 shares of common stock of Atlas Mining Co. ("Common Stock") into which outstanding amounts are convertible under the 0.35 Notes include: (i) 1,028,571 shares into which amounts payable under a 0.35 Note by the issuer to The IBS Turnaround (QP) Fund (A Limited Partnership) are convertible and (ii) 400,000 shares into which amounts payable under a 0.35 Note by the issuer to The IBS Turnaround Fund (A Limited Partnership) are convertible.
(3)	The 0.35 Notes mature on December 15, 2018. At the noteholder's option, amounts outstanding under a 0.35 Note may be converted into Common Stock at any time after the issuer has authorized sufficient shares to convert such amounts outstanding into Common Stock at the conversion price of $0.35 per share (the "0.35 Conversion Price"). The amount outstanding under a 0.35 Note shall be mandatorily converted into Common Stock of the issuer at the 0.35 Conversion Price of upon: (i) the issuer's authorization of a sufficient number of shares to convert amounts outstanding under all of the notes in the series into Common Stock; (ii) the average closing bid or market price of Common Stock for the preceding five days being in excess of the 0.35 Conversion Price; and (iii) either (a) the issuer has filed a registration statement for the resale the number of shares of Common Stock into which the outstanding amount under a 0.35 Note is convertible or (b) the shares are resalable under Rule 144.
(4)	Pursuant to a series of note issuances on May 4, 2009, the issuer issued to each of The IBS Turnaround (QP) Fund (A Limited Partnership) and The IBS Turnaround Fund (A Limited Partnership) a 10% PIK-Election Convertible Note (collectively, the "0.50 Notes", each a "0.50 Note") on substantially the same terms and conditions. The 1,000,000 shares of Common Stock into which outstanding amounts are convertible under the 0.50 Notes include: (i) 640,000 shares into which amounts payable under a 0.50 Note by the issuer to The IBS Turnaround (QP) Fund (A Limited Partnership) are convertible and (ii) 360,000 shares into which amounts payable under a 0.50 Note by the issuer to The IBS Turnaround Fund (A Limited Partnership) are convertible.
(5)	The 0.50 Notes mature on December 15, 2018. At the noteholder's option, amounts outstanding under a 0.50 Note may be converted into Common Stock at any time after the issuer has authorized sufficient shares to convert such amounts outstanding into Common Stock at the conversion price of $0.50 per share (the "0.50 Conversion Price"). The amount outstanding under a 0.50 Note shall be mandatorily converted into Common Stock of the issuer at the 0.50 Conversion Price of upon: (i) the issuer's authorization of a sufficient number of shares to convert amounts outstanding under all of the notes in the series into Common Stock; (ii) the average closing bid or market price of Common Stock for the preceding five days being in excess of the 0.50 Conversion Price; and (iii) either (a) the issuer has filed a registration statement for the resale the number of shares of Common Stock into which the outstanding amount under a 0.50 Note is convertible or (b) the shares are resalable under Rule 144.
(6)	The 500,000 shares sold on September 30, 2009 were sold as follows: The IBS Turnaround (QP) Fund (A Limited Partnership) sold (i) 410,000 shares to The IBS Turnaround Fund (A Limited Partnership) and (ii) 90,000 shares to The IBS Opportunity Fund (BVI), Ltd. After the completion of the transactions, (i) The IBS Turnaround (QP) Fund (A Limited Partnership) holds 7,913,598 shares; (ii) The IBS Turnaround Fund (A Limited Partnership) holds 3,541,042 shares; and (iii) The IBS Opportunity Fund (BVI), Ltd. holds 2,515,275 shares.

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