SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
IBS CAPITAL LLC

(Last) (First) (Middle)
ONE INTERNATIONAL PLACE
SUITE 2401

(Street)
BOSTON MA 02110

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ATLAS MINING CO [ ALMI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/30/2009 S(6) 500,000 D $0.85 13,972,415(1) I See Note 6.(1)(6)
Common Stock 09/30/2009 A(6) 500,000 A $0.85 13,972,415(1) I See Note 6.(1)(6)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
10% PIK-Election Convertible Notes(2) $0.35(3) (3) (3) Common Stock 1,428,571(1)(2) 2(2)(3) I See Notes 1 and 2.(1)(2)
10% PIK-Election Convertible Notes(4) $0.5(5) (5) (5) Common Stock 1,000,000(1)(4) 2(4)(5) I See Notes 1 and 4.(1)(4)
1. Name and Address of Reporting Person*
IBS CAPITAL LLC

(Last) (First) (Middle)
ONE INTERNATIONAL PLACE
SUITE 2401

(Street)
BOSTON MA 02110

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP)

(Last) (First) (Middle)
ONE INTERNATIONAL PLACE
STE 2410

(Street)
BOSTON MA 02110

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. IBS Capital LLC is the general partner of The IBS Turnaround (QP) Fund (A Limited Partnership) and The IBS Turnaround Fund (A Limited Partnership). IBS Capital LLC is the investment adviser of The IBS Opportunity Fund (BVI), Ltd.
2. Pursuant to a series of note issuances on December 30, 2008, the issuer issued to each of The IBS Turnaround (QP) Fund (A Limited Partnership) and The IBS Turnaround Fund (A Limited Partnership) a 10% PIK-Election Convertible Note (collectively, the "0.35 Notes", each a "0.35 Note") on substantially the same terms and conditions. The 1,428,571 shares of common stock of Atlas Mining Co. ("Common Stock") into which outstanding amounts are convertible under the 0.35 Notes include: (i) 1,028,571 shares into which amounts payable under a 0.35 Note by the issuer to The IBS Turnaround (QP) Fund (A Limited Partnership) are convertible and (ii) 400,000 shares into which amounts payable under a 0.35 Note by the issuer to The IBS Turnaround Fund (A Limited Partnership) are convertible.
3. The 0.35 Notes mature on December 15, 2018. At the noteholder's option, amounts outstanding under a 0.35 Note may be converted into Common Stock at any time after the issuer has authorized sufficient shares to convert such amounts outstanding into Common Stock at the conversion price of $0.35 per share (the "0.35 Conversion Price"). The amount outstanding under a 0.35 Note shall be mandatorily converted into Common Stock of the issuer at the 0.35 Conversion Price of upon: (i) the issuer's authorization of a sufficient number of shares to convert amounts outstanding under all of the notes in the series into Common Stock; (ii) the average closing bid or market price of Common Stock for the preceding five days being in excess of the 0.35 Conversion Price; and (iii) either (a) the issuer has filed a registration statement for the resale the number of shares of Common Stock into which the outstanding amount under a 0.35 Note is convertible or (b) the shares are resalable under Rule 144.
4. Pursuant to a series of note issuances on May 4, 2009, the issuer issued to each of The IBS Turnaround (QP) Fund (A Limited Partnership) and The IBS Turnaround Fund (A Limited Partnership) a 10% PIK-Election Convertible Note (collectively, the "0.50 Notes", each a "0.50 Note") on substantially the same terms and conditions. The 1,000,000 shares of Common Stock into which outstanding amounts are convertible under the 0.50 Notes include: (i) 640,000 shares into which amounts payable under a 0.50 Note by the issuer to The IBS Turnaround (QP) Fund (A Limited Partnership) are convertible and (ii) 360,000 shares into which amounts payable under a 0.50 Note by the issuer to The IBS Turnaround Fund (A Limited Partnership) are convertible.
5. The 0.50 Notes mature on December 15, 2018. At the noteholder's option, amounts outstanding under a 0.50 Note may be converted into Common Stock at any time after the issuer has authorized sufficient shares to convert such amounts outstanding into Common Stock at the conversion price of $0.50 per share (the "0.50 Conversion Price"). The amount outstanding under a 0.50 Note shall be mandatorily converted into Common Stock of the issuer at the 0.50 Conversion Price of upon: (i) the issuer's authorization of a sufficient number of shares to convert amounts outstanding under all of the notes in the series into Common Stock; (ii) the average closing bid or market price of Common Stock for the preceding five days being in excess of the 0.50 Conversion Price; and (iii) either (a) the issuer has filed a registration statement for the resale the number of shares of Common Stock into which the outstanding amount under a 0.50 Note is convertible or (b) the shares are resalable under Rule 144.
6. The 500,000 shares sold on September 30, 2009 were sold as follows: The IBS Turnaround (QP) Fund (A Limited Partnership) sold (i) 410,000 shares to The IBS Turnaround Fund (A Limited Partnership) and (ii) 90,000 shares to The IBS Opportunity Fund (BVI), Ltd. After the completion of the transactions, (i) The IBS Turnaround (QP) Fund (A Limited Partnership) holds 7,913,598 shares; (ii) The IBS Turnaround Fund (A Limited Partnership) holds 3,541,042 shares; and (iii) The IBS Opportunity Fund (BVI), Ltd. holds 2,515,275 shares.
IBS Capital LLC, by David A. Taft, Manager 10/02/2009
IBS TURNAROUND FUND (QP) (A LTD PARTNERSHIP) By IBS Capital LLC, Its General Partner, David A. Taft, Manager 10/02/2009
** Signature of Reporting Person Date
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