10QSB 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2000 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period ---------to--------- Commission file number 33-00215 UNITED STATES ANTIMONY CORPORATION (Name of small business issuer in its charter) Montana 81-0305822 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) P.O. Box 643, Thompson Falls, Montana 59873 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (406) 827-3523 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X No At August 03, 2000, the registrant had outstanding 17,825,252 shares of par value $.01 common stock. PART I. FINANCIAL INFORMATION Item 1. Financial Statements United States Antimony Corporation and Subsidiary Consolidated Balance Sheets June 30, 2000 and December 31, 1999 (Unaudited) June 30, December 31, 2000 1999 ---- ---- ASSETS Current assets: Restricted cash $ 230 $ 227 Inventories 220,189 276,599 Accounts receivable, less allowance for doubtful accounts of $30,000 and $50,000 69,962 60,205 Prepaid expenses 1,747 ----------- ----------- Total current assets 292,128 337,031 Properties, plants and equipment, net 421,584 452,505 Restricted cash for reclamation bonds 171,816 178,986 Other assets 100,000 ----------- ----------- Total assets $ 985,528 $ 968,522 =========== =========== LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities: Checks issued and payable $ 58,293 $ 45,544 Accounts payable 532,208 467,596 Accrued payroll and property taxes 255,501 263,667 Accrued payroll and other 65,722 97,751 Judgments payable 42,067 40,645 Accrued interest payable 14,640 14,640 Due to related parties 101,632 42,841 Notes payable to bank, current 146,876 160,395 Note payable to Bobby C. Hamilton, current 87,596 Convertible debentures payable 600,000 Accrued reclamation costs, current 220,700 256,000 ---------- ----------- Total current liabilities 2,037,639 1,476,675 Notes payable to bank, noncurrent 232,935 165,570 Note payable to Bobby C. Hamilton, noncurrent 1,450,785 Accrued reclamation costs, noncurrent 58,687 58,687 ---------- ----------- Total liabilities 2,329,261 3,151,717 ---------- ----------- Commitments and contingencies Stockholders' deficit: Preferred stock, $.01 par value, 10,000,000 shares authorized; Series A: 4,500 shares issued and outstanding 45 45 Series B: 750,000 shares issued and outstanding 7,500 7,500 Series C: 205,996 shares issued and outstanding 2,060 2,060 Common stock, $.01 par value, 20,000,000 shares authorized; 17,725,252 and 16,900,252 shares issued and outstanding 177,252 169,003 Additional paid-in capital 14,595,323 14,289,947 Accumulated deficit (16,125,913) (16,651,750) ----------- ----------- Total stockholders'deficit (1,343,733) (2,183,195) ----------- ----------- Total liabilities and stockholders'deficit $ 985,528 $ 968,522 =========== ===========
The accompanying notes are an integral part of the consolidated financial statements United States Antimony Corporation and Subsidiary Consolidated Statements of Operations for the three and six-month periods ended June 30, 2000 and June 30, 1999 (Unaudited) Three Months Ended Six Months Ended June 30, June 30, 2000 1999 2000 1999 ---- ---- ---- ---- Revenues: Sales of antimony products and other $ 1,190,413 $ 1,533,620 $ 2,363,463 $2,223,922 ----------- ----------- ------------ ---------- Antimony production costs 995,888 1,089,553 1,844,043 1,706,928 Freight and delivery costs 142,363 96,180 243,977 96,180 ----------- ----------- ------------ ---------- 1,138,251 1,185,733 2,088,020 1,803,108 ----------- ----------- ------------ ---------- Gross profit 52,162 347,887 275,443 420,814 Operating expenses: Care, maintenance, and reclamation-Yellow Jacket 50,105 4,906 77,906 43,770 Exploration and evaluation-Yellow Jacket 11,926 45,198 Sales expense 84,286 63,960 194,351 63,960 General and administrative expenses 91,351 81,588 269,195 143,708 ----------- ----------- ---------- ------------ 225,742 162,380 541,452 296,636 ----------- ----------- ---------- ------------ Other expenses (income): Gain from accrued reclamation costs adjustment (35,000) (35,000) Gain from accounts payable adjustment (16,440) Accounts receivable factoring expense 24,827 52,012 49,288 52,012 Interest expense 40,129 64,930 81,239 116,072 Interest income (2,507) (2,311) (4,647) (4,657) ----------- ----------- ---------- ------------ 62,449 79,631 125,880 111,987 ----------- ----------- ---------- ------------ Net income (loss) before extraordinary item (236,029) 105,876 (391,889) 12,191 Extraordinary gain on settlement of debt 917,726 917,726 ----------- ----------- ---------- ------------ Net income $ 681,697 $ 105,876 $ 525,837 $ 12,191 =========== =========== ========== ============ Basic net income (loss) per share of common stock Before extraordinary item $ (0.01) $ (0.02) Extraordinary item 0.05 0.05 ----------- ----------- ---------- ------------ Net income (loss) $ 0.04 $ 0.01 $ 0.03 Nil =========== =========== ========== ============ Diluted net income (loss) per share of common stock Before extraordinary item $ (0.01) $ (0.02) Extraordinary item 0.05 0.05 ----------- ----------- ---------- ------------ Net income (loss) $ 0.04 $ 0.01 $ 0.03 Nil =========== =========== ========== ============ Basic weighted average shares outstanding 17,684,126 13,450,725 17,257,572 13,445,076 =========== =========== ========== ============ Diluted weighted average shares outstanding 17,684,126 16,045,550 17,257,572 16,039,901 =========== =========== ========== ============
The accompanying notes are an integral part of the consolidated financial statements United States Antimony Corporation and Subsidiary Consolidated Statements of Cash Flows for the six-month periods ended June 30, 2000 and 1999 (Unaudited) June 30, June 30, 2000 1999 ---- ---- Cash flows from operating activities: Net income $ 525,837 $ 12,191 Adjustments to reconcile net loss to net cash provided by (used in) operations: Depreciation 66,000 62,623 Extraordinary gain on settlement of debt (917,726) Provision for doubtful accounts (20,000) Issuance of common stock for consulting services 78,000 Issuance of stock to employees as compensation 1,050 Gain from accrued reclamation costs adjustment (35,000) Gain from accounts payable adjustment (16,440) Change in: Restricted cash (3) (1) Inventories 56,410 (62,979) Accounts receivable 10,243 (215,409) Prepaid expenses (1,747) Other assets (100,000) Accounts payable 64,612 240,996 Restricted cash for reclamation bonds 7,170 Accrued payroll and property taxes (8,166) 54,709 Accrued payroll and other (32,029) 11,887 Judgments payable 1,422 1,151 Accrued debenture interest payable 13,250 Due to related parties (11,209) (5,228) Accrued reclamation costs (35,300) (47,537) ------------ ------------ Net cash provided by (used in)operations (316,486) 15,263 ------------ ------------ Cash flows from investing activities: Purchase of properties, plant and equipment (35,079) (45,732) ------------ ------------ Net cash used in investing activities (35,079) (45,732) ------------ ------------ Cash flows from financing activities: Proceeds from issuance of common stock and warrants 155,000 Proceeds from sale of convertible debentures 600,000 Advances from related party 70,000 Proceeds from notes payable to bank 53,846 250,000 Payments on notes payable to bank (199,960) Increase in checks issued and payable 12,749 9,030 Payments on note payable to Bobby C. Hamilton (540,030) (28,601) ------------ ------------ Net cash provided by financing activities 351,565 30,469 ------------ ------------ Net change in cash 0 0 Cash, beginning of period 0 0 ------------ ------------ Cash, end of period $ 0 $ 0 ============ ============ Supplemental disclosures: Cash paid during the period for interest $ 79,159 $ 86,591 ============ ============ Noncash financing activities: Common stock issued as settlement for debt $ 80,625 ============
The accompanying notes are an integral part of the consolidated financial statements PART I - FINANCIAL INFORMATION, CONTINUED: United States Antimony Corporation and Subsidiary Notes to Consolidated Financial Statements (UNAUDITED) 1. Basis of Presentation: The unaudited consolidated financial statements have been prepared by the Company in accordance with generally accepted accounting principles for interim financial information, as well as the instructions to Form 10-QSB and Article 10 of Regulation S-X. 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. Operating results for the six-month period ended June 30, 2000 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2000. Certain consolidated financial statement amounts for the six-month period ended June 30, 1999, have been reclassified to conform to the 2000 presentation. These reclassifications had no effect on the net income or accumulated deficit as previously reported. During the second quarter of 2000, the Company began negotiations with the Estate of Bobby C. Hamilton to settle a note payable owed the Estate (see Financial Condition and Liquidity). Although the final closing of the settlement agreement did not take place until July 2000, the Company has adjusted the June 30, 2000 consolidated financial statements to reflect the settlement of debt, the extraordinary gain on the settlement, and the issuance of debentures and common stock relating to the settlement. For further information refer to the financial statements and footnotes thereto in the Company's Annual Report on Form 10-KSB for the year ended December 31, 1999. 2. Commitments and contingencies: Until 1989, the Company mined, milled and leached gold and silver in the Yankee Fork Mining District in Custer County, Idaho. The metals were recovered by a 150-ton per day gravity and flotation mill, and the concentrates were leached with cyanide to produce a bullion product at the Preachers Cove mill, which is located nine miles north of Sunbeam, Idaho on the Yankee Fork of the Salmon River. In 1994, the U.S. Forest Service, under the provisions of the Comprehensive Environmental Response Liability Act of 1980 (CERCLA), designated the cyanide leach plant as a contaminated site requiring cleanup of the cyanide solution. In 1996, the Company signed a consent decree with the Idaho Department of Environmental Quality relating to completing the reclamation and remediation at the Preachers Cove mill. The Company believes the cleanup will be complete sometime by 2001. 3. Income (loss) per common share: The diluted share base for the six months ended June 30, 2000, excludes incremental shares relating to outstanding stock purchase warrants and shares convertible from debentures. These shares are excluded due to their antidilutive effect as a result of the Company's loss from continuing operations during the first six months of 2000. 3. Income (loss) per common share; Continued: The following table presents a reconciliation of the numerators and denominators of the basic and diluted earnings per share ("EPS") computations for the six-month period ended June 30, 1999. June 30,1999 ------------ Per Share Income Shares Amounts ------ ------ ------- Basic EPS: Income $ 12,191 13,445,076 Nil Series C preferred stock (1) 2,594,825 -------- ---------- -------- Diluted EPS: Income $ 12,191 16,039,901 Nil ======== ========== ======== (1) Series C preferred stock is convertible into common stock of the company on a share-for-share basis. The effect on the computation of diluted weighted average shares outstanding is based upon the potential conversion of the shares into common stock for the period of time the preferred shares were outstanding and the antidilutive provisions of the Series C shares.
ITEM 2. Management's Discussion and Analysis of Results of Operations and Financial Condition General This report contains both historical and prospective statements concerning the Company and its operations. Prospective statements (known as "forward-looking statements") may or may not prove true with the passage of time because of future risks and uncertainties. The Company cannot predict what factors might cause actual results to differ materially from those indicated by prospective statements. Results of Operations For the three-month period ended June 30, 2000 The Company's operations resulted in a net loss of $236,029 for the three-month period ended June 30, 2000 compared with a net income of $105,876 for the three-month period ended June 30, 1999. The increase in the loss for the second quarter of 2000 compared to the same quarter of 1999 is primarily due to the continuing decrease in antimony product prices during the second quarter of 2000. During the second quarter of 2000, the Company settled a debt obligation owed the Estate of Bobby C. Hamilton (see Financial Condition and Liquidity). In connection with the settlement, the Company recorded an extraordinary gain of $917,726 that resulted in net income after the extraordinary gain of $681,697 for the three-month period ended June 30, 2000. Total revenues from antimony product sales for the second quarter of 2000 were $1,190,413 compared with $1,533,620 for the comparable quarter of 1999, a decrease of $343,207. The decrease in revenue from sales during the second quarter of 2000 was the result of decreasing antimony product prices. Sales of antimony products during the second quarter of 2000 consisted of 1,312,372 pounds at an average sale price of $.90 per pound. During the second quarter of 1999, sales of antimony products consisted of 1,549,099 pounds at an average sale price of $0.99 per pound. Gross profit from antimony sales during the second three-month period of 2000 was $52,162 compared with gross profit of $347,887 during the second three-month period of 1999. The decrease in gross profit and sale prices of antimony products from the second quarter of 2000 to the second quarter of 1999 is the result of a corresponding decrease in antimony metal prices. Results of Operations, continued: For the three-month period ended June 30, 2000, Continued: In 1996, the Company's Yellow Jacket property was put on a care and maintenance status and gold production was terminated. Subsequent to the curtailment of production at Yellow Jacket, the Company began an underground exploration program and during 1997, 1998 and the first and second quarters of 1999, the Company pursued exploration and core drilling activities at Yellow Jacket. During the second quarter of 1999, due to depressed gold prices and the absence of a signifigant discovery of mineralized material that could be economically mined, the Company abandoned its exploration program and began final reclamation and closure activities. Since the cessation of exploration, the Company has been engaged exclusively in reclamation activities at Yellow Jacket. Costs related to the reclamation of Yellow Jacket were $50,105 for the three-month period ended June 30, 2000, compared with care and maintenance costs of $4,906 during the three-month period ended June 30, 1999. The increase in costs was primarily due to increased reclamation activity during the second quarter of 2000 and the absence of second quarter reversing adjustments made to care and maintenance costs in 1999. Costs related to exploration and evaluation at Yellow Jacket were $11,926 for the three-month period ended June 30, 1999, compared to no exploration costs during the three- month period ended June 30, 2000, due to the cessation of exploration activities at the property during the second quarter of 1999. The sales expense was $84,286 during the second quarter of 2000 compared with $63,960 in the second quarter of 1999. Sales expense was lower during the second quarter of 1999 as compared to the second quarter of 2000, as it was the first full quarter the Company sold its antimony products independently, and its sales department was in the formation stages. General and administrative expenses were $91,351 during the second quarter of 2000 compared to $81,588 during the second quarter of 1999. The increase in general and administrative expenses during the second quarter of 2000 was partially related to costs incurred in settling the Hamilton Estate debt (see Financial Condition and Liquidity). During the second quarter of 1999, the Company re-evaluated its estimate of reclamation costs required to complete reclamation and remediation at the Company's Preachers Cove mill site pursuant to the consent decree signed with the Idaho Department of Environmental Quality in 1996. In connection with this re-evaluation, the Company recognized a gain of $35,000 during the second quarter of 1999 from the adjustment of its reclamation accrual. The Company monitors reclamation costs on all its properties and adjusts accrued reclamation costs as necessary to reflect the Company's best estimate of costs required to fulfill its reclamation responsibilities to federal and state environmental agencies. No such adjustments were required during the second quarter of 2000. Accounts receivable factoring expense was $24,827 during the second quarter of 2000 compared to $52,012 for the second quarter of 1999. Factoring expense decreased during 2000 due to the absence of set up fees that had been charged during 1999. Interest expense was $40,129 during three-month period ended June 30, 2000, compared to $64,930 for the same period in 1999. The decrease in interest expense is primarily due to interest costs on inventory purchased from a former sales affiliate at the beginning of the second quarter of 1999 that were not present during 2000. Interest income was $2,507 for the three-month period ended June 30, 2000, and was comparable to $2,311 for the same period in 1999. For the six-month period ended June 30, 2000 The Company's operations resulted in a net loss of $391,889 for the six-month period ended June 30, 2000 compared with a net income of $12,191 for the six-month period ended June 30, 1999. Net income for the period ended June 30, 2000, after the extraordinary gain on settlement of debt, (see Financial Condition and Liquidity) was $525,837. Results of Operations, continued: For the six-month period ended June 30, 2000, Continued: Total revenues from antimony product sales for the first six months of 2000 were $2,363,463 compared with $2,223,922 during the comparable period in 1999. Sales of antimony products during the first six months of 2000 consisted of 2,559,961 pounds at an average sale price of $0.92 per pound. During the first six months of 1999 sales of antimony products consisted of 2,233,421 pounds at an average sale price of $1.00 per pound. The decrease in sale prices of antimony products from the first two quarters of 1999 compared to the first two quarters of 2000 is the result of a corresponding decrease in antimony metal prices. Gross profit from antimony sales during the first six months of 2000 was $275,443, compared with gross profit of $420,814 during the first six months of 1999. The decrease in gross profit during the first six months of 2000 compared to the comparable period of 1999, is primarily due to decreased antimony product sales prices during 2000. Costs related to the reclamation of Yellow Jacket were $77,906 for the six-month period ended June 30, 2000, compared with care, maintenance and reclamation costs of $43,770 during the six-month period ended June 30, 1999. The increase was primarily due to the increased reclamation activities during 2000 as compared to 1999. Costs related to exploration and evaluation at Yellow Jacket were $45,198 for the six-month period ended June 30, 1999, compared with no exploration costs during the six-month period ended June 30, 2000. Sales expense was $194,351 for the six-month period ended June 30, 2000 compared to $63,960 for the same period in 1999. The increase in sales expense during the first six months of 2000 as compared to the same period of 1999 was due to the sales department's operation for only three months of the six-month period ended June 30, 1999. General and administrative expenses increased $125,487 to $269,195 during the first six months of 2000 as compared to $143,708 during the first six months of 1999. The increase was partially due to a financial consulting expense of $78,000 incurred in connection with the settlement of debt in the first quarter of 2000 that was not incurred in 1999. Interest expense was $81,239 during six-month period ended June 30, 2000, compared to $116,072 for the same period in 1999. The decrease in interest expense is primarily due to interest costs relating to inventory purchased from a former sales affiliate during 1999 that was not incurred in 2000. Interest income was $4,647 during the six-month period ended June 30, 2000, and was comparable to $4,657 for the same period in 1999. During the second quarter of 1999 a gain of $16,440, resulting from the write- off of certain accounts payable was recognized, no such gain was recognized for the comparable quarter of 2000. Financial Condition and Liquidity At June 30, 2000, Company assets totaled $985,528, and there was a stockholders' deficit of $1,343,733. The stockholders' deficit decreased $839,462 from December 31, 1999, due to the extraordinary gain on settlement of debt. In order to continue as a going concern, the Company is dependent upon profitable operations from the antimony division and continuing short and long-term debt financing. Without financing and profitable operations, the Company may not be able to meet its obligations, fund operations and continue in existence. Cash used in operating activities during the first six months of 2000 was $316,486 compared with cash provided of $15,263 during the first six months of 1999. The change in cash from operations for the first six months of 2000 compared to the same period in 1999 was primarily due to the net loss of $361,889 (before extraordinary gain on the settlement of debt) incurred during the first two quarters of 2000. Cash used in investing activities during the first six months of 2000 was $35,079 compared to $45,732 used during the comparable period of 1999. During both periods, cash used in investing activities related to the Company's investment in antimony processing plant and equipment. Financial Condition and Liquidity, continued: Cash provided by financing activities was $351,565 during the first six months of 2000 compared to $30,469 provided by financing activities during the comparable period of 1999. The increase in cash provided from financing activities was principally due to advances from the Company's President of $70,000, common stock and warrant sales of $155,000 and the issuance of $600,000 of convertible debentures during the first six months of 2000. Cash provided from financing activities during the first six months of 2000 was used to settle an outstanding debt (see below) and fund operations. In an effort to improve the Company's financial condition, the Company's management began negotiations during the second quarter of 2000 to settle a debt owed the Estate of Bobby C. Hamilton ("the Estate"). The debt of approximately $1,500,000, required minimum annual payments of principal and interest of $200,000 and consumed 4% of the Company's gross revenues from sales. As a result of management's negotiations, the Company entered into a Settlement and Release of All Claims Agreement ("the Settlement Agreement") with the Estate on June 23, 2000. The Settlement Agreement extinguished the note payable to the Estate in exchange for a cash payment of $500,000 and the issuance of 250,000 shares of the Company's common stock. The cash payment was financed by the issuance of $600,000 of debentures pursuant to a financing agreement with Thomson Kernaghan, Ltd. ("TK"), a Canadian investment banker, described in detail below. The Settlement Agreement mutually released both parties from any and all obligations between them, and includes the Company's indemnification of the Estate against any liabilities and claims that may result from environmental remediation responsibilities on the Company's Idaho gold properties. The Settlement Agreement also required the Company to arrange the purchase of 614,000 shares of the Estate's unrestricted common stock of the Company by a third party for $90,340. In connection with the Agreement between the Company and the Estate, the Company entered into a financing agreement with TK effective July 11, 2000. The financing agreement provides, among other things, for the sale of up to $1,500,000 of the Company's convertible debentures to the investment banker and its affiliates. In addition, TK agreed to purchase, pursuant to the Settlement Agreement, 614,000 shares of unrestricted common stock owned by the Estate for $90,340. The financing agreement also provids for an initial debenture purchase of $600,000, and specified that the proceeds from the sale be used to 1) pay the Estate $500,000 and extinguish the note payable owed it pursuant to the Settlement Agreement, 2 ) pay the fees and expenses of the TK's counsel of $15,000, 3) pay TK's fee of $60,000 relating to the placement of the convertible debentures, and 4) provide $25,000 for the Company's working capital purposes. The debentures are due June 30, 2002 and accrue interest at 10% to be paid annually on each anniversary date of the issue. The debentures are convertible into shares of the Company's common stock based on a formula determining the conversion price that calculates the lower of 75% of the average 3 lowest closing bid prices for the Company's common stock as quoted by Bloomburg L.P. in the twenty trading days immediately preeceding the effective date of the financing agreement (July 11, 2000) or the conversion date of the debentures. Pursuant to the financing agreement, the Company issued to TK, as additional consideration for the financing arrangement, warrants to purchase 961,539 shares of the Company's common stock at $0.39 per share and issued warrants to purchase 384,615 shares of the Company's common stock at $0.39 per share to the purchasers $600,000 of debentures. The warrants are excersiable for five years. If additional debentures are issued under the financing agreement, the Company wil issue additional warrants to purchase the Company's common stock at $0.39 per share. The number of shares subject to such additional warrants shall be equal to 25% of the face amount of the additional debentures divided by $0.39 per share. Financial Condition and Liquidity, continued: The financing agreement required that the Company execute a registration rights agreement, binding the Company to prepare and file a registration statement with the Securities and Exchange Commission registering the shares of common stock issuable upon exercise of the warrants and upon conversion of the debentures, and to increase the number of its authorized but outstanding shares of common stock to accommodate the exercise of outstanding warrants and conversion of debentures. During the first six months of 2000, the Company took the following additional actions to minimize its losses, conserve its cash flow, and improve its financial condition: - Restructured its sales department, reducing overall staffing expenses - Refinanced a long-term note payable with a bank - Negotiated an abatement of property taxes due an Idaho county - Negotiated a reduction in the "holdback" retainage on an accounts receivable factoring agreement - Obtained additional advances from the Company's President of $71,243 - Increased production from its old Thompson Falls mine slag pile to decrease raw material costs During the third quarter of 2000, the Company plans to hold an annual meeting of shareholders. At this meeting management will propose an amendment to the Company's articles of incorporation increasing the authorized number of common shares to satisfy the requirements of the financing agreement the Company entered into and to make available additional shares for sale. Management believes that this increase in capitalization will be valuable in obtaining additional convertible debenture financing pursuant to the financing agreement and generating funds from common stock sales. In 1996, the Yellow Jacket operation was put on a care and maintenance basis after a long history of operating losses. During the second quarter of 1999, the Company terminated its exploration efforts at the Yellow Jacket, and began reclamation activities. While the Yellow Jacket reclamation currently continues to consume the Company's capital resources, management anticipates that cash reclamamtion bonds will be released near the end of 2000. While management is optimistic that the Company will be able to achieve profitable operations and meet its financial obligations, there can be no assurance of such. Significant financial commitments for future periods will include: - Servicing notes payable to bank - Keeping current on property, payroll, and income tax liabilities and accounts payable - Fulfilling responsibilities with environmental, labor safety and securities regulatory agencies PART II-OTHER INFORMATION ITEM 1. Legal Proceedings None ITEMS 2, 3, 4, and 5 are omitted from this report as inapplicable. ITEM 6. Exhibits and Reports on Form 8-K 10.42 Agreement between United States Antimony Corporation and Thomson Kernaghan & Co. Ltd., dated July 11, 2000. 10.43 Settlement agreement and release of all claims between the Estate of Bobby C. Hamilton and United States Antimony Corporation dated June 23, 2000. SIGNATURES Pursuant to the requirements of Section 13 or 15(b) 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. UNITED STATES ANTIMONY CORPORATION (Registrant) By:/s/ John C. Lawrence Date: August 11, 2000 John C. Lawrence, Director and President (Principal Executive, Financial and Accounting Officer)