Bunker Hill Mining Corp. - Quarter Report: 2010 September (Form 10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2010

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

Commission File Number: 000-50009

LIBERTY SILVER CORP.

 (Exact name of registrant as specified in its charter)

Nevada		32-0196442
(State or other jurisdiction of incorporation)		(IRS Employer Identification Number)
675 Sierra Rose Drive, Ste. 112 Reno, Nevada, 89511
(Address of principal executive offices)
(775) 829-1110
Registrant’s telephone number, including area code:

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 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.  [ X ] Yes   [ ] 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). Not Applicable.

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.

Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ]  (Do not check if a smaller reporting Company)	Smaller reporting Company [ X ]

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

As of November 14, 2010 the Issuer had 69,733,334 shares of common stock issued and outstanding.

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PART I-FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS.

The financial statements of Liberty Silver Corp., a Nevada corporation, included herein were prepared, without audit, pursuant to rules and regulations of the Securities and Exchange Commission.  Because certain information and notes normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America were condensed or omitted pursuant to such rules and regulations, these financial statements should be read in conjunction with the financial statements and notes thereto included in the audited financial statements of the Company in the Company's Form 10-K for the fiscal year ended June 30, 2010.

LIBERTY SILVER CORP.

(A DEVELOPMENT STAGE COMPANY)

INTERIM FINANCIAL STATEMENTS

PERIOD ENDED SEPTEMBER 30, 2010

INDEX TO FINANCIAL STATEMENTS:	Page
Balance Sheet	3
Statements of Operations	4
Statements of Cash Flows	5-6
Notes to Unaudited Financial Statements	7-13

2

The accompanying notes are an integral part of these financial statements.

3

The accompanying notes are an integral part of these financial statements.

4

5

The accompanying notes are an integral part of these financial statements.

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 1 – Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, stockholders’ deficit or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.  The unaudited interim financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K, which contains the audited financial statements and notes thereto, together with the Management’s Discussion and Analysis, for the year ended June 30, 2010. The interim results for the period ended September 30, 2010 are not necessarily indicative of the results for the full fiscal year.

Note 2 – Nature of Operations

Nature of Operations

Liberty Silver Corp. ( “We”, “Us”, the “Company”, or the “Registrant”) was incorporated on February 20, 2007 under the laws of the state of Nevada under the name Lincoln Mining Corp. We were incorporated for the purpose of engaging in mineral exploration activities, and on May 24, 2007, purchased the Zone Lode mining claim located in Elko County, Nevada, for a purchase price of $10,000.  Our objective was to conduct mineral exploration activities on the Zone Lode claim to assess whether it contained economic reserves of copper, gold, silver, molybdenum or zinc.  We were not able to determine whether this property contained reserves that were economically recoverable and have ceased our attempts at developing this property.

As disclosed on a Form 8-K filed by the Company on April 5, 2010, on March 29, 2010, the Company entered into an Exploration Earn-In Agreement relating to the Trinity Silver property located in Pershing County, Nevada (the “Property”); a copy of the Agreement was filed as an exhibit to the Form 8-K filed by the Company on April 5, 2010 and is hereby incorporated by reference.  

The Property consists of a total of approximately 7,000 acres, including 5,040 acres of fee land and 162  unpatented mining claims.  Under the Agreement, the Registrant may earn-in a 70% undivided interest in the Property during a 6-year period in consideration of (1) a signing payment of $25,000, which has been made, (2) an expenditure of a cumulative total of $5,000,000 in exploration and development expenses on the Property by March 29, 2016, including a minimum of $500,000 which must be expended within one year from the effective date of the Agreement, and (3) completion of a bankable feasibility study on the Property on or before the 7^th anniversary date of the Agreement.   Our business operations are currently focused on efforts to develop the Property.

Exploration Stage

 

The Company’s financial statements are presented as those of an exploration stage company.  Activities during the exploration stage primarily include reviewing potential acquisition in the resource sectors and

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 2 – Nature of Operations (continues)

 continue to raise additional capital funding.

Note 3 - Mineral Property

    

Pursuant to a mineral property purchase agreement dated May 24, 2007, the Company acquired a 100% undivided right, title and interest in a mineral claim, located in Section 8 of T35N, R36E Mount Diablo Base Meridian in Elko County, within the state of Nevada for a cash payment of $10,000. The Company must annually renew the lease on the land with the state for $1,800 and has not done so for this fiscal year end, June 30, 2010.

Since the Company has not established the commercial feasibility of the mineral claim, the acquisition costs have been capitalized. The Company has not depleted the mineral claims as no proven reserves have been found. The Company will not be able to keep the mineral claim in good standing due to lack of funding. The Company allowed the mineral claim to lapse at the end of June 2009. At June 30, 2009, the Company determined that there was little, or no, possibility of the company generating revenues related to the mining interests. This, coupled with the lapse of the mineral claims lease was determined to be an impairment of the asset. As such, the Company’s management determined to fully impair the mining interests, which was a charge to the Company’s statements of operations in the amount of $11,800.

On March 29, 2010, the Company entered into an Exploration Earn-In Agreement (the “Agreement”) with AuEx Ventures, Inc., a Nevada corporation. The Agreement relates to the Trinity Silver property (the “Property”) located in Pershing County, Nevada which consists of a total of approximately 7,000 acres, including 5,040 acres of fee land and 162 unpatented mining claims.

Under the Agreement, the Company may earn-in a 70% undivided interest in the Property during a 6-year period in consideration of (1) a signing payment of $25,000, which has been made and has been capitalized, (2) an expenditure of a cumulative total of $5,000,000 in exploration and development expenses on the Property by March 29, 2016, and (3) completion of a bankable feasibility study on the Property on or before the 7^th anniversary date of the Agreement.

The Company has begun financing to be in compliance with terms of the agreement. No actual mining has begun at this point.

Note 4 – Contingencies

Lease obligations - The Company’s principal executive offices are located at 675 Sierra Rose Drive, Suite 112, in Reno, Nevada.  This lease is for six months starting October 1, 2010 and ending on March 31, 2011. The monthly rent for this space is $850 per month.   The Company anticipates the facilities we currently lease will be suitable and adequate for our needs.

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 4 – Contingencies (continues)

		Year		Office Lease Amount
Total Lease Commitments:		2010		$        2,550
Total Lease Commitments:		2011		$         2,550

Rent expense for the office space for the three months ended September 30, 2010 and September 30, 2009 was $2,550 and $0, respectively.

Note 5 – Capital Stock and Warrants

Issued and outstanding

In April 2007 the Company issued 4,000,000 and 1,000,000 shares of our common stock for cash at $0.001 and $0.01 per share, respectively.

In May 2007 the Company issued 420,000 shares of our common stock for cash at $0.05 per share.

In February 2010, the board of directors authorized a 20-for-1 forward stock split of the Company’s currently issued and outstanding common stock. Prior to approval of the forward split the Company had a total of 5,420,000 issued and outstanding shares of $0.001 par value common stock. On the effective date of the forward split, the Company has a total of 108,400,000 issued and outstanding shares of $0.001 par value common stock. The stock split has been retroactively applied to all prior equity transactions.

In May 2010 the Company issued 1,333,334 shares of our common stock for cash at $0.75 per share. One warrant was received per each share purchased. The warrants expire in two years on May 6, 2012 and the investor can exercise their right to purchase more shares at a $1.25 per share. The warrants vest upon grant.

In May 2010, the president of the Company surrendered 40,000,000 of his common stock in the company.

At the year ended June 30, 2010 and 2009, the Company had 69,333,334 shares of the common stock issued and outstanding.

Stock warrants

In May 2010, the Company commenced a private stock offering, whereby it authorized the issuance of 1,333,334 units consisting of one share of its common stock and one common stock purchase warrant for a total raise of $1,000,000. The common stock purchase warrants are exercisable at $1.25 per share and

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 5 - Capital Stock and Warrants (continues)

carrying a two year exercise period. The offering was closed as of May 26, 2010. All 1,333,334 units were issued and $1,000,000 in cash was received.

The amount of warrant expense related to this offering for the year ending June 30, 2010 was $522,191. The expense was calculated using the Black-Scholes pricing model.

The following table sets forth information about the weighted-average fair value of warrants issued during the three months ended September 30, 2010 and the assumptions used for such grants.  No warrantswere issued in 2009:

	2010
Dividend yields	0.0%
Expected volatility	83%
Risk-free interest rate	1.00% - 1.03%
Warrant term	2 years

The following table summarizes information about warrants granted during the three months ended September 30, 2010:

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 5 - Capital Stock and Warrants (continues)

The following table summarizes information about stock warrants granted to employees, advisors, investors and board members at September 30, 2010:

Warrants Outstanding									Warrants Exercisable
	Range of Exercise Prices		Number Outstanding		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life    (in years)		Number of Warrants		Weighted Average Exercise Price
$	1.25		1,333,334	$	1.25		1.87		1,333,334	$	1.25

 

As of September 30, 2010, the aggregate intrinsic value of the warrants outstanding and exercisable was $0 and $0, respectively.  The weighted-average grant-date fair value of warrants granted for the three months period ended September 30, 2010 was $1.25.  The total fair value of shares vested during 2010 was 1,333,334 of warrants at fair market value on September 30, 2010.

Note 6 – Going Concern

These financial statements have been prepared on a going concern basis. The Company has incurred losses since inception resulting in an accumulated deficit of $1,100,981 and further losses are anticipated in the development of its business. This raises substantial doubt about the Company’s ability to continue as a going concern. Its ability to continue as a going concern is dependent upon the ability of the Company to generate profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.

Management has plans to seek additional capital through a private placement and public offering of its common stock. These financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

The ability of the Company to emerge from the exploration stage is dependent upon, among other things, obtaining additional financing to continue operations, explore and develop the mineral properties and the discovery, development, and sale of reserves.

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 6 – Going Concern (continues)

These factors, among others raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Note 7 – Subsequent Events

Appointment of Chief Executive Officer and Director

On October 18, 2010, the Board of Directors (the “Board”) of Liberty Silver Corp., a Nevada corporation (the “Registrant”), engaged Geoff Browne to serve as the Chief Executive Officer of the Registrant, and appointed Mr. Browne to serve as a director of the Registrant to fill an existing vacancy on the Board.  

Mr. Browne has over 30 years of experience in the financial services industry in Canada, the U.S and London, England.  He was head of private equity for Merrill Lynch Canada and he is a founder and Managing Partner of MWI & Partners, a private equity firm. Prior to founding MWI, Mr. Browne was a senior executive with Canadian Imperial Bank of Commerce and CIBC Wood Gundy Inc. for over 20 years.  The last position he held at CIBC was Chief of Staff for CIBC World Markets. Mr. Browne is active on numerous other corporate and not-for-profit Boards, and is one of three independent members of the Investment Review Committee of UBS Global Asset Management (Canada) Co. Mr. Browne is holds a B.A. in economics from the University of Western Ontario.

In conjunction with the Registrant’s engagement of Mr. Browne, on October 18, 2010, the Registrant entered into an employment agreement (the “Employment Agreement”) with Mr. Browne for an unfixed term, pursuant to which the Registrant agreed to employ Mr. Browne as the Chief Executive Officer of the Registrant.  Pursuant to the terms of the Employment Agreement, Mr. Browne is paid an annual salary of $200,000, as well as an annual discretionary performance bonus for his services rendered as the Chief Executive Officer; the amount of the performance bonus is at the discretion of the Registrant’s Board of Directors.  The Employment Agreement may be terminated by Mr. Browne upon thirty (30) days notice, or by the Registrant pursuant to enumerated circumstances set forth in the Employment Agreement.  In conjunction with the entry into the Employment Agreement, the Registrant granted Mr. Browne stock options to acquire up to 3,000,000 shares of restricted common stock of the Registrant at a price of $.75 per share pursuant to the terms of a Stock Option Agreement which was attached to the Employment Agreement as Exhibit A.  The foregoing description of the Employment Agreement and Stock Option Agreement is qualified in its entirety by reference to the Employment Agreement and the accompanying Stock Option Agreement which were filed as Exhibit 10.3 to the Form 8-K filed by the Company on October 19, 2010 and are herein incorporated by reference.  

Adoption of Amended Bylaws

On October 20, 2010, the Board of Directors of Liberty Silver Corp., (the “Registrant”) approved the adoption of amended bylaws to become effective immediately as of the date of adoption.  The board of directors approved the adoption of amended bylaws pursuant to, and in accordance with, the provisions of

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Liberty Silver Corp

Exploration Stage Company

Notes to Interim Financial Statements

For the Three Months Ended September 30, 2010

Note 7 – Subsequent Events (continues)

Section 78.120 of the Nevada Revised Statutes and Article Ten, Section 2, of the previously adopted bylaws of the Registrant.  The amended bylaws were adopted to: i) provide that the Chief Executive Officer of the Corporation shall preside as chairman at every meeting of the Board of Directors; and ii) provide the Board of Directors of the Registrant with the authority to change the size of the Board of Directors.

Appointment of Directors

On October 26, 2010, the Board of Directors (the “Board”) of Liberty Silver Corp., a Nevada corporation (the “Registrant”), appointed the following individuals to serve on the Company’s Board: i) Mr. Paul Haggis; ii) Mr. Timothy Unwin; iii) Mr. John Barrington; and iv) Mr. George Kent.  The appointments were made to fill vacancies which occurred as a result of an expansion of the Board.

In conjunction with the Registrant’s appointment of foregoing directors, the Registrant granted each director stock options to acquire up to 300,000 shares of restricted common stock of the Registrant at a price of $.75 per share pursuant to the terms of stock option agreements entered into between the Registrant and the newly appointed directors.  The foregoing description of the stock option agreements is qualified in its entirety by reference to the stock option agreements which were attached to the Form 8-K filed by the Company on October 27, 2010 as Exhibits 10.4, 10.5., 10.6, and 10.7 and are herein incorporated by reference.  

Aside from the foregoing, there were no transactions during the last two years, or proposed transactions, to which the Company was or is to be a party, in which the new directors had or is to have a direct or indirect material interest.

Liberty Silver Corp has evaluated subsequent events for the period September 30, 2010 through the date the financial statements were issued, and concluded there were no other events or transactions occurring during this period other than those noted above, that required recognition or disclosure in its financial statements.

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ITEM 2.

 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

SPECIAL NOTE OF CAUTION REGARDING FORWARD-LOOKING STATEMENTS

CERTAIN STATEMENTS IN THIS REPORT, INCLUDING STATEMENTS IN THE FOLLOWING DISCUSSION, ARE WHAT ARE KNOWN AS "FORWARD LOOKING STATEMENTS", WHICH ARE BASICALLY STATEMENTS ABOUT THE FUTURE. FOR THAT REASON, THESE STATEMENTS INVOLVE RISK AND UNCERTAINTY SINCE NO ONE CAN ACCURATELY PREDICT THE FUTURE. WORDS SUCH AS "PLANS," "INTENDS," "WILL," "HOPES," "SEEKS," "ANTICIPATES," "EXPECTS "AND THE LIKE OFTEN IDENTIFY SUCH FORWARD LOOKING STATEMENTS, BUT ARE NOT THE ONLY INDICATION THAT A STATEMENT IS A FORWARD LOOKING STATEMENT. SUCH FORWARD LOOKING STATEMENTS INCLUDE STATEMENTS CONCERNING OUR PLANS AND OBJECTIVES WITH RESPECT TO THE PRESENT AND FUTURE OPERATIONS OF THE COMPANY, AND STATEMENTS WHICH EXPRESS OR IMPLY THAT SUCH PRESENT AND FUTURE OPERATIONS WILL OR MAY PRODUCE REVENUES, INCOME OR PROFITS. NUMEROUS FACTORS AND FUTURE EVENTS COULD CAUSE THE COMPANY TO CHANGE SUCH PLANS AND OBJECTIVES OR FAIL TO SUCCESSFULLY IMPLEMENT SUCH PLANS OR ACHIEVE SUCH OBJECTIVES, OR CAUSE SUCH PRESENT AND FUTURE OPERATIONS TO FAIL TO PRODUCE REVENUES, INCOME OR PROFITS. THEREFORE, THE READER IS ADVISED THAT THE FOLLOWING DISCUSSION SHOULD BE CONSIDERED IN LIGHT OF THE DISCUSSION OF RISKS AND OTHER FACTORS CONTAINED IN THIS REPORT ON FORM 10-Q AND IN THE COMPANY'S OTHER FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. NO STATEMENTS CONTAINED IN THE FOLLOWING DISCUSSION SHOULD BE CONSTRUED AS A GUARANTEE OR ASSURANCE OF FUTURE PERFORMANCE OR FUTURE RESULTS.

Background and Overview

Liberty Silver Corp. (“We”, “Us”, the “Company”, or the “Registrant”) was incorporated on February 20, 2007 under the laws of the state of Nevada under the name Lincoln Mining Corp. We were incorporated for the purpose of engaging in mineral exploration activities, and on May 24, 2007, purchased the Zone Lode mining claim located in Elko County, Nevada, for a purchase price of $10,000.  Our objective was to conduct mineral exploration activities on the Zone Lode claim to assess whether it contained economic reserves of copper, gold, silver, molybdenum or zinc.  We were not able to determine whether this property contained reserves that were economically recoverable and have ceased our attempts at developing this property.

As disclosed on a Form 8-K filed by the Company on April 5, 2010, on March 29, 2010, the Company entered into an Exploration Earn-In Agreement relating to the Trinity Silver property located in Pershing County, Nevada (the “Property”).  

The Property consists of a total of approximately 7,000 acres, including 5,040 acres of fee land and 162  unpatented mining claims.  Under the Agreement, the Registrant may earn-in a 70% undivided interest in the Property during a 6-year period in consideration of (1) a signing payment of $25,000, which has been made, (2) an expenditure of a cumulative total of $5,000,000 in exploration and development expenses on the Property by March 29, 2016, including a minimum of $500,000 which must be expended within one year from the effective date of the Agreement, and (3) completion of a bankable feasibility study on the Property on or before the 7^th anniversary date of the Agreement.   Our business operations are currently

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focused on efforts to develop the Property.

Current Operations

Overview

The Registrant presently has one property, the Trinity silver mine described below. Operations at the Trinity silver mine will consist of (i) an effort to expand the known resource through drilling, (ii) permitting for operation, if deemed economically viable, (iii) metallurgical studies aimed at enhancing the recovery of the silver and by-product lead and zinc, (iv) engineering design related to potential construction of a new mine, and (v) complete feasibility studies relating to possible re-opening the historic mine. Exploration of the property will be conducted simultaneously with the mine development in order to locate additional resources.

Products

The Registrant’s anticipated product will be precious and base metal-bearing concentrates and/or precious metal bullion produced from ores from mineral deposits which it hopes to discover and exploit through exploration and acquisition.

Property location

The Trinity silver mine is situated approximately 25 road miles north-northwest of Lovelock, Nevada, in Pershing County, Nevada, on the northwest flank of the Trinity Range, in the Trinity mining district.  It is located about 25 mi northwest of the Rochester silver mine, one of the largest silver mines in the United States.  The latitude-longitude coordinates of the mine site are 40^o 23’ 47” N, 118^o 36’ 38” W; it is situated in sections 3, 4, 5, 9, 10, 11, 15, 16, and 17, Township 29 North, Range 30 East, MDB&M and sections 27, 33, and 35, Township 30 North, Range 30 East, MDB&M.

Land; Land Status; Property Rights; Licensing

The Trinity silver mine property includes located public and leased/subleased fee land consisting of the following:

(1)

162 unpatented lode mining claims, the Seka 1-6, 8-16, 61-64, 73-76, 95-112, the ELM 1-103 claims, and TS 1-18 claims, totaling approximately 3,200 acres, located in sections 2, 4, 10, and 16,  Township 29 North, Range 30 East and in sections 34 and 35 of Township 30 North, Range 30 East.  The claims are located on public land open to mineral entry, currently valid, and subject to Bureau of Land Management regulations.

         

(2)

4,396.44 acres of fee land leased by Newmont Mining Corp. from Southern Pacific Land Co., and its successors, and from Santa Fe Pacific Minerals Corporation, and its successors located in sections 3, 5, 11, and 17, Township 29 North, Range 30 East, and sections 27, 33, and 35, Township 30 North, Range 30 East.

 

(3) 1280 acres of fee land owned by Newmont Mining Corp located in sections 9 and 15, Township 29 North, Range 30 East.  

The Registrant’s joint venture area of interest is currently sections 2-5, 8-11, 14-17, Township 29 North, Range 30 East, MDB&M, and sections, 27, 32-35, Township 30 North, Range 30 East, MDB&M.  The

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Registrant’s rights, which apply to all of the above properties include exploration, development, and production of valuable minerals except geothermal, hydrocarbons, and sand/gravel, and also include the authority to apply for all necessary permits, licenses and other approvals from the United States of America, the State of Nevada or any other governmental or other entity having regulatory authority over any part of the Property.

Mining history

     

The Trinity mining district had limited, intermittent production of silver, gold, lead and zinc from 1865 to 1942.  In the early 1980s Santa Fe Pacific Gold identified and developed significant silver  and base metal mineralization on the western side of the Trinity mining district.  In 1987, an oxidized resource, with a grade of approximately 7 ounces per ton of silver, was put into production by U.S. Borax and joint venture partner Santa Fe Pacific Mining Inc., as an open-pit, cyanide-heap-leach operation.  This mine operated for approximately 2 years and, based on production records, reportedly produced 5 million ounces of silver from 1.1 million short tons of oxide ore.  

    

Since the mine shut down in 1989 a number of explorers have examined the property by drilling and further increased the resource of sulfide silver and base metal mineralization.

Economic geology

The oldest rocks exposed in the Trinity mine area are Triassic to Jurassic marine sedimentary rocks which have been intruded by Cretaceous granodiorite stocks and dikes. These rocks are overlain by Miocene to Pliocene fine-grained rhyolite volcanic and volcaniclastic units which are principle hosts for silver and base metal mineralization.  Unconformably overlying these rocks are Quaternary pediment gravels.  The general mine area is dominated by high-angle, northeast-aligned Basin and Range faulting accompanied by secondary north- to northwest-aligned fault sets.

The Miocene to Pliocene rocks were invaded by hydrothermal solution which deposited metal sulfides as fine disseminations, veinlets and breccia fillings and altered the rock by silicification, sericitization, and argillization.  The sulfides include silver-bearing freibergite and pyrargyrite, sphalerite, galena, pyrite, arsenopyrite, chalcopyrite, pyrrhotite, and stannite. Over time the nearest-surface mineralization oxidized and was that mined by U.S. Borax.  

The unmined, underlying sulfide mineralization, as defined by extensive drilling, covers an area of over 3000 ft by 4000 ft.  As of the late 1980s, the drill-inferred resource (non-NI 43-101 compliant), estimated by U.S. Borax, was 10 million short tons at 3 ounces per ton of silver.  The mineralization is still open along strike and at depth.

Infrastructure

The Trinity silver deposit is situated in western Nevada, a locale which is host to many metal mines, mining equipment companies, drilling companies, mining and metallurgical consulting expertise, and experienced mining personnel.  Its location is accessible by all-weather road through an area of very sparse population.

Government Regulation and Approval

The following permits will be necessary to put the mine into production.

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Environmental Issues

The historic mining and reclamation by U.S. Borax was done in compliance with all permits. The mine has been officially closed and reclaimed and there are no legacy issues. The permitting process on the historic mine did not identify any threatened or endangered species.  Pershing County is a mining friendly county with several ongoing mining operations. The following environmental permits are necessary:

§

Permit for Reclamation

§

Water Pollution Control Permit  

§

Air Quality Operating Permit

§

Industrial Artificial pond permit

§

Water Rights

The Registrant is currently soliciting bids for the programs necessary to obtain these permits. The cost, timing, and work schedules are not yet available.

Results of Operations

The following discussion and analysis provides information that we believe is relevant to an assessment and understanding of our results of operation and financial condition for the three months ended September 30, 2010 as compared to the three months ended September 30, 2009.  

Results of Operations for the Three Month Period Ended September 30, 2010 Compared to the Three Month Period Ended September 30, 2009.

Revenue

          

During the three month periods ended September 30, 2010 and 2009, no revenue was generated by the Company.

Expenses

During the three month period ended September 30, 2010, the Company experienced total operating expenses of $227,973 as compared to $6,456 during the three month period ended September 30, 2009, an increase of $221,517, or approximately 3,431%.   The increase in operating expenses is primarily due to increases experienced by the Company in exploration expense, consulting fees, operation and

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administration expense.   The increases in these expenses are all primarily attributable to the Company efforts to explore and develop the Trinity Silver property located in Pershing County, Nevada.

Net Loss

The Company had a net loss of $(227,500) for the three months ended September 30, 2010, as compared to a net loss of $(6,456) for the three months ended September 30, 2009, a change of $221,044 or approximately 3,423%.  The change in net loss experienced by the Company was primarily attributable to the fact that the Company experienced an increase in operating expenses during the three months ended September 30, 2010.

Analysis of Financial Condition

Liquidity and Capital Resources

Management has established an estimated operating budget for the remaining nine months of the fiscal year commencing October 1, 2010, which includes total estimated expenses of $1,376,000 for the period.  The estimated budget is as follows:

		Q2	Q3	Q4	Total
Drilling	$	140,000	360,000		500,000
Metallurgy	$	25,000	25,000	50,000	100,000
Engineering	$		25,000	25,000	50,000
Permitting	$	1,000	20,000	20,000	41,000
Geophysics	$	50,000			50,000
Socio-economic	$			10,000	10,000
Staff/OH	$	162,500	164,250	165,750	492,500
Consultants	$	47,000	42,000	43,500	132,500
Total	$	425,500	636,250	314,250	1,376,000

On May 6, 2010, the Company completed a private placement offering of a total of 1,333,334 Units (consisting of one share of common stock and one warrant to purchase an additional share of common stock), from which it received gross offering proceeds of $1,000,000.  Such funds are intended to be used to pay ongoing expenses of the Company as reflected in the operating budget, but are not sufficient to pay all estimated operating expenses.  Accordingly, the Company will be required either to raise additional working or to cut its operating budget.  

Management currently believes that the Company will be able to raise additional working capital needed to meet its current budget, and that the best option for doing so will be through the private placement offering and sale of equity securities.  However, the Company does not currently have any commitments to provide working capital and there is no assurance that the required working capital will be available, or will be available on terms acceptable to the Company.

Current Assets and Total Assets

As of September 30, 2010, our unaudited balance sheet reflects that the Company had: i) total current assets of $456,661, as compared to total current assets of $744,279 at June 30, 2010, a decrease of $287,618, or approximately 40%; and ii) total assets of $481,661, as compared to total assets of $769,279 at June 30, 2010, a decrease of $287,618 or approximately 37%.  The decrease in total current assets and

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total assets experienced by the Company was primarily attributable to the fact that the Company utilized available cash for operating expenses.

 

Total Current Liabilities and Total Liabilities

As of September 30, 2010, our unaudited balance sheet reflects that we have: total current liabilities and total liabilities of $25,451, as compared to total current liabilities of $85,568 at June 30, 2010, a decrease of $60,117 or approximately 70%.  This decrease was primarily attributable to a decrease in accrued expenses experienced by the Company.

Cash Flow

During the three months ended September 30, 2010 cash was primarily used to fund operations. We had a net decrease in cash during the three months ended September 30, 2010 as compared to September 30, 2009.  See below for additional discussion and analysis of cash flow.

During the three months ended September 30, 2010, net cash used in operating activities was $227,500, compared to net cash used in operating activities of $11,310 during the three months ended September 30, 2009.  This increase in net cash used in operating activities is due to exploration expense, consulting and operation and administration expense.

During the three months ended September 30, 2009, the chief financial officer, John Pulos, advance the company $11,500 for operating costs. In May 2010, the Company repaid the related party payable in full.

  

As discussed herein we realized a net loss from operations of $227,500 during the three months ended September 30, 2010, compared to $6,456 during the three months ended September 30, 2009. This was due to exploration expense, consulting and operation and administration expense.

Off Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

ITEM 3.

          QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET  

 

RISK.

Not Applicable.

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ITEM 4.

CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

The Securities and Exchange Commission defines the term “disclosure controls and procedures” to mean a Company's controls and other procedures of an issuer that are designed to ensure that information required to be disclosed in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.  The Company maintains such a system of controls and procedures in an effort to ensure that all information which it is required to disclose in the reports it files under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified under the SEC's rules and forms and that information required to be disclosed is accumulated and communicated to principal executive and principal financial officers to allow timely decisions regarding disclosure.

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures.  Based on this evaluation, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures are designed to provide reasonable assurance of achieving the objectives of timely alerting them to material information required to be included in our periodic SEC reports and of ensuring that such information is recorded, processed, summarized and reported within the time periods specified.  Our chief executive officer and chief financial officer also concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report to provide reasonable assurance of the achievement of these objectives.  

Changes in Internal Control over Financial Reporting

There was no change in the Company's internal control over financial reporting during the period ended September 30, 2010, that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II-OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS.

None

ITEM 1A.

 RISK FACTORS.

Not Applicable.

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

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None.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4.

(REMOVED AND RESERVED).

ITEM 5.    

OTHER INFORMATION.

None.

ITEM 6.

EXHIBITS.

(a)

The following exhibits are filed herewith:

31.1

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2

Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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 Silver Corp.

                                   

 By: /s/ John Pulos

                                      

 -----------------------------------

                                     

 Name: John Pulos

 Date: November 19, 2010                

 Title: Chief Financial Officer

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