10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended April 30, 2020

[  ] 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 000-50071

LIBERTY STAR URANIUM & METALS CORP.

(Exact name of registrant as specified in its charter)

Nevada	90-0175540
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

2 East Congress Street Ste. 900, Tucson, Arizona	85701
(Address of principal executive offices)	(Zip code)

520-425-1433

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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 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 [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 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 the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

(Check one):

Large accelerated filer	[  ]	Accelerated filer	[  ]
Non-accelerated filer	[X]	Smaller reporting company	[X]
		Emerging growth company	[  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No [X]

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchanged on Which Registered
Common	LBSR	OTCPK

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 4,829,536,345 shares as of June 12, 2020.

TABLE OF CONTENTS

		Page
	PART I
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	17
Item 4.	Controls and Procedures	17
	PART II
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	18
Item 4.	Mine Safety Disclosures	18
Item 5.	Other Information	18
Item 6.	Exhibits	19
	Signatures	21

FORWARD-LOOKING STATEMENTS

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology.

These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our consolidated financial statements are stated in United States Dollars (US$) and are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements. The following discussion should be read in conjunction with our condensed consolidated financial statements and the related notes that appear elsewhere in this quarterly report. As used in this quarterly report, the terms “we”, “us”, “the Company”, and “Liberty Star” mean Liberty Star Uranium & Metals Corp. and our subsidiaries, Hay Mountain Holdings, LLC and Earp Ridge Mines LLC, unless otherwise indicated. All dollar amounts refer to U.S. dollars unless otherwise indicated.

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

LIBERTY STAR URANIUM & METALS CORP.

CONSOLIDATED BALANCE SHEETS

	April 30,			January 31,
	2020			2020
	(Unaudited)
Assets
Current:
Cash and cash equivalents	$	6,651		$	25,024
Prepaid expenses		12,210			8,311
Total current assets		18,861			33,335
Property and equipment, net		38,218			39,892
Total assets	$	57,079		$	73,227
Liabilities and Stockholders’ Deficit
Current:
Accounts payable and accrued liabilities	$	462,786		$	458,350
Accounts payable to related parties		51,119			51,119
Accrued wages to related parties		811,711			811,711
Advances from related party		142,321			101,631
Notes payable to related parties		225,786			166,560
Convertible promissory note, net of debt discount of $23,796 and $15,364		39,982			152,504
Derivative liability		134,922			-
Total current liabilities		1,868,627			1,741,875
Long-term:
Long-term accounts payable		33,800			37,400
Total long-term liabilities		33,800			37,400
Total liabilities		1,902,427			1,779,275
Commitments and Contingencies (Note 10)
Stockholders’ deficit
Common stock - $.00001 par value; 6,250,000,000 authorized; 4,780,603,012 and 4,558,362,693 shares issued and outstanding, respectively		47,806			45,584
Additional paid-in capital		55,070,983			55,028,764
Accumulated deficit		(56,964,137	)		(56,780,396	)
Total stockholders’ deficit		(1,845,348	)		(1,706,048	)
Total liabilities and stockholders’ deficit	$	57,079		$	73,227

The Accompanying Notes are an Integral Part of the Unaudited Consolidated Financial Statements

3

LIBERTY STAR URANIUM & METALS CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	For the Three Months Ended
	April 30
	2020			2019
Revenues	$	-		$	-
Expenses:
Geological and geophysical costs		2,958			600
Salaries and benefits		37,750			35,489
Depreciation		1,674			493
Legal		50,536			-
Professional services		19,956			24,784
General and administrative		19,961			14,393
Travel		439			-
Net operating expenses		133,274			75,759
Loss from operations		(133,274	)		(75,759	)
Other income (expense):
Interest expense		(105,503	)		(32,611	)
Gain (loss) on change in fair value of derivative liability		55,036			(4,462	)
Total other expense		(50,467	)		(37,073	)
Net loss	$	(183,741	)	$	(112,832	)
Net loss per share of common stock - basic and diluted	$	(0.00	)	$	(0.00	)
Weighted average number of shares of common stock outstanding - basic and diluted		4,641,100,196			4,234,972,506

The Accompanying Notes are an Integral Part of the Unaudited Consolidated Financial Statements

4

LIBERTY STAR URANIUM & METALS CORP.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

For the Three Months Ended April 30, 2020 and 2019

(Unaudited)

					Additional						Total
	Common stock				paid-in			Accumulated			Stockholders’
	Shares		Amount		Capital			Deficit			Deficit
Balance, January 31, 2020		4,558,362,693	$	45,584	$	55,028,764		$	(56,780,396	)	$	(1,706,048	)
Issuance of common stock and warrants in private placement		27,000,000		270		20,329			-			20,599
Shares issued for conversion of notes		195,240,319		1,952		104,848			-			106,800
Reclass of APIC to derivative liabilities for tainted warrants		-		-		(189,472	)		-			(189,472	)
Resolution of derivative liabilities due to debt conversions		-		-		106,514			-			106,514
Net loss for the three months ended April 30, 2020		-		-		-			(183,741	)		(183,741	)
Balance, April 30, 2020		4,780,603,012	$	47,806	$	55,070,983		$	(56,964,137	)	$	(1,845,348	)

					Additional					Total
	Common stock				paid-in		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Deficit
Balance, January 31, 2019		4,097,457,393	$	40,975	$	54,708,186	$	(56,442,927	)	$	(1,693,766	)
Shares issued for conversion of notes		197,400,727		1,974		19,740		-			21,714
Resolution of derivative liabilities due to debt conversions and untainted warrants		-		-		63,118		-			63,118
Net loss for the three months ended April 30, 2019		-		-		-		(112,832	)		(112,832	)
Balance, April 30, 2019		4,294,858,120	$	42,949	$	54,791,044	$	(56,555,759	)	$	(1,721,766	)

The Accompanying Notes are an Integral Part of the Unaudited Consolidated Financial Statements

5

LIBERTY STAR URANIUM & METALS CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Three Months Ended
	April 30
	2020			2019
Cash flows from operating activities:
Net loss	$	(183,741	)	$	(112,832	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		1,674			493
Amortization of debt discounts		98,568			21,696
(Gain) loss on change in fair value of derivative liabilities		(55,036	)		4,462
Changes in assets and liabilities:
Prepaid expenses		(3,899	)		365
Accounts payable and accrued expenses		31,526			(19,442	)
Accounts payable to related parties		-			(1,213	)
Accrued wages related parties		-			36,137
Accrued interest		6,936			4,955
Cash flows used in operating activities:		(103,972	)		(65,379	)
Cash flows from financing activities:
Proceeds from note payable		-			10,000
Cash advance from related party		10,000			-
Proceeds from notes payable, related parties		55,000			22,000
Proceeds from convertible promissory notes		-			50,000
Proceeds from the issuance of common stock		20,599			-
Net cash provided by financing activities		85,599			82,000
Increase (decrease) in cash and cash equivalents		(18,373	)		16,621
Cash and cash equivalents, beginning of period		25,024			890
Cash and cash equivalents, end of period	$	6,651		$	17,511
Supplemental disclosure of cash flow information:
Income tax paid	$	-		$	-
Interest paid	$	-		$	5,961
Supplemental disclosure of non-cash items:
Resolutions of derivative liabilities due to debt conversions and untainted warrants	$	106,514		$	63,118
Reclass of APIC to derivative liabilities for tainted warrants	$	189,472		$	-
Debt discounts due to derivative liabilities	$	107,000		$	-
Common stock issued for conversion of debt and interest	$	106,800		$	21,714
Expenses paid by related party	$	30,690		$	-

The Accompanying Notes are an Integral Part of the Unaudited Consolidated Financial Statements

6

LIBERTY STAR URANIUM & METALS CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 – Basis of Presentation

The consolidated financial statements included herein have been prepared by Liberty Star Uranium & Metals Corp. (the “Company”, “we”, “our”) without audit, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) and should be read in conjunction with our annual report on Form 10-K for the year ended January 31, 2020 as filed with the SEC under the Securities and Exchange Act of 1934 (the “Exchange Act”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, as permitted by the SEC, although we believe the disclosures which are made are adequate to make the information presented not misleading. The consolidated financial statements reflect, in the opinion of management, all normal recurring adjustments necessary to present fairly our financial position at April 30, 2020 and the results of our operations and cash flows for the periods presented.

Interim results are subject to significant seasonal variations and the results of operations for the three months ended April 30, 2020 are not necessarily indicative of the results to be expected for the full year.

NOTE 2 – Going concern

The Company has incurred losses from operations and requires additional funds for further exploratory activity and to maintain its claims prior to attaining a revenue generating status. There are no assurances that a commercially viable mineral deposit exists on any of our properties. In addition, the Company may not find sufficient ore reserves to be commercially mined. As such, there is substantial doubt about the Company’s ability to continue as a going concern.

Management is working to secure additional funds through the exercise of stock warrants already outstanding, equity financings, debt financings or joint venture agreements. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

NOTE 3 – Summary of Significant Accounting Policies

Fair Value

ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.

Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.

			Fair value measurements at reporting date using:
Description	Fair Value		Quoted prices in active markets for identical liabilities (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at April 30, 2020	$	134,922		-		-	$	134,922
Warrant and convertible note derivative liability at January 31, 2020	$	-		-		-	$	-

Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, convertible notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the derivative liability are reported in other income (expense) as gain (loss) on change in fair value of derivative liability.

7

NOTE 4 – Related party transactions

Our CEO, Brett Gross, was elected as President and Chief Executive Officer on December 7, 2018 and received no compensation for these services during the three months ended April 30, 2020.

At April 30 and January 31, 2020, we had accounts payable to JABA (controlled by James Briscoe) of $34,798, which is reflected as accounts payable to related parties on the accompanying consolidated balance sheets.

At April 30 and January 31, 2020, we had a balance of $13,325 due to the spouse of James Briscoe.

At April 30 and January 31, 2020, we had an aggregate balance due of approximately $167,000 on credit cards guaranteed by James Briscoe reflected in accounts payable and accrued liabilities on the accompanying consolidated balance sheets.

At April 30 and January 31, 2020, we had a balance of accrued unpaid wages of $759,949 to James Briscoe, our former Chairman of the Board, CEO, CFO and President. Additionally, we had a balance of accrued unpaid wages of $15,625 to a former President and $36,137 to Patricia Madaris, CFO.

On January 11, 2019, we discontinued renting an office month-to-month from James Briscoe, a director who resigned on September 23, 2019. An amount of $2,610 of rent was unpaid as of April 30 and January 31, 2020.

During the three months ended April 30, 2020, our CEO, Brett Gross, made various payments on behalf of the Company totaling $30,690, and advanced the Company $10,000 in cash, all of which are reflected as advances from related party on the accompanying consolidated balance sheet. The total advances were $142,321 and $101,631 as of April 30 and January 31, 2020, respectively, bear no interest and have no specified repayment date.

During the three months ended April 30, 2020, the Company received proceeds of $55,000 from a director under a promissory note extended with interest at 10%. Total maturities under this note and a note to another director are $214,170 due October 31, 2020. Additionally, the Company has a note payable of $10,000 from James Briscoe, under a promissory note dated September 17, 2018, which matured and became past due at September 17, 2019 with interest at 10%. As of April 30 and January 31, 2020, the total balance of all related party notes was $225,786 and $166,560, respectively, which includes accrued interest of $19,054 and $14,828, respectively.

NOTE 5 – Stock options

Qualified and Non-qualified incentive stock options outstanding at April 30, 2020 are as follows:

			Weighted average
	Number of		exercise
	options		price per share
Outstanding, January 31, 2020		88,500,000	$	0.012
Granted		-		-
Expired		-		-
Exercised		-		-
Outstanding, April 30, 2020		88,500,000	$	0.012
Exercisable, April 30, 2020		88,500,000	$	0.012

These options had a weighted average remaining life of 6.96 years and an aggregate intrinsic value of $0 as of April 30, 2020.

During the three months ended April 30, 2020 and 2019, we recognized $0 of compensation expense related to stock options.

8

NOTE 6 – Warrants

As of April 30, 2020, there were 200,082,809 whole share purchase warrants outstanding and exercisable. The warrants have a weighted average remaining life of 2.0 years and a weighted average exercise price of $0.004 per whole warrant for one common share. The warrants had an aggregate intrinsic value of $0 as of April 30, 2020.

Stock warrants outstanding at April 30, 2020 are as follows:

	Number of		Weighted
	whole share		average
	purchase warrants		exercise price per share
Outstanding, January 31, 2020		186,582,809	$	0.005
Issued		13,500,000		0.001
Expired		—		—
Exercised		—		—
Outstanding, April 30, 2020		200,082,809	$	0.004
Exercisable, April 30, 2020		200,082,809	$	0.004

During the three months ended April 30, 2020, the Company issued 13,500,000 warrants to investors as part of their purchase of common stock. The warrants have a three-year term and are exercisable at any time at exercise prices ranging from $0.0008 to $0.0011.

Effective May 27, 2020, the Company extended the due date of all warrants expiring during the 12 months ending December 31, 2020, totaling 22,532,348 warrants, for an additional three years, including 4,875,000 warrants previously set to expire in January 2020. There was no expense related to the extension of these warrants since these were held by investors.

NOTE 7 – Derivative Liabilities

The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 8), that became convertible during the three months ended April 30, 2020, qualified it as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt on the date that the instrument became convertible.

The valuation of the derivative liability of the warrants was determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option.

9

The valuation of the derivative liability attached to the convertible debt was arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability.

Key inputs and assumptions used to value the convertible note when it became convertible and upon settlement, and warrants upon tainting, were as follows:

● The stock projections are based on the historical volatilities for each date. These volatilities were in the 238.8% to 257.8% range. The stock price projection was modeled such that it follows a geometric Brownian motion with constant drift and a constant volatility, starting with the market stock price at each valuation date;

● An event of default would not occur during the remaining term of the note;

● Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

● The effective discount was determined based on the historical trading history of the Company based on the specific pricing mechanism in each note;

● The Company would not have funds available to redeem the notes during the remaining term of the convertible notes;

● Discount rates were based on risk free rates in effect based on the remaining term and date of each valuation and instrument.

● The Holder would exercise the warrant at maturity if the stock price was above the exercise price;

● The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

Using the results from the model, the Company recorded a derivative liability during the three months ended April 30, 2020 of $189,472 for newly granted and existing warrants (see Note 6) that were tainted and a derivative liability of $158,592 for the fair value of the convertible feature included in the Company’s convertible debt instruments. The derivative liability recorded for the convertible feature created a “day 1” derivative loss of $51,592 and a debt discount of $107,000 that was amortized over the remaining term of the note using the effective interest rate method. Interest expense related to the amortization of this debt discount for the three months ended April 30, 2020, was $90,214. The remaining unamortized debt discount related to the derivative liability was $16,786 as of April 30, 2020.

During the three months ended April 30, 2020, the Company recorded a reclassification from derivative liability to equity of $0 for warrants becoming untainted and $106,514 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a gain of $55,036 to reflect the value of the derivative liability for warrants and convertible notes as of April 30, 2020. During the three months ended April 30, 2019, the Company recorded a reclassification from derivative liability to equity of $40,905 for warrants becoming untainted and $22,213 due to the conversions of a portion of the Company’s convertible notes. The Company recorded the change in the fair value of the derivative liability as a loss of $4,462 to reflect the value of the derivative liability for warrants and convertible notes as of April 30, 2019. The Company did not have a derivative liability as of April 30, 2019 since none of the outstanding notes remained convertible during the period and consequently, the outstanding warrants were no longer tainted.

The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability:

	Three Months Ended April 30,
	2020			2019
Beginning balance	$	-		$	58,656
Total (gain) loss		(55,036	)		4,462
Settlements		(106,514	)		(63,118	)
Additions recognized as debt discount		107,000			-
Additions due to tainted warrants		189,472			-
Ending balance	$	134,922		$	-
Change in unrealized (gain) loss included in earnings relating to derivatives as of April 30, 2020 and 2019	$	(55,036	)	$	4,462

10

NOTE 8 – Convertible promissory notes and note payable

Following is a summary of convertible promissory notes:

	April 30, 2020			January 31, 2020
8% convertible note payable issued August 2019, due May 2020	$	-		$	79,886
8% convertible note payable issued October 2019, due August 2020		23,327			48,347
8% convertible note payable issued January 2020, due November 2020		40,451			39,635
		63,778			167,868
Less debt discount		(23,796	)		(15,364	)
Less current portion of convertible notes		(39,982	)		(152,504	)
Long-term convertible notes payable	$	-		$	-

On August 15, 2019, we received net proceeds of $67,000 from the issuance of a convertible note dated August 13, 2019 (the “August 2019 Note”). The note bears interest at 8%, includes OID of $10,000, matures on May 30, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the three months ended April 30, 2020, the noteholder converted a total of $79,800 of the note in for 136,375,071 shares of the Company’s common stock, leaving a balance of $0 as of April 30, 2020.

On October 25, 2019, we received net proceeds of $40,000 from the issuance of a convertible note dated October 22, 2019 (the “October 2019 Note”). The note bears interest at 8%, includes OID of $7,300, matures on August 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the three months ended April 30, 2020, the noteholder converted a total of $27,000 of the note in for 58,865,248 shares of the Company’s common stock, leaving a balance of $23,327 as of April 30, 2020.

On January 30, 2020, we received net proceeds of $33,000 from the issuance of a convertible note dated January 27, 2020 (the “January 2020 Note”). The note bears interest at 8%, includes OID of $3,600 and legal fees of $3,000, matures on November 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. Total balance under the note was $40,451 as of April 30, 2020.

During the three months ended April 30, 2020 and 2019, the Company recorded debt discounts of $107,000 and $0, respectively, due to the derivative liabilities, and original issue debt discounts of $0 and $3,000, respectively, due to the convertible notes. The Company recorded amortization of these discounts of $98,568 and $21,696 for the three months ended April 30, 2020 and 2019, respectively.

11

NOTE 9 – Stockholders’ deficit

Our common shares are all of the same class, are voting and entitle stockholders to receive dividends as defined. Upon liquidation or wind-up, stockholders are entitled to participate equally with respect to any distribution of net assets or any dividends that may be declared.

During the three months ended April 30, 2020, the Company issued a total of 195,240,319 shares of our common stock for conversions of $106,800 of convertible notes payable at an exercise prices ranging from of $0.00045 to $0.00072.

During the three months ended April 30, 2020, the Company issued a total of 27,000,000 shares of its common stock and 13,500,000 warrants to two investors for proceeds of $20,599, or $0.0006 to $0.0008 per share. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.0008 to $0.0011 per share.

NOTE 10 – Commitments and contingencies

Legal Matter

On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of April 30 or January 31, 2020. The matter is ongoing as of the date of this filing.

On February 18, 2020, our former CEO and his spouse ​(the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ attorney fees incurred related to the matter. Additionally, the counterclaim alleges breach of contract by the Company and requests reimbursement of amounts loaned to the Company by our former CEO and his spouse, along with reimbursement of attorney fees. The Company ​believes these counterclaims are without merit and will aggressively defend them, and believes no unfavorable outcome or material effect on our consolidated financial statements will result.

NOTE 11 – Subsequent events

In May 2020, a noteholder converted a total of $22,020 of the October 2019 Note for 48,933,333 shares of the Company’s common stock at a price of $0.00045 per share.

On May 5, 2020, the Company received loan proceeds of $30,387 under the SBA’s Paycheck Protection Program (“PPP”). The PPP loan, dated May 5, 2020, bears interest at 1% and is due in 18 monthly installments of $1,710 beginning December 1, 2020. Under the loan terms, the Company may apply (and plans to apply) for forgiveness within 60 days from the note date. On May 5, 2020, the Company also received proceeds of $3,000 under the SBA’s Economic Injury Disaster Loan program (“EIDL”) which the Company believes will not require repayment under the terms.

12

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Much of the information included in this quarterly report includes or is based upon estimates, projections or other “forward-looking statements”. Such forward-looking statements include any projections or estimates made by us and our management in connection with our business operations. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Such estimates, projections or other “forward-looking statements” involve various risks and uncertainties as outlined below. We caution the reader that important factors in some cases have affected and, in the future, could materially affect actual results and cause actual results to differ materially from the results expressed in any such estimates, projections or other “forward-looking statements”.

Business Development

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to help the reader understand the results of operations and financial condition of our company. Management’s Discussion and Analysis of Financial Condition and Results of Operations is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and the accompanying notes to the consolidated financial statements.

Liberty Star Uranium & Metals Corp. was formerly Liberty Star Gold Corp. and formerly Titanium Intelligence, Inc. (“Titanium”). Titanium was incorporated on August 20, 2001 under the laws of the State of Nevada. On February 5, 2004, we commenced operations in the acquisition and exploration of mineral properties business. Big Chunk Corp. (“Big Chunk”) was our wholly owned subsidiary and was incorporated on December 14, 2003 in the State of Alaska. Big Chunk is engaged in the acquisition and exploration of mineral properties business in the State of Alaska. Big Chunk was dissolved on June 3, 2019. Redwall Drilling Inc. (“Redwall”) was our wholly owned subsidiary and was incorporated on August 31, 2007 in the State of Arizona. Redwall performed drilling services on our mineral properties. Redwall ceased drilling activities in July 2008 and was dissolved on March 30, 2010. In April 2007, we changed our name to Liberty Star Uranium & Metals Corp (“Liberty Star”) to reflect our current general exploration for base and precious metals. We are in the exploration phase of operations and have not generated any revenues from operations.

In October 2014, we formed our wholly owned subsidiary, Hay Mountain Holdings LLC (“HMH”)(formerly known as Hay Mountain Super Project LLC), to serve as the primary holding company for development of the potential ore bodies encompassed in the Hay Mountain area of interest in Arizona. On April 11, 2019 we formed a new subsidiary named Earp Ridge Mines LLC, wholly owned by Hay Mountain Holdings LLC, intended for engagement with future venture partners.

Our Current Business

We are engaged in the acquisition and exploration of mineral properties in the state of Arizona and the Southwest USA. Claims in the state of Arizona are held in the name of Liberty Star. We use the term “Super Project” to indicate a project in which numerous mineral targets have been identified, any one or more of which could potentially contain commercially viable quantities of minerals. Our significant projects are described below.

13

Tombstone Super Project (“Tombstone”): Tombstone is located in Cochise County, Arizona and covers the Tombstone caldera and its environs. Within the Tombstone caldera is the Hay Mountain target where we are concentrating our work at this time. We plan to ascertain whether the Tombstone, Hay Mountain claims possess commercially viable deposits of copper, molybdenum, gold, silver, lead, zinc, manganese and other metals including Rare Earth Elements (REE’s). We have not identified any ore reserves to date.

Title to mineral claims involves certain inherent risks due to difficulties in determining the validity of certain claims, as well as potential for problems arising from the frequently ambiguous conveyancing history characteristic of many mineral properties. We have investigated title to all the Company’s mineral properties and, to the best of its knowledge, title to all properties retained are in good standing.

The mineral resource business generally consists of three stages: exploration, development and production. Mineral resource companies that are in the exploration stage have not yet found mineral resources in commercially exploitable quantities and are engaged in exploring land in an effort to discover them. Mineral resource companies that have located a mineral resource in commercially exploitable quantities and are preparing to extract that resource are in the development stage, while those engaged in the extraction of a known mineral resource are in the production stage. We have not found any mineral resources in commercially exploitable quantities.

There is no assurance that a commercially viable mineral deposit exists on any of our properties, and further exploration is required before we can evaluate whether any exist and, if so, whether it would be economically feasible to develop or exploit those resources. Even if we complete our current exploration program and we are successful in identifying a mineral deposit, we would be required to spend substantial funds on further drilling and engineering studies before we could know whether that mineral deposit will constitute a commercially viable mineral deposit, known as an “ore reserve.”

To date, we have not generated any revenues. Our ability to pursue our business plan and generate revenues is subject to our ability to obtain additional financing, and we cannot give any assurance that we will be able to do so.

The extent to which the coronavirus disease (“COVID-19”) impacts our businesses will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, among others. If the disruptions posed by COVID-19 or other matters of global concern continue for an extensive period of time, our operations may be materially adversely affected. Currently, the Company has not experienced a significant impact on its businesses related to COVID-19.

Results of Operations

Material Changes in Financial Condition for the Three-Month Period Ended April 30, 2020

We had cash and cash equivalents in the amount of $6,651 as of April 30, 2020 compared to $25,024 as of January 31, 2020. We had negative working capital of $1,849,766 as of April 30, 2020 compared to $1,708,540 as of January 31, 2020. We used $103,972 of net cash in operating activities during the three months ended April 30, 2020 which was utilized for working capital. We also utilized our cash funds to continue exploration activities at our Hay Mountain mineral lands by working on geochemical interpretation of the soil, rock chip and vegetation sampling and ZTEM (aeromagnetics and aero electromagnetics). We purchased no new equipment during the three months ended April 30, 2020. We have been raising capital primarily by issuing convertible promissory notes, related party notes and the sale of common stock. We intend to continue to raise capital from such sources. In addition to seeking sources of funding through the sale of equity, we may seek to enter into joint venture agreements, or other types of agreements with other companies to finance our projects for the long term. In addition, we may choose to sell a portion of our assets to finance our projects. Should our properties prove to be commercially viable, we may be in a position to seek debt financing to help build infrastructure, and eventually we may obtain revenues from commercial mining of our properties.

14

Material Changes in Results of Operations for the Three-Month Period Ended April 30, 2020 and 2019  

We had a net loss of $183,741 for the three months ended April 30, 2020, compared to a net loss of $112,832 for the three months ended April 30, 2019.

During the three months ended April 30, 2020, we had an increase of $2,358 in geological and geophysical expense compared to the three months ended April 30, 2019, due primarily to an increase in land rental fees for mineral claims. During the three months ended April 30, 2020, we had an increase of $2,261 in salaries and benefit expense compared to the three months ended April 30, 2019, due primarily to an increase in hours worked. The increase in legal expenses of $50,536 for the three-month period ended April 30, 2020, compared to the three-months ended April 30, 2019, is primarily the result of increased use of legal services related to operations and organizational matters. We had an increase in general and administrative expenses of $5,568 during the three months ended April 30, 2020, as compared to the three months ended April 30, 2019, due primarily to an increase in expenses related to vehicle and occupancy expenses. We had an increase in interest expense of approximately $72,892 during the three months ended April 30, 2020 as compared to the three months ended April 30, 2019, due primarily to variances in the timing of convertible debt conversions and the related interest expense from the write-off of the derivative liability debt discount. We had a gain on change in fair value of derivative liability of $55,036 during the three months ended April 30, 2020, as compared to a loss of $4,462 for the three months ended April 20, 2019, due primarily to changes in the fair value of the derivative liability at the valuation dates.

Liquidity and Capital Resources

We had cash and cash equivalents in the amount of $6,651 as of April 30, 2020. We had negative working capital of $1,849,766 as of April 30, 2020. We used cash in operating activities of $103,972 for the three months ended April 30, 2020. We will need additional funds in order to proceed with our planned exploration program.

Convertible promissory notes

We have issued the following convertible promissory notes in private placements of our securities to institutional investors pursuant to exemptions from registration set out in Rule 506 of Regulation D under the Securities Act of 1933.

On August 15, 2019, we received net proceeds of $67,000 from the issuance of a convertible note dated August 13, 2019 (the “August 2019 Note”). The note bears interest at 8%, includes OID of $10,000, matures on May 30, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

On October 25, 2019, we received net proceeds of $40,000 from the issuance of a convertible note dated October 22, 2019 (the “October 2019 Note”). The note bears interest at 8%, includes OID of $7,300, matures on August 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

On January 30, 2020, we received net proceeds of $33,000 from the issuance of a convertible note dated January 27, 2020 (the “January 2020 Note”). The note bears interest at 8%, includes OID of $3,600 and legal fees of $3,000, matures on November 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion.

Proceeds from issuance of common stock

During the three months ended April 20, 2020, the Company issued 27,000,000 shares of its common stock and 13,500,000 warrants to investors for proceeds of $20,599, or $0.0006 to $0.0008 per share. The warrants have a three-year term and are exercisable at any time at an exercise prices of $0.0008 to $0.0011.

15

Critical Accounting Policies

The unaudited consolidated financial statements of Liberty Star have been prepared in conformity with accounting principles generally accepted in the United States of America. Our significant accounting policies are described in Note 2 to the consolidated financial statements included in Item 8 in our Form 10-K for the year ended January 31, 2020. The critical accounting policies adopted by our company are as follows:

Going Concern

Since we have not generated any revenue, we have negative cash flows from operations and negative working capital and we have included a reference to the substantial doubt about our ability to continue as a going concern in connection with our unaudited consolidated financial statements as of April 30, 2020. Our total stockholders’ deficit at April 30, 2020 was approximately $1.8 million.

These unaudited consolidated financial statements have been prepared on the going concern basis, which assumes that adequate sources of financing will be obtained as required and that our assets will be realized, and liabilities settled in the ordinary course of business. Accordingly, these consolidated financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern.

Mineral claims

We account for costs incurred to acquire, maintain and explore mineral properties as charged to expense in the period incurred until the time that a proven mineral resource is established at which point development of the mineral property would be capitalized. Currently, we do not have any proven mineral resources on any of our mineral properties.

Convertible promissory notes

We reviewed the convertible promissory notes and the related subscription agreements to determine the appropriate reporting within the consolidated financial statements. We report convertible promissory notes as liabilities at their carrying value less unamortized discounts in accordance with the applicable accounting guidance. We record conversion options and detachable common stock purchase warrants and report them as derivative liabilities at fair value at each reporting period when required in accordance with the applicable accounting guidance. No gain or loss is reported when the notes are converted into shares of our common stock in accordance with the note’s terms.

16

Common stock purchase warrants

We report common stock purchase warrants as equity unless a condition exists which requires reporting as a derivative liability at fair market value. For common stock purchase warrants reported as a derivative liability, as well as new and modified warrants reported as equity, we utilize a Monte Carlo options model in order to determine fair value.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 4. Controls and Procedures.

As required by Rule 13a-15 under the Exchange Act, our management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures at April 30, 2020, which is the end of the fiscal quarter covered by this report. This evaluation was carried out by Mr. Brett Gross, our principal executive officer and Ms. Patricia Madaris, our principal financial officer. Based on this evaluation, Mr. Brett Gross and Ms. Patricia Madaris have concluded that our disclosure controls and procedures were not effective as at the end of the period covered by this report. Given the size of our current operation and existing personnel, the opportunity to implement internal control procedures that segregate accounting duties and responsibilities is limited. Until the organization can increase in size to warrant an increase in personnel, formal internal control procedures will not be implemented until they can be effectively executed and monitored. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by our company in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, to allow timely decisions regarding required disclosure.

Management believes that despite our material weaknesses set forth above, our financial statements for the quarter ended April 30, 2020 are fairly stated, in all material respects, in accordance with U.S. GAAP.

Changes in Internal Control over Financial Reporting

During the quarter ended April 30, 2020 there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

17

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Legal Matter

On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of April 30 or January 31, 2020. The matter is ongoing as of the date of this filing.

On February 18, 2020, our former CEO and his spouse ​(the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ attorney fees incurred related to the matter. Additionally, the counterclaim alleges breach of contract by the Company and requests reimbursement of amounts loaned to the Company by our former CEO and his spouse, along with reimbursement of attorney fees. The Company ​believes these counterclaims are without merit and will aggressively defend them, and believes no unfavorable outcome or material effect on our consolidated financial statements will result.

Item 1A. Risk Factors

Not applicable

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the three months ended April 30, 2020, the Company issued a total of 195,240,319 shares of our common stock for conversions of $106,800 of convertible notes payable at an exercise prices ranging from of $0.00045 to $0.00072.

During the three months ended April 30, 2020, the Company issued a total of 27,000,000 shares of its common stock and 13,500,000 warrants to two investors for proceeds of $20,599, or $0.0006 to $0.0008 per share. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.0008 to $0.0011 per share.

In issuing the securities set forth above, we relied on the registration exemption provided for in Rule 506 of Regulation D and/or Section 4(a)(2) of the Securities Act of 1933, as amended.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Under Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and under Item 104 of Regulation S-K, each operator of a coal or other mine is required to include disclosures regarding certain mine safety results in its periodic reports filed with the SEC. The operation of our mine(s) that may be developed in the future would be subject to regulation by the federal Mine Safety and Health Administration (MSHA) under the Federal Mine Safety and Health Act of 1977. We do not own any mines in the United States and as a result, this information is not required.

Item 5. Other Information.

None.

18

Item 6. Exhibits

Exhibit Number	Description of Exhibit
3.1	Articles of Incorporation (incorporated by reference to Exhibit 3.1 to our registration statement on Form SB-2, filed with the SEC on May 14, 2002).
3.2	Bylaws (incorporated by reference to Exhibit 3.2 to our quarterly report on Form 10-QSB, filed with the SEC on December 14, 2007).
3.3	Certificate of Change to Authorized Capital (incorporated by reference to Exhibit 3.1 to our current report on Form 8-K, filed with the SEC on September 2, 2009).
3.4	Articles of Merger (incorporated by reference to Exhibit 3.4 to our annual report on Form 10-KSB, filed with the SEC on March 31, 2004).
10.1	Letter Agreement dated November 14, 2011 with Northern Dynasty (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on November 25, 2011).
10.2	Form of Subscription Agreement (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on December 29, 2011).
10.3	Form of Stock Option Agreement (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on January 24, 2012).
10.4	Form of Warrant Certificate (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on July 30, 2012).
10.5	Settlement Agreement dated November 13, 2012 with Northern Dynasty Minerals Ltd. (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on November 15, 2012).
10.6	Convertible Promissory Note issued to JSJ Investments Inc. (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on September 2, 2014).
10.7	Securities Purchase Agreement dated October 15, 2014 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on October 20, 2014).
10.8	Convertible Promissory Note dated October 15, 2014 (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on October 20, 2014).
10.9	Investment Agreement dated December 15, 2014 with Tangiers Capital, LLC (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on December 19, 2014).
10.10	Registration Rights Agreement dated December 15, 2014 with Tangiers Capital, LLC (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on December 19, 2014).
10.11	Investment Agreement dated June 20, 2015 with Tangiers Capital, LLC (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on June 30, 2015).
10.12	Registration Rights Agreement dated June 20, 2015 with Tangiers Capital, LLC (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on June 30, 2015).
10.13	Convertible Promissory Note dated November 2, 2015 issued to JMJ Financial (incorporated by reference to Exhibit 10.13 to our Form 10-Q, filed with the SEC on December 15, 2015).
10.14	12% Convertible Promissory Note dated December 29, 2015 issued to JSJ Investments, Inc. (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on January 7, 2016).
10.15	Promissory Note issued to Tangiers Investment Group, LLC dated December 14, 2016 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on February 9, 2017)
10.16	Amendment No. 1 dated February 2, 2017 by and between Liberty Star Uranium & Metals Corp. and Tangiers Investment Group, LLC. (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on February 9, 2017)
10.17	Amendment #2 dated February 2, 2017 by and between Liberty Star Uranium & Metals Corp. and Tangiers Investment Group, LLC. (incorporated by reference to Exhibit 10.3 to our current report on Form 8-K, filed with the SEC on February 9, 2017)
10.18	12% Convertible Promissory Note dated April 10, 2017 issued to JSJ Investments, Inc (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on April 18, 2017)
10.19	8% Convertible Promissory Note dated June 20, 2017 (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on June 26, 2017)

19

10.20	12% Convertible Promissory Note dated July 26, 2017 issued to JSJ Investments, Inc. (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on August 1, 2017)
10.21	Convertible Promissory Note issued to Power Up Lending Group, Ltd dated September 13, 2017 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on September 21, 2017)
10.22	12% Convertible Promissory Note issued to JSJ Investments, Inc., dated October 18, 2017 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on November 27, 2017)
10.23	12% Convertible Promissory Note issued to JSJ Investments, Inc., dated November 20, 2017 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on November 27, 2017)
10.24	12% Convertible Promissory Note issued to JSJ Investments Inc. dated October 18, 2017 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on November 27, 2017).
10.25	12% Convertible Promissory Note issued to JSJ Investments Inc. dated November 20, 2017 (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on November 27, 2017).
10.26	12% Convertible Promissory Note issued to JSJ Investments Inc. dated December 20, 2017 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on December 27, 2017).
10.27	12% Convertible Promissory Note issued to JSJ Investments Inc. dated January 22, 2018 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on January 26, 2018).
10.28	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated February 23, 2018 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on March 1, 2018).
10.29	Securities Purchase Agreement dated as of February 23, 2018, by and between the registrant and Power Up Lending Group Ltd. (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on March 1, 2018).
10.30	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated March 26, 2018 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on April 5, 2018).
10.31	Securities Purchase Agreement dated as of March 26, 2018, by and between the registrant and Power Up Lending Group Ltd. (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on April 5, 2018).
10.32	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated April 25, 2018 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on May 2, 2018).
10.33	Securities Purchase Agreement dated as of April 25, 2018, by and between the registrant and Power Up Lending Group Ltd. (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on May 2, 2018).
10.34	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated May 29, 2018 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on June 5, 2018).
10.35	Securities Purchase Agreement dated as of May 29, 2018, by and between the registrant and Power Up Lending Group Ltd. (incorporated by reference to Exhibit 10.2 to our current report on Form 8-K, filed with the SEC on June 5, 2018).
10.36	12% Convertible Promissory Note issued to JSJ Investments, Inc., dated July 19, 2018 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K filed with the SEC on July 26, 2018
10.37	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated April 10, 2019 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on April 16, 2019).
10.38	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated May 17, 2019 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on May 21, 2019).
10.39	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated August 15, 2019 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on August 22, 2019).
10.40	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated October 25, 2019 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on October 29, 2019).
10.41	Convertible Promissory Note issued to Power Up Lending Group Ltd. dated January 27, 2020 (incorporated by reference to Exhibit 10.1 to our current report on Form 8-K, filed with the SEC on January 30, 2020).
14.1	Code of Ethics (Filed as an exhibit to our Annual Report on Form 10-KSB, filed with the SEC on March 31, 2004).
31.1*	Section 302 Certification under Sarbanes-Oxley Act of 2002 of Chief Executive Officer
31.2*	Section 302 Certification under Sarbanes-Oxley Act of 2002 of Chief Financial Officer
32.1*	Section 906 Certification under Sarbanes-Oxley Act of 2002 of Chief Executive Officer and Chief Financial Officer
101.INS*	XBRL INSTANCE DOCUMENT
101.SCH*	XBRL TAXONOMY EXTENSION SCHEMA
101.CAL*	XBRL TAXONOMY EXTENSION CALCULATION LINKBASE
101.DEF*	XBRL TAXONOMY EXTENSION DEFINITION LINKBASE
101.LAB*	XBRL TAXONOMY EXTENSION LABEL LINKBASE
101.PRE*	XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE

* Filed herewith.

20

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.

LIBERTY STAR URANIUM & METALS CORP.
By:	/s/ Brett Gross
	Brett Gross,
	Chief Executive Officer
	(Principal Executive Officer)

By:	/s/ Patricia Madaris
	Patricia Madaris,
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

Date: June 12, 2020

21

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Brett Gross, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Liberty Star Uranium & Metals Corp.
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Date: June 12, 2020

By:	/s/ Brett Gross
	Brett Gross,
	Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Patricia Madaris, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Liberty Star Uranium & Metals Corp.
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Date: June 12, 2020

By:	/s/ Patricia Madaris
	Patricia Madaris,
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, Brett Gross and Patricia Madaris, hereby certifies, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	the quarterly report on Form 10-Q of Liberty Star Uranium & Metals Corp. for the period ended April 30, 2020 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Liberty Star Uranium & Metals Corp.

Dated: June 12, 2020

By:	/s/ Brett Gross
	Brett Gross,
	Chief Executive Officer
	(Principal Executive Officer)

By:	/s/ Patricia Madaris
	Patricia Madaris,
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

XML

Convertible Promissory Notes and Note Payable (Details Narrative)				3 Months Ended
	Jan. 30, 2020 USD ($) Integer	Oct. 25, 2019 USD ($) Integer	Aug. 15, 2019 USD ($) Integer	Apr. 30, 2020 USD ($) shares	Apr. 30, 2019 USD ($)
Debt Instrument [Line Items]
Net proceeds from debt					$ 50,000
Original issue discount amount				0	3,000
Legal fees				50,536
Debt discounts amount				107,000	0
Amortization of debt discount				98,568	$ 21,696
August 2019 Note [Member]
Debt Instrument [Line Items]
Net proceeds from debt			$ 67,000
Debt instrument interest rate			8.00%
Original issue discount amount			$ 10,000
Debt instrument, maturity date			May 30, 2020
Debt instrument convertible consecutive trading days | Integer			180
Common stock conversion price per share			75.00%
Debt instrument, convertible, threshold trading days | Integer			10
Debt instrument conversion, amount				$ 79,800
Debt conversion on convertible shares | shares				136,375,071
Principal and interest total amount				$ 0
October 2019 [Member]
Debt Instrument [Line Items]
Net proceeds from debt		$ 40,000
Debt instrument interest rate		8.00%
Original issue discount amount		$ 7,300
Debt instrument, maturity date		Aug. 15, 2020
Debt instrument convertible consecutive trading days | Integer		180
Common stock conversion price per share		75.00%
Debt instrument, convertible, threshold trading days | Integer		10
Debt instrument conversion, amount				$ 27,000
Debt conversion on convertible shares | shares				58,865,248
Principal and interest total amount				$ 23,327
January 2020 Note [Member]
Debt Instrument [Line Items]
Net proceeds from debt	$ 33,000
Debt instrument interest rate	8.00%
Original issue discount amount	$ 3,600
Debt instrument, maturity date	Nov. 15, 2020
Debt instrument convertible consecutive trading days | Integer	180
Common stock conversion price per share	75.00%
Debt instrument, convertible, threshold trading days | Integer	10
Principal and interest total amount				$ 40,451
Legal fees	$ 3,000

XML

Commitments and Contingencies (Details Narrative)	Aug. 22, 2019 USD ($)
Former Chief Executive Officer [Member]
Loss contingency damages sought value	$ 50,000

XML

Stockholders' Deficit

3 Months Ended

Apr. 30, 2020

Equity [Abstract]

Stockholders' Deficit

NOTE 9 – Stockholders’ deficit

Our common shares are all of the same class, are voting and entitle stockholders to receive dividends as defined. Upon liquidation or wind-up, stockholders are entitled to participate equally with respect to any distribution of net assets or any dividends that may be declared.

During the three months ended April 30, 2020, the Company issued a total of 195,240,319 shares of our common stock for conversions of $106,800 of convertible notes payable at an exercise prices ranging from of $0.00045 to $0.00072.

During the three months ended April 30, 2020, the Company issued a total of 27,000,000 shares of its common stock and 13,500,000 warrants to two investors for proceeds of $20,599, or $0.0006 to $0.0008 per share. The warrants have a three-year term and are exercisable at any time at an exercise price of $0.0008 to $0.0011 per share.

XML

Stock Options

3 Months Ended

Apr. 30, 2020

Share-based Payment Arrangement [Abstract]

Stock Options

NOTE 5 – Stock options

Qualified and Non-qualified incentive stock options outstanding at April 30, 2020 are as follows:

			Weighted average
	Number of		exercise
	options		price per share
Outstanding, January 31, 2020		88,500,000	$	0.012
Granted		-		-
Expired		-		-
Exercised		-		-
Outstanding, April 30, 2020		88,500,000	$	0.012
Exercisable, April 30, 2020		88,500,000	$	0.012

These options had a weighted average remaining life of 6.96 years and an aggregate intrinsic value of $0 as of April 30, 2020.

During the three months ended April 30, 2020 and 2019, we recognized $0 of compensation expense related to stock options.

XML

Summary of Significant Accounting Policies (Tables)

3 Months Ended

Apr. 30, 2020

Accounting Policies [Abstract]

Schedule of Fair Value of Financial Instruments

			Fair value measurements at reporting date using:
Description	Fair Value		Quoted prices in active markets for identical liabilities (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at April 30, 2020	$	134,922		-		-	$	134,922
Warrant and convertible note derivative liability at January 31, 2020	$	-		-		-	$	-

XML

Basis of Presentation

3 Months Ended

Apr. 30, 2020

Accounting Policies [Abstract]

Basis of Presentation

NOTE 1 – Basis of Presentation

The consolidated financial statements included herein have been prepared by Liberty Star Uranium & Metals Corp. (the “Company”, “we”, “our”) without audit, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”) and should be read in conjunction with our annual report on Form 10-K for the year ended January 31, 2020 as filed with the SEC under the Securities and Exchange Act of 1934 (the “Exchange Act”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, as permitted by the SEC, although we believe the disclosures which are made are adequate to make the information presented not misleading. The consolidated financial statements reflect, in the opinion of management, all normal recurring adjustments necessary to present fairly our financial position at April 30, 2020 and the results of our operations and cash flows for the periods presented.

Interim results are subject to significant seasonal variations and the results of operations for the three months ended April 30, 2020 are not necessarily indicative of the results to be expected for the full year.

XML

Consolidated Balance Sheets (Parenthetical) - USD ($)	Apr. 30, 2020	Jan. 31, 2020
Statement of Financial Position [Abstract]
Convertible promissory note, debt discount	$ 23,796	$ 15,364
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	6,250,000,000	6,250,000,000
Common stock, shares issued	4,780,603,012	4,558,362,693
Common stock, shares outstanding	4,780,603,012	4,558,362,693

XML

Stock Options - Schedule of Stock Options Activity (Details)	3 Months Ended
	Apr. 30, 2020 $ / shares shares
Share-based Payment Arrangement [Abstract]
Number of options, Outstanding | shares	88,500,000
Number of options, Granted | shares
Number of options, Expired | shares
Number of options, Exercised | shares
Number of options, Outstanding | shares	88,500,000
Number of options, Exercisable | shares	88,500,000
Weighted average exercise price per share, Outstanding | $ / shares	$ 0.012
Weighted average exercise price per share, Granted | $ / shares
Weighted average exercise price per share, Expired | $ / shares
Weighted average exercise price per share, Exercised | $ / shares
Weighted average exercise price per share, Outstanding | $ / shares	0.012
Weighted average exercise price per share, Exercisable | $ / shares	$ 0.012

XML

Convertible Promissory Notes and Note Payable (Tables)

3 Months Ended

Apr. 30, 2020

Debt Disclosure [Abstract]

Summary of Convertible Promissory Notes

Following is a summary of convertible promissory notes:

	April 30, 2020			January 31, 2020
8% convertible note payable issued August 2019, due May 2020	$	-		$	79,886
8% convertible note payable issued October 2019, due August 2020		23,327			48,347
8% convertible note payable issued January 2020, due November 2020		40,451			39,635
		63,778			167,868
Less debt discount		(23,796	)		(15,364	)
Less current portion of convertible notes		(39,982	)		(152,504	)
Long-term convertible notes payable	$	-		$	-

XML

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Apr. 30, 2020	Apr. 30, 2019
Cash flows from operating activities:
Net loss	$ (183,741)	$ (112,832)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	1,674	493
Amortization of debt discounts	98,568	21,696
(Gain) loss on change in fair value of derivative liabilities	(55,036)	4,462
Changes in assets and liabilities:
Prepaid expenses	(3,899)	365
Accounts payable and accrued expenses	31,526	(19,442)
Accounts payable to related parties		(1,213)
Accrued wages related parties		36,137
Accrued interest	6,936	4,955
Cash flows used in operating activities:	(103,972)	(65,379)
Cash flows from financing activities:
Proceeds from note payable		10,000
Cash advance from related party	10,000
Proceeds from notes payable, related parties	55,000	22,000
Proceeds from convertible promissory notes		50,000
Proceeds from the issuance of common stock	20,599
Net cash provided by financing activities	85,599	82,000
Increase (decrease) in cash and cash equivalents	(18,373)	16,621
Cash and cash equivalents, beginning of period	25,024	890
Cash and cash equivalents, end of period	6,651	17,511
Supplemental disclosure of cash flow information:
Income tax paid
Interest paid		5,961
Supplemental disclosure of non-cash items:
Resolutions of derivative liabilities due to debt conversions and untainted warrants	106,514	63,118
Reclass of APIC to derivative liabilities for tainted warrants	189,472
Debt discounts due to derivative liabilities	107,000
Common stock issued for conversion of debt and interest	106,800	21,714
Expenses paid by related party	$ 30,690

XML

Consolidated Balance Sheets - USD ($)	Apr. 30, 2020	Jan. 31, 2020
Current:
Cash and cash equivalents	$ 6,651	$ 25,024
Prepaid expenses	12,210	8,311
Total current assets	18,861	33,335
Property and equipment, net	38,218	39,892
Total assets	57,079	73,227
Current:
Accounts payable and accrued liabilities	462,786	458,350
Accounts payable to related parties	51,119	51,119
Accrued wages to related parties	811,711	811,711
Advances from related party	142,321	101,631
Notes payable to related parties	225,786	166,560
Convertible promissory note, net of debt discount of $23,796 and $15,364	39,982	152,504
Derivative liability	134,922
Total current liabilities	1,868,627	1,741,875
Long-term:
Long-term accounts payable	33,800	37,400
Total long-term liabilities	33,800	37,400
Total liabilities	1,902,427	1,779,275
Commitments and Contingencies (Note 10)
Stockholders' deficit
Common stock - $.00001 par value; 6,250,000,000 authorized; 4,780,603,012 and 4,558,362,693 shares issued and outstanding, respectively	47,806	45,584
Additional paid-in capital	55,070,983	55,028,764
Accumulated deficit	(56,964,137)	(56,780,396)
Total stockholders' deficit	(1,845,348)	(1,706,048)
Total liabilities and stockholders' deficit	$ 57,079	$ 73,227

XML

Stock Options (Details Narrative) - USD ($)	3 Months Ended
	Apr. 30, 2020	Apr. 30, 2019
Share-based Payment Arrangement [Abstract]
Weighted average remaining life, stock options	6 years 11 months 15 days
Stock options, aggregate intrinsic value	$ 0
Compensation expense	$ 0	$ 0

XML

Derivative Liabilities (Tables)

3 Months Ended

Apr. 30, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Changes in Fair Value of Derivative Liabilities

The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability:

	Three Months Ended April 30,
	2020			2019
Beginning balance	$	-		$	58,656
Total (gain) loss		(55,036	)		4,462
Settlements		(106,514	)		(63,118	)
Additions recognized as debt discount		107,000			-
Additions due to tainted warrants		189,472			-
Ending balance	$	134,922		$	-
Change in unrealized (gain) loss included in earnings relating to derivatives as of April 30, 2020 and 2019	$	(55,036	)	$	4,462

XML

Convertible Promissory Notes and Note Payable - Summary of Convertible Promissory Notes (Details) - USD ($)	Apr. 30, 2020	Jan. 31, 2020
Debt Instrument [Line Items]
Convertible note payable	$ 63,778	$ 167,868
Less debt discount	(23,796)	(15,364)
Less current portion of convertible notes	(39,982)	(152,504)
Long-term convertible notes payable
Convertible Debt One [Member]
Debt Instrument [Line Items]
Convertible note payable		79,886
Convertible Debt Two [Member]
Debt Instrument [Line Items]
Convertible note payable	23,327	48,347
Convertible Debt Three [Member]
Debt Instrument [Line Items]
Convertible note payable	$ 40,451	$ 39,635

XML

Subsequent Events (Details Narrative) - USD ($)			1 Months Ended
	Dec. 01, 2020	May 05, 2020	May 31, 2020
Paycheck Protection Program [Member] | Forecast [Member]
Subsequent Event [Line Items]
Loan installment due amount	$ 1,710
Subsequent Event [Member] | Paycheck Protection Program [Member]
Subsequent Event [Line Items]
Proceeds from loan		$ 30,387
Loan, interest rate		1.00%
Loan due number of installments		Due in 18 monthly installments
Subsequent Event [Member] | Paycheck Protection Program & Economic Injury Disaster Loan Program [Member]
Subsequent Event [Line Items]
Proceeds from loan		$ 3,000
Subsequent Event [Member] | Noteholder [Member] | October 2019 Note [Member]
Subsequent Event [Line Items]
Number of shares issued for conversion, amount			$ 22,020
Number of shares issued for conversion, shares			48,933,333
Subsequent Event [Member] | Noteholder [Member] | October 2019 Note [Member]
Subsequent Event [Line Items]
Conversion price per share			$ 0.00045

XML

Summary of Significant Accounting Policies (Policies)

3 Months Ended

Apr. 30, 2020

Accounting Policies [Abstract]

Fair Value

Fair Value

ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.

Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.

			Fair value measurements at reporting date using:
Description	Fair Value		Quoted prices in active markets for identical liabilities (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at April 30, 2020	$	134,922		-		-	$	134,922
Warrant and convertible note derivative liability at January 31, 2020	$	-		-		-	$	-

Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, convertible notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the derivative liability are reported in other income (expense) as gain (loss) on change in fair value of derivative liability.

XML

Convertible Promissory Notes and Note Payable

3 Months Ended

Apr. 30, 2020

Debt Disclosure [Abstract]

Convertible Promissory Notes and Note Payable

NOTE 8 – Convertible promissory notes and note payable

Following is a summary of convertible promissory notes:

	April 30, 2020			January 31, 2020
8% convertible note payable issued August 2019, due May 2020	$	-		$	79,886
8% convertible note payable issued October 2019, due August 2020		23,327			48,347
8% convertible note payable issued January 2020, due November 2020		40,451			39,635
		63,778			167,868
Less debt discount		(23,796	)		(15,364	)
Less current portion of convertible notes		(39,982	)		(152,504	)
Long-term convertible notes payable	$	-		$	-

On August 15, 2019, we received net proceeds of $67,000 from the issuance of a convertible note dated August 13, 2019 (the “August 2019 Note”). The note bears interest at 8%, includes OID of $10,000, matures on May 30, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the three months ended April 30, 2020, the noteholder converted a total of $79,800 of the note in for 136,375,071 shares of the Company’s common stock, leaving a balance of $0 as of April 30, 2020.

On October 25, 2019, we received net proceeds of $40,000 from the issuance of a convertible note dated October 22, 2019 (the “October 2019 Note”). The note bears interest at 8%, includes OID of $7,300, matures on August 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. During the three months ended April 30, 2020, the noteholder converted a total of $27,000 of the note in for 58,865,248 shares of the Company’s common stock, leaving a balance of $23,327 as of April 30, 2020.

On January 30, 2020, we received net proceeds of $33,000 from the issuance of a convertible note dated January 27, 2020 (the “January 2020 Note”). The note bears interest at 8%, includes OID of $3,600 and legal fees of $3,000, matures on November 15, 2020, and is convertible after 180 days into shares of the Company’s common stock at a price of 75% of the average of the lowest 5 weighted average market price of the Company’s common stock during the 10 trading days prior to conversion. Total balance under the note was $40,451 as of April 30, 2020.

During the three months ended April 30, 2020 and 2019, the Company recorded debt discounts of $107,000 and $0, respectively, due to the derivative liabilities, and original issue debt discounts of $0 and $3,000, respectively, due to the convertible notes. The Company recorded amortization of these discounts of $98,568 and $21,696 for the three months ended April 30, 2020 and 2019, respectively.

XML

Related Party Transactions

3 Months Ended

Apr. 30, 2020

Related Party Transactions [Abstract]

Related Party Transactions

NOTE 4 – Related party transactions

Our CEO, Brett Gross, was elected as President and Chief Executive Officer on December 7, 2018 and received no compensation for these services during the three months ended April 30, 2020.

At April 30 and January 31, 2020, we had accounts payable to JABA (controlled by James Briscoe) of $34,798, which is reflected as accounts payable to related parties on the accompanying consolidated balance sheets.

At April 30 and January 31, 2020, we had a balance of $13,325 due to the spouse of James Briscoe.

At April 30 and January 31, 2020, we had an aggregate balance due of approximately $167,000 on credit cards guaranteed by James Briscoe reflected in accounts payable and accrued liabilities on the accompanying consolidated balance sheets.

At April 30 and January 31, 2020, we had a balance of accrued unpaid wages of $759,949 to James Briscoe, our former Chairman of the Board, CEO, CFO and President. Additionally, we had a balance of accrued unpaid wages of $15,625 to a former President and $36,137 to Patricia Madaris, CFO.

On January 11, 2019, we discontinued renting an office month-to-month from James Briscoe, a director who resigned on September 23, 2019. An amount of $2,610 of rent was unpaid as of April 30 and January 31, 2020.

During the three months ended April 30, 2020, our CEO, Brett Gross, made various payments on behalf of the Company totaling $30,690, and advanced the Company $10,000 in cash, all of which are reflected as advances from related party on the accompanying consolidated balance sheet. The total advances were $142,321 and $101,631 as of April 30 and January 31, 2020, respectively, bear no interest and have no specified repayment date.

During the three months ended April 30, 2020, the Company received proceeds of $55,000 from a director under a promissory note extended with interest at 10%. Total maturities under this note and a note to another director are $214,170 due October 31, 2020. Additionally, the Company has a note payable of $10,000 from James Briscoe, under a promissory note dated September 17, 2018, which matured and became past due at September 17, 2019 with interest at 10%. As of April 30 and January 31, 2020, the total balance of all related party notes was $225,786 and $166,560, respectively, which includes accrued interest of $19,054 and $14,828, respectively.

XML

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Apr. 30, 2020	Apr. 30, 2019
Income Statement [Abstract]
Revenues
Expenses:
Geological and geophysical costs	2,958	600
Salaries and benefits	37,750	35,489
Depreciation	1,674	493
Legal	50,536
Professional services	19,956	24,784
General and administrative	19,961	14,393
Travel	439
Net operating expenses	133,274	75,759
Loss from operations	(133,274)	(75,759)
Other income (expense):
Interest expense	(105,503)	(32,611)
Gain (loss) on change in fair value of derivative liability	55,036	(4,462)
Total other expense	(50,467)	(37,073)
Net loss	$ (183,741)	$ (112,832)
Net loss per share of common stock - basic and diluted	$ (0.00)	$ (0.00)
Weighted average number of shares of common stock outstanding - basic and diluted	4,641,100,196	4,234,972,506

XML

Going Concern

3 Months Ended

Apr. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern

NOTE 2 – Going concern

The Company has incurred losses from operations and requires additional funds for further exploratory activity and to maintain its claims prior to attaining a revenue generating status. There are no assurances that a commercially viable mineral deposit exists on any of our properties. In addition, the Company may not find sufficient ore reserves to be commercially mined. As such, there is substantial doubt about the Company’s ability to continue as a going concern.

Management is working to secure additional funds through the exercise of stock warrants already outstanding, equity financings, debt financings or joint venture agreements. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

XML

Summary of Significant Accounting Policies - Schedule of Fair Value of Financial Instruments (Details) - USD ($)	Apr. 30, 2020	Jan. 31, 2020
Warrant and convertible note derivative liability	$ 134,922
Fair Value, Inputs, Level 1 [Member]
Warrant and convertible note derivative liability
Fair Value, Inputs, Level 2 [Member]
Warrant and convertible note derivative liability
Fair Value, Inputs, Level 3 [Member]
Warrant and convertible note derivative liability	$ 134,922

XML

Stock Options (Tables)

3 Months Ended

Apr. 30, 2020

Share-based Payment Arrangement [Abstract]

Schedule of Stock Options Activity

Qualified and Non-qualified incentive stock options outstanding at April 30, 2020 are as follows:

			Weighted average
	Number of		exercise
	options		price per share
Outstanding, January 31, 2020		88,500,000	$	0.012
Granted		-		-
Expired		-		-
Exercised		-		-
Outstanding, April 30, 2020		88,500,000	$	0.012
Exercisable, April 30, 2020		88,500,000	$	0.012

XML

Warrants (Details Narrative) - USD ($)	3 Months Ended
	Apr. 30, 2020	May 27, 2020
Warrants [Line Items]
Share purchase warrants outstanding and exercisable	200,082,809
Warrants weighted average remaining life	2 years
Weighted average exercise price of warrant	$ 0.004
Weighted average intrinsic value for warrants outstanding	$ 0
Number of warrants issued	13,500,000
Warrants terms	3 years
Warrants extend, description	Effective May 27, 2020, the Company extended the due date of all warrants expiring during the 12 months ending December 31, 2020.
Subsequent Event [Member]
Warrants [Line Items]
Warrants terms		3 years
Warrants outstanding		$ 22,532,348
Subsequent Event [Member] | Previously Set to Expire in January 2020 [Member]
Warrants [Line Items]
Warrants outstanding		$ 4,875,000
Minimum [Member]
Warrants [Line Items]
Warrant exercise price per share	$ 0.0008
Maximum [Member]
Warrants [Line Items]
Warrant exercise price per share	$ 0.0011

XML

Commitments and Contingencies

3 Months Ended

Apr. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 10 – Commitments and contingencies

Legal Matter

On August 22, 2019 (and amended on December 23, 2019), the Company filed a complaint with the Superior Court of Arizona (Case No. C20194139), demanding the titles and possession of certain vehicles and equipment of the Company from our former CEO, as well as seeking recovery of damages from the former CEO in an amount of not less than $50,000. None of the vehicles and equipment, individually or in total, have any material net book value (being fully depreciated) as of April 30 or January 31, 2020. The matter is ongoing as of the date of this filing.

On February 18, 2020, our former CEO and his spouse ​(the “Counterclaimants”) filed a First Amended Answer: First Amended Complaint and Counterclaim with the Superior Court of Arizona seeking dismissal of the Company’s complaint and reimbursement of Counterclaimants’ attorney fees incurred related to the matter. Additionally, the counterclaim alleges breach of contract by the Company and requests reimbursement of amounts loaned to the Company by our former CEO and his spouse, along with reimbursement of attorney fees. The Company ​believes these counterclaims are without merit and will aggressively defend them, and believes no unfavorable outcome or material effect on our consolidated financial statements will result.

XML

Warrants

3 Months Ended

Apr. 30, 2020

Warrants and Rights Note Disclosure [Abstract]

Warrants

NOTE 6 – Warrants

As of April 30, 2020, there were 200,082,809 whole share purchase warrants outstanding and exercisable. The warrants have a weighted average remaining life of 2.0 years and a weighted average exercise price of $0.004 per whole warrant for one common share. The warrants had an aggregate intrinsic value of $0 as of April 30, 2020.

Stock warrants outstanding at April 30, 2020 are as follows:

	Number of		Weighted
	whole share		average
	purchase warrants		exercise price per share
Outstanding, January 31, 2020		186,582,809	$	0.005
Issued		13,500,000		0.001
Expired		—		—
Exercised		—		—
Outstanding, April 30, 2020		200,082,809	$	0.004
Exercisable, April 30, 2020		200,082,809	$	0.004

During the three months ended April 30, 2020, the Company issued 13,500,000 warrants to investors as part of their purchase of common stock. The warrants have a three-year term and are exercisable at any time at exercise prices ranging from $0.0008 to $0.0011.

Effective May 27, 2020, the Company extended the due date of all warrants expiring during the 12 months ending December 31, 2020, totaling 22,532,348 warrants, for an additional three years, including 4,875,000 warrants previously set to expire in January 2020. There was no expense related to the extension of these warrants since these were held by investors.

XML

Derivative Liabilities - Schedule of Changes in Fair Value of Derivative Liabilities (Details) - USD ($)	3 Months Ended
	Apr. 30, 2020	Apr. 30, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Beginning balance		$ 58,656
Total (gain) loss	(55,036)	4,462
Settlements	(106,514)	(63,118)
Additions recognized as debt discount	107,000
Additions due to tainted warrants	189,472
Ending balance	134,922
Change in unrealized (gain) loss included in earnings relating to derivatives as of April 30, 2020 and 2019	$ (55,036)	$ 4,462

XML

Stockholders' Deficit (Details Narrative)	3 Months Ended
	Apr. 30, 2020 USD ($) $ / shares shares
Issuance of warrants, shares | shares	13,500,000
Warrants term	3 years
Two Investors [Member]
Number of shares issued during period, new issues, shares | shares	27,000,000
Issuance of warrants, shares | shares	13,500,000
Proceeds from warrants | $	$ 20,599
Warrants term	3 years
Minimum [Member]
Shares issued, exercise price per share	$ 0.00045
Warrants exercise price, per share	0.0008
Minimum [Member] | Two Investors [Member]
Warrants exercise price, per share	0.0006
Maximum [Member]
Shares issued, exercise price per share	0.00072
Warrants exercise price, per share	0.0011
Maximum [Member] | Two Investors [Member]
Warrants exercise price, per share	$ 0.0008
Common Stock [Member]
Number of shares issued for conversion, shares | shares	195,240,319
Number of shares issued for conversion, amount | $	$ 106,800

XML

Subsequent Events

3 Months Ended

Apr. 30, 2020

Subsequent Events [Abstract]

Subsequent Events

NOTE 11 – Subsequent events

In May 2020, a noteholder converted a total of $22,020 of the October 2019 Note for 48,933,333 shares of the Company’s common stock at a price of $0.00045 per share.

On May 5, 2020, the Company received loan proceeds of $30,387 under the SBA’s Paycheck Protection Program (“PPP”). The PPP loan, dated May 5, 2020, bears interest at 1% and is due in 18 monthly installments of $1,710 beginning December 1, 2020. Under the loan terms, the Company may apply (and plans to apply) for forgiveness within 60 days from the note date. On May 5, 2020, the Company also received proceeds of $3,000 under the SBA’s Economic Injury Disaster Loan program (“EIDL”) which the Company believes will not require repayment under the terms.

XML

Derivative Liabilities

3 Months Ended

Apr. 30, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Liabilities

NOTE 7 – Derivative Liabilities

The embedded conversion feature in the convertible debt instruments that the Company issued (See Note 8), that became convertible during the three months ended April 30, 2020, qualified it as a derivative instrument since the number of shares issuable under the note is indeterminate based on guidance in FASB ASC 815, Derivatives and Hedging. These convertible notes tainted all other equity linked instruments including outstanding warrants and fixed rate convertible debt on the date that the instrument became convertible.

The valuation of the derivative liability of the warrants was determined through the use of a Monte Carlo options model that values the liability of the warrants based on a risk-neutral valuation where the price of the option is its discounted expected value. The technique applied generates a large number of possible (but random) price paths for the underlying common stock via simulation, and then calculates the associated exercise value (i.e. “payoff”) of the option for each path. These payoffs are then averaged and discounted to a current valuation date resulting in the fair value of the option.

The valuation of the derivative liability attached to the convertible debt was arrived at through the use of a Monte Carlo model that values the derivative liability within the notes. The technique applied generates a large number of possible (but random) price paths for the underlying (or underlyings) via simulation, and then calculates the associated payment value (cash, stock, or warrants) of the derivative features. The price of the underlying common stock is modeled such that it follows a geometric Brownian motion with constant drift, and elastic volatility (increasing as stock price decreases). The stock price is determined by a random sampling from a normal distribution. Since the underlying random process is the same, for enough price paths, the value of the derivative is derived from path dependent scenarios and outcomes. The features in the notes that were analyzed and incorporated into the model included the conversion features with the reset provisions, the call/redemption/prepayment options, and the default provisions. Based on these features, there are six primary events that can occur; payments are made in cash; payments are made with stock; the note holder converts upon receiving a redemption notice; the note holder converts the note; the issuer redeems the note; or the Company defaults on the note. The model simulates the underlying economic factors that influenced which of these events would occur, when they were likely to occur, and the specific terms that would be in effect at the time (i.e. stock price, conversion price, etc.). Probabilities were assigned to each variable such as redemption likelihood, default likelihood, and timing and pricing of reset events over the remaining term of the notes based on management projections. This led to a cash flow simulation over the life of the note. A discounted cash flow for each simulation was completed, and it was compared to the discounted cash flow of the note without the embedded features, thus determining a value for the derivative liability.

Key inputs and assumptions used to value the convertible note when it became convertible and upon settlement, and warrants upon tainting, were as follows:

● The stock projections are based on the historical volatilities for each date. These volatilities were in the 238.8% to 257.8% range. The stock price projection was modeled such that it follows a geometric Brownian motion with constant drift and a constant volatility, starting with the market stock price at each valuation date;

● An event of default would not occur during the remaining term of the note;

● Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

● The effective discount was determined based on the historical trading history of the Company based on the specific pricing mechanism in each note;

● The Company would not have funds available to redeem the notes during the remaining term of the convertible notes;

● Discount rates were based on risk free rates in effect based on the remaining term and date of each valuation and instrument.

● The Holder would exercise the warrant at maturity if the stock price was above the exercise price;

● The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.

Using the results from the model, the Company recorded a derivative liability during the three months ended April 30, 2020 of $189,472 for newly granted and existing warrants (see Note 6) that were tainted and a derivative liability of $158,592 for the fair value of the convertible feature included in the Company’s convertible debt instruments. The derivative liability recorded for the convertible feature created a “day 1” derivative loss of $51,592 and a debt discount of $107,000 that was amortized over the remaining term of the note using the effective interest rate method. Interest expense related to the amortization of this debt discount for the three months ended April 30, 2020, was $90,214. The remaining unamortized debt discount related to the derivative liability was $16,786 as of April 30, 2020.

During the three months ended April 30, 2020, the Company recorded a reclassification from derivative liability to equity of $0 for warrants becoming untainted and $106,514 due to the conversions of a portion of the Company’s convertible notes. The Company also recorded the change in the fair value of the derivative liability as a gain of $55,036 to reflect the value of the derivative liability for warrants and convertible notes as of April 30, 2020. During the three months ended April 30, 2019, the Company recorded a reclassification from derivative liability to equity of $40,905 for warrants becoming untainted and $22,213 due to the conversions of a portion of the Company’s convertible notes. The Company recorded the change in the fair value of the derivative liability as a loss of $4,462 to reflect the value of the derivative liability for warrants and convertible notes as of April 30, 2019. The Company did not have a derivative liability as of April 30, 2019 since none of the outstanding notes remained convertible during the period and consequently, the outstanding warrants were no longer tainted.

The following table sets forth a reconciliation of changes in the fair value of the Company’s derivative liability:

	Three Months Ended April 30,
	2020			2019
Beginning balance	$	-		$	58,656
Total (gain) loss		(55,036	)		4,462
Settlements		(106,514	)		(63,118	)
Additions recognized as debt discount		107,000			-
Additions due to tainted warrants		189,472			-
Ending balance	$	134,922		$	-
Change in unrealized (gain) loss included in earnings relating to derivatives as of April 30, 2020 and 2019	$	(55,036	)	$	4,462

XML

Derivative Liabilities (Details Narrative)	3 Months Ended
	Apr. 30, 2020 USD ($) Integer	Apr. 30, 2019 USD ($)	Jan. 31, 2020 USD ($)
Unamortized debt discount	$ 0	$ 3,000
Derivative Liability [Member]
Conversion note description	Conversion of the notes to stock would be completed monthly after any holding period and would be limited based on: 5% of the last 6 months average trading volume and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.
Percentage of exercise price for warrant, description	The Holder would exercise the warrant after any holding period prior to maturity at target prices starting at 2 times the exercise price for the Warrants or higher subject to monthly limits of: 5% of the last 6 months average trading volume increasing by 1% per month and the ownership limit identified in the contract assuming the underlying number of common shares increases at 1% per month.
Derivative loss	$ 51,592
Amortization of debt discount	107,000
Interest expense	90,214
Unamortized debt discount			$ 16,786
Reclassification of derivative liability to equity	0	40,905
Reclassification due to conversion of convertible notes	106,514	22,213
Gain on derivative liability	55,036	$ 4,462
Derivative Liability [Member] | Convertible Debt [Member]
Derivative liabilities	158,592
Derivative Liability [Member] | Warrant [Member]
Derivative liabilities	$ 189,472
Measurement Input, Price Volatility [Member] | Minimum [Member]
Fair value assumptions, measurement input, percentages | Integer	238.8
Measurement Input, Price Volatility [Member] | Maximum [Member]
Fair value assumptions, measurement input, percentages | Integer	257.8

XML

Convertible Promissory Notes and Note Payable - Summary of Convertible Promissory Notes (Details) (Parenthetical)	3 Months Ended	12 Months Ended
	Apr. 30, 2020	Jan. 31, 2020
Convertible Debt One [Member]
Percentage of convertible notes	8.00%	8.00%
Debt issuance date	Aug. 31, 2019	Aug. 31, 2019
Due date	May 31, 2020	May 31, 2020
Convertible Debt Two [Member]
Percentage of convertible notes	8.00%	8.00%
Debt issuance date	Oct. 31, 2019	Oct. 31, 2019
Due date	Aug. 31, 2020	Aug. 31, 2020
Convertible Debt Three [Member]
Percentage of convertible notes	8.00%	8.00%
Debt issuance date	Jan. 31, 2020	Jan. 31, 2020
Due date	Nov. 30, 2020	Nov. 30, 2020

XML

Summary of Significant Accounting Policies

3 Months Ended

Apr. 30, 2020

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

NOTE 3 – Summary of Significant Accounting Policies

Fair Value

ASC 820 Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value and enhances disclosures about fair value measurements. It defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities that are not active; and model-driven valuations whose inputs are observable or whose significant value drivers are observable. Valuations may be obtained from, or corroborated by, third-party pricing services.

Level 3: Unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort.

			Fair value measurements at reporting date using:
Description	Fair Value		Quoted prices in active markets for identical liabilities (Level 1)		Significant other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
Warrant and convertible note derivative liability at April 30, 2020	$	134,922		-		-	$	134,922
Warrant and convertible note derivative liability at January 31, 2020	$	-		-		-	$	-

Our financial instruments consist of cash and cash equivalents, prepaid expenses, accounts payable, accrued liabilities, notes payable, convertible notes payable, and derivative liability. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. With the exception of the derivative liability, the fair value of these financial instruments approximates their carrying values based on their short maturities or for long-term debt based on borrowing rates currently available to us for loans with similar terms and maturities. Gains and losses recognized on changes in estimated fair value of the derivative liability are reported in other income (expense) as gain (loss) on change in fair value of derivative liability.

XML

Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Beginning Balance at Jan. 31, 2019	$ 40,975	$ 54,708,186	$ (56,442,927)	$ (1,693,766)
Beginning Balance, shares at Jan. 31, 2019	4,097,457,393
Shares issued for conversion of notes	$ 1,974	19,740		21,714
Shares issued for conversion of notes, shares	197,400,727
Resolution of derivative liabilities due to debt conversions and untainted warrants		63,118		63,118
Net loss			(112,832)	(112,832)
Ending Balance at Apr. 30, 2019	$ 42,949	54,791,044	(56,555,759)	(1,721,766)
Ending Balance, shares at Apr. 30, 2019	4,294,858,120
Beginning Balance at Jan. 31, 2020	$ 45,584	55,028,764	(56,780,396)	(1,706,048)
Beginning Balance, shares at Jan. 31, 2020	4,558,362,693
Issuance of common stock and warrants in private placement	$ 270	20,329		20,599
Issuance of common stock and warrants in private placement, shares	27,000,000
Shares issued for conversion of notes	$ 1,952	104,848		106,800
Shares issued for conversion of notes, shares	195,240,319
Reclass of APIC to derivative liabilities for tainted warrants		(189,472)		(189,472)
Resolution of derivative liabilities due to debt conversions		106,514		106,514
Net loss			(183,741)	(183,741)
Ending Balance at Apr. 30, 2020	$ 47,806	$ 55,070,983	$ (56,964,137)	$ (1,845,348)
Ending Balance, shares at Apr. 30, 2020	4,780,603,012

XML

Document and Entity Information - shares	3 Months Ended
	Apr. 30, 2020	Jun. 12, 2020
Document And Entity Information
Entity Registrant Name	LIBERTY STAR URANIUM & METALS CORP.
Entity Central Index Key	0001172178
Document Type	10-Q
Document Period End Date	Apr. 30, 2020
Amendment Flag	false
Current Fiscal Year End Date	--01-31
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		4,829,536,345
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2021

XML

Warrants - Schedule of Stock Warrants Outstanding (Details) - Warrant [Member]	3 Months Ended
	Apr. 30, 2020 $ / shares shares
Warrants [Line Items]
Number of warrants, Outstanding | shares	186,582,809
Number of warrants, Issued | shares	13,500,000
Number of warrants, Expired | shares
Number of warrants, Exercised | shares
Number of warrants, Outstanding | shares	200,082,809
Number of warrants, Exercisable | shares	200,082,809
Weighted average exercise price, Outstanding | $ / shares	$ 0.005
Weighted average exercise price, Issued | $ / shares	0.001
Weighted average exercise price, Expired | $ / shares
Weighted average exercise price, Exercised | $ / shares
Weighted average exercise price, Outstanding | $ / shares	0.004
Weighted average exercise price, Exercisable | $ / shares	$ 0.004

XML

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended
	Apr. 30, 2020	Apr. 30, 2019	Jan. 31, 2020
Related Party Transaction [Line Items]
Accrued unpaid wages	$ 811,711		$ 811,711
Advances from related party	142,321		101,631
Proceeds from promissory notes		$ 10,000
Notes payable to related party	225,786		166,560
Accrued interest	19,054		14,828
Promissory Note [Member] | Director [Member]
Related Party Transaction [Line Items]
Proceeds from promissory notes	$ 55,000
Debt instrument, interest rate	10.00%
Debt instrument, maturity date	Oct. 31, 2020
Promissory Note [Member] | Director [Member] | October 31, 2020 [Member]
Related Party Transaction [Line Items]
Due to related party	$ 214,170
James Briscoe [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Proceeds from promissory notes	$ 10,000
Debt instrument, interest rate	10.00%
Debt instrument, maturity date	Sep. 17, 2019
James Briscoe [Member] | Accounts Payable [Member]
Related Party Transaction [Line Items]
Due to related party	$ 34,798		34,798
James Briscoe [Member] | Accounts Payable and Accrued Liabilities [Member]
Related Party Transaction [Line Items]
Due to related party on credit cards guaranteed	167,000		167,000
Spouse of James Briscoe [Member]
Related Party Transaction [Line Items]
Due to related party	13,325		13,325
Accrued unpaid wages	759,949		759,949
Unpaid rent	2,610		2,610
Former President [Member]
Related Party Transaction [Line Items]
Accrued unpaid wages	15,625		15,625
Patricia Madaris, CFO [Member]
Related Party Transaction [Line Items]
Accrued unpaid wages	36,137		$ 36,137
Brett Gross, CFO [Member]
Related Party Transaction [Line Items]
Due to related party	30,690
Advances from related party	$ 10,000

XML

Warrants (Tables)

3 Months Ended

Apr. 30, 2020

Warrants and Rights Note Disclosure [Abstract]

Schedule of Stock Warrants Outstanding

Stock warrants outstanding at April 30, 2020 are as follows:

	Number of		Weighted
	whole share		average
	purchase warrants		exercise price per share
Outstanding, January 31, 2020		186,582,809	$	0.005
Issued		13,500,000		0.001
Expired		—		—
Exercised		—		—
Outstanding, April 30, 2020		200,082,809	$	0.004
Exercisable, April 30, 2020		200,082,809	$	0.004