UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Quarterly Period Ended March 31, 2008
 OR
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Transition Period From  To
 Commission File Number: 001-01761
 CHIEF CONSOLIDATED MINING COMPANY
  ARIZONA
    
    87-0122295(State or Other Jurisdiction of
    
    (I.R.S. Employer Identification No.)Incorporation or Organization)
 
 
 o þ
 o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o(Do not check if a smaller reporting company)
    
    Smaller ceporting company þ
 o þ




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PART I  FINANCIAL INFORMATION
 Item 1. Financial Statements.
 CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
 March 31,
    
    
    December 31,2008
    
    
    2007ASSETSCash
    
    $
    22,064
    
    
    $
    129,003Other current assets
    
    
    25,589
    
    
    
    15,471Total current assets
    
    
    47,653
    
    
    
    144,474Land and mining claims
    
    
    950,000
    
    
    
    950,000Buildings, machinery and equipment, net
    
    
    137,500
    
    
    
    150,000Reclamation funds on deposit
    
    
    488,300
    
    
    
    488,300Total assets
    
    $
    1,623,453
    
    
    $
    1,732,774LIABILITIES AND STOCKHOLDERS DEFICITCurrent liabilitiesAccounts payable
    
    $
    710,380
    
    
    $
    654,277Related party payable
    
    
    57,864
    
    
    
    391,351Accrued interest payable
    
    
    
    
    
    
    408,219Accrued liabilities
    
    
    158,417
    
    
    
    110,286Accrued convertible common stock dividends
    
    
    10,873
    
    
    
    862,109Total current liabilities
    
    
    937,534
    
    
    
    2,426,242Long-term liabilitiesConvertible debentures
    
    
    
    
    
    
    2,500,000Reclamation obligation
    
    
    521,921
    
    
    
    518,036EPA settlement obligation
    
    
    60,000,000
    
    
    
    60,000,000Total long-term liabilities
    
    
    60,521,921
    
    
    
    63,018,036Minority interest in consolidated subsidiaries
    
    
    24,727
    
    
    
    24,727Shareholders deficitPreferred
stock, $0.50 par value; 1,500,000 shares authorized;
10,899 shares outstanding; liquidation preference of $5,450
    
    
    5,450
    
    
    
    5,450Convertible common stock, $0.01 par value; 30,000,000 shares
authorized; 6,477,242 and 4,060,000 shares outstanding,
respectively
    
    
    64,772
    
    
    
    40,600Common stock, $0.01 par value; 100,000,000 shares authorized;
23,734,011 and 10.635,507 shares outstanding, respectively
    
    
    237,340
    
    
    
    106,355Additional paid-in capital
    
    
    38,313,573
    
    
    
    34,292,748Accumulated deficit
    
    
    (98,481,864
    )
    
    
    (98,181,384
    )Total stockholders deficit
    
    
    (59,860,729
    )
    
    
    (63,736,231
    )Total liabilities and stockholders deficit
    
    $
    1,623,453
    
    
    $
    1,732,774
  F- 1




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 For the Three Months EndedMarch 31,2008
    
    
    2007Operating expensesGeneral and administrative
    
    $
    205,834
    
    
    $
    91,045Mining properties operating and exploration costs
    
    
    10,370
    
    
    
    Depreciation and depletion
    
    
    12,500
    
    
    
    12,500Accretion of reclamation obligation
    
    
    3,885
    
    
    
    3,772Total operting expenses
    
    
    232,589
    
    
    
    107,317Other income (expense)Interest income
    
    $
    5
    
    
    $
    6,092Interest expense
    
    
    (16,986
    )
    
    
    (49,315
    )Other income
    
    
    105
    
    
    
    385Total Other income (expense)
    
    
    (16,876
    )
    
    
    (42,838
    )Net loss
    
    
    (249,465
    )
    
    
    (150,155
    )Convertible common stock dividends
    
    
    (51,015
    )
    
    
    (43,693
    )Loss attributable to common stockholders
    
    $
    (300,480
    )
    
    $
    (193,848
    )Basic and diluted loss per common share
    
    $
    (0.02
    )
    
    $
    (0.02
    )Basic and diluted weighted-average common shares
outstanding
    
    
    18,761,623
    
    
    
    10,635,507
  F- 2




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 For the Three Months EndedMarch 31,2008
    
    
    2007Cash Flows from Operating ActivitiesNet loss
    
    $
    (249,465
    )
    
    $
    (150,155
    )Adjustments to reconcile net loss to net cash used in operating
activities:Accretion of reclamation obligation
    
    
    3,885
    
    
    
    3,772Depreciation and depletion
    
    
    12,500
    
    
    
    12,500Changes in operating assets and liabilities:Other current assets
    
    
    (10,118
    )
    
    
    (55,494
    )Accounts payable
    
    
    71,142
    
    
    
    (12,091
    )Related party payable
    
    
    
    
    
    
    9,430Accrued interest payable
    
    
    16,986
    
    
    
    49,315Accrued liabilities
    
    
    48,131
    
    
    
    Net Cash Used in Operating Activities
    
    
    (106,939
    )
    
    
    (142,723
    )Cash Flows from Financing Activities
    
    
    
    
    
    
    Net Cash Provided by Financing Activities
    
    
    
    
    
    
    Net Change in Cash
    
    
    (106,939
    )
    
    
    (142,723
    )Cash at Beginning of Period
    
    
    129,003
    
    
    
    939,578Cash at End of Period
    
    $
    22,064
    
    
    $
    796,855Supplemental Schedule of Noncash Investing and Financing
ActivitiesCommon stock issued for services provided
    
    $
    348,487
    
    
    $
    Common stock issued on conversion of debenture
    
    
    2,500,000
    
    
    
    Common stock issued on conversion of debenture interest
    
    
    425,206
    
    
    
    Common stock issued in settlement of accrued convertible dividends
    
    
    902,252
    
    
    
    Convertible common stock dividends accrued
    
    
    51,015
    
    
    
    43,693
  F- 3




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 NOTE 1  NATURE OF OPERATIONS SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Accounting Basis 
 Use of Estimates
 Principles of Consolidation
 Business Conditions
 F- 4




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 NOTE 1  NATURE OF OPERATIONS SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      Land and Mining Claims
 F- 5




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 1  NATURE OF OPERATIONS SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 Buildings, Machinery and Equipment
 Impairment of Long-Lived Assets Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed Of
 Reclamation Costs Obligation
 Income Taxes Accounting for Income
Taxes
 Fair Value of Financial Instruments
 EPA settlement obligation Environmental Remediation Liabilities Accounting for Contingencies
 Basic and Diluted Loss Per Common Share
 F- 6




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 1  NATURE OF OPERATIONS SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
   Stock-Based Employee Compensation Share-Based Payment
 Recent accounting pronouncements  New Accounting Policies Fair Value Measurement
 The Fair Value Option for Financial Assets and
Financial Liabilities, including an amendment of FASB Statement No. 115
 F- 7




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 1  NATURE OF OPERATIONS SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 Accounting for
Uncertainty in Income Taxes  an interpretation of FASB Statement No. 109
 Recent accounting pronouncements  Business Combinations
 Disclosures about Derivative Instruments and
Hedging Activities  an amendment of FASB Statement No. 133
 Determination of the Useful
Life of Intangible Assets Goodwill and Other Intangible Assets Business Combinations
 F- 8




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 1  NATURE OF OPERATIONS SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
 Accounting for Convertible Debt
Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement) Accounting for Convertible Debt and Debt Issued with Stock Purchase Warrants
 NOTE 2  INVESTMENTS IN SUBSIDIARIES
 Tintic Utah Metals Joint Venture
    Central Standard Consolidated Mines .
 F- 9




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 3  CAPITALIZATION
  Convertible Common Stock
   Common stock
     F- 10




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CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 4  RELATED PARTY TRANSACTIONS
   NOTE 5  CONVERTIBLE DEBENTURES
  NOTE 6  ASSET RETIREMENT OBLIGATIONS
 Reclamation of Mines
   EPA Liability
    
    
    Other
    
    
    TotalBalance, December 31, 2007
    
    $
    60,000,000
    
    
    $
    518,036
    
    
    $
    60,518,036Accretion expense
    
    
    
    
    
    
    3,885
    
    
    
    3,885Balance, March 31, 2008
    
    $
    60,000,000
    
    
    $
    521,921
    
    
    $
    60,521,921
 F- 11




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 7  OTHER COMMITMENTS AND CONTINGENCIES
  Environmental Protection Agency Settlement
  1.
    
    The Company agrees to use its best efforts to satisfy the judgment by
seeking indemnification or recovery from insurance policies. After
deducting recovery costs, 70% of all proceeds from insurance policies
shall be paid to the United States. Until all claims are exhausted,
the Company must provide a report to the United States each year for
five years listing insurance claims, the action the Company is taking
to recover the amounts, and any recovery obtained.2.
    
    The Company agrees to use its best efforts to sell property comprising
approximately 6,000 acres, most of which is located north of Highway 6
in both Utah County and Juab County, Utah. Upon the transfer of any
such property, the Company shall pay the EPA 100% of net sales
proceeds up to $350,000, and then 50% thereafter. If the transfer is
less than the tax assessed value of the property or exceeds a total of
more than 1,000 acres, the EPA may require an independent appraisal
and may object to the transfer based on the sale price. If any portion
of such property is not sold by the fifth anniversary of this decree,
the Company agrees to auction the property to the highest bidder,
engaging a professional auctioneer. The Company cannot hold a mortgage
or other security interest from any purchaser.3.
    
    The Company agrees, for a five year period from the date of the
consent decree, to reimburse the United States 15% of its net income
in excess of $2 million during any calendar year. The Company also
agrees to pay the US 15% of the net proceeds of the sale of Chief
Consolidated Mining Company or the sale of substantially all of its
assets in excess of $2 million. The Company will be required to
present audited financial statements to the EPA.
 F- 12




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##### 



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 7  OTHER COMMITMENTS AND CONTINGENCIES (CONTINUED)
 4.
    
    The Company agrees to allow the EPA sole use of borrowed material (top
soil, fill and base material) that is free from contaminants. The
Company agrees to give uninterrupted and continuous access to the
borrowed source 24 hours a day, 365 days a year. The Company shall
allow the EPA to use and improve the borrowed source as is necessary
to fulfill its purposes.5.
    
    The Company agrees to allow the EPA an irrevocable right to access,
construct, operate, and close the repository and the property. The
Company further grants the EPA the right to access, construct, and
operate the two open cells on the property for the permanent disposal
of waste material excavated from the site.6.
    
    The Company agrees to allow the EPA to enter onto the property to
construct and maintain such response action structures as are
necessary to implement the response actions. The land will have an
easement for the EPA to inspect, maintain, and operate the structure.7.
    
    The Company agrees to provide storage space and water as needed.8.
    
    The Company agrees to allow additional access as needed for various purposes as needed.
   NOTE 8  SUBSEQUENT EVENTS
    F- 13




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##### 



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
  Overview
  Trixie and Burgin Mines




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##### 



Plan of Operation
     Recent Developments
 Special Meeting of Stockholders
  
    
    The election of Richard R. Schreiber, Steven G. Park, and Peter D. Schreiber as
Directors of Chief;
    
    Amendment of Chiefs Articles of Incorporation:
 
    
    To increase the amount of authorized Common Stock to 100,000,000 shares,
    
    To reset the par value of the Common Stock and Convertible Common Stock from
$0.50 par value per share to $0.01 par value per share,
    
    To set the size of the Board of Directors at a range of one to seven members,
 3




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##### 




    
    To authorize the election of directors at a time prescribed by the Board of
Directors, and
    
    To remove the requirement that only stockholders may act as directors;
 
 
 Changes in Control
  Korea Zinc
  
    
    US$500,000 the later of three days following execution date of the agreement or after
regulatory approval;
    
    a further US$500,000 on or before the six month anniversary of the initial payment; and
  4




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##### 




    
    a further US$2,000,000 on or before the second anniversary of the initial payment.
   
    
    US$150,000 on or before November 23, 2008 (paid);
    
    a further US$350,000 on or before May 25, 2009;
    
    a further US$500,000 on or before November 23, 2009; and
    
    a further US$2,000,000 on or before November 23, 2010.
   Anglo American
 Item 4T. Controls and Procedures.
 Managements Report On Internal Control Over Financial Reporting
   5




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##### 



Remediation of Material Weakness
  Limitations on the Effectiveness of Internal Controls
   Changes in Internal Control Over Financial Reporting
  6




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##### 



PART II  OTHER INFORMATION
 Item 1. Legal Proceedings.
 EPA Settlement
    
 
 
 
 
 7




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##### 




  Utah Labor Commission Administrative Proceeding .
 Royce
Hackworth and Hackworth Drilling, Inc..
 Leonard Weitz
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
   8




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##### 



Item 3. Defaults Upon Senior Securities.
  Item 4. Submission of Matters to a Vote of Security Holders.
  Election of Directors
 Nominee
    
    For
    
    
    WithheldRichard R. Schreiber
    
    
    11,772,565
    
    
    
    137,866Steven G. Park
    
    
    11,772,565
    
    
    
    137,866Peter D. Schreiber
    
    
    11,777,434
    
    
    
    132,997
 Matters Voted Upon
 BrokerMatter Voted Upon
    
    For
    
    
    Against
    
    
    Abstain
    
    
    Non-VoteAmendment to Articles
of Incorporation to
increase the
authorized Common
Stock of the Company
to 100,000,000 shares
    
    
    11,672,071
    
    
    
    198,262
    
    
    
    39,964
    
    
    
    2,788,945Amendment to Articles
of Incorporation (1)
to decrease the par
value of the Common
Stock to $0.01 par
value per share, from
$0.50 par value per
share and (2) to
decrease the par
value of the
Convertible Common
Stock to $0.01 par
value per share, from
$0.50 par value per
share
    
    
    11,659,482
    
    
    
    201,513
    
    
    
    49,301
    
    
    
    2,788,946Amendment to Articles
of Incorporation to
set the size of the
Board of Directors at
a range of one to
seven members
    
    
    11,683,231
    
    
    
    180,579
    
    
    
    46,487
    
    
    
    2,788,945Amendment to Articles
of Incorporation to
authorize the
election of directors
at a time prescribed
by the Board of
Directors
    
    
    11,655,927
    
    
    
    232,321
    
    
    
    22,049
    
    
    
    2,788,945
 9




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##### 



BrokerMatter Voted Upon
    
    For
    
    
    Against
    
    
    Abstain
    
    
    Non-VoteAmendment to Articles
of Incorporation to
remove the
requirement that only
stockholders may act
as directors
    
    
    11,402,376
    
    
    
    468,729
    
    
    
    39,192
    
    
    
    2,788,945Approval and
ratification of the
sale of convertible
debentures to
Dimeling, Schreiber &
Park Reorganization
Fund II, LP
    
    
    4,346,110
    
    
    
    140,416
    
    
    
    4,098,810
    
    
    
    6,113,906Approval and
ratification of a
non-qualified stock
option granted to Mr.
Brian Mountford as
partial compensation
    
    
    7,998,043
    
    
    
    561,743
    
    
    
    25,550
    
    
    
    6,113,906
 Item 5. Other Information.
  Item 6. Exhibits.
 EXHIBIT NO.
    
    DESCRIPTION3.1
    
    Articles of Incorporation, as amended [Incorporated by
reference to Exhibit A to Chiefs Schedule 14A Proxy Statement
filed on December 17, 1999 (SEC File No. 001-01761)].3.1A
    
    Amendment to Articles of Incorporation, as amended [Incorporated by
reference to Appendix A to Chiefs Schedule 14A Proxy Statement
filed on December 17, 2007].3.2
    
    Amended and Restated By-laws [Incorporated by reference to
Chiefs Form 10-KSB/A filed on September 5, 2007 (SEC File No.
001-01761)].10.1
    
    The Operating Agreement of Tintic Utah LLC dated as of July
17, 1996 by and among Chief, Akiko Resources (Utah) Inc. and
KZ Utah, Inc. [Incorporated by reference to Exhibit 10B,
marked as Exhibit A, to Chiefs Form 10-KSB filed on April
2, 1997 (SEC File No. 001-01761].10.2
    
    The First Amendment to Operating Agreement dated as of March
11, 1997 by and among Chief, Akiko Resources (Utah) Inc. and
KZ Utah, Inc. [Incorporated by reference to Exhibit 10B,
marked as Exhibit A, to Chiefs Form 10-KSB filed on April
2, 1997, (SEC File No. 001-01761].10.3
    
    Second Amendment to Operating Agreement dated as of November
10, 1997 by and between Chief and KZ Utah, Inc [Incorporated
by reference to Exhibit 10D, filed as Exhibit A, to Chiefs
Form 10-K report filed on March 30, 1998 (SEC File No.
001-01761)].10.4
    
    Third Amendment to Operating Agreement dated as of October 1,
1998 by and between Chief and KZ Utah, Inc [Incorporated by
reference to Exhibit 10D, filed as Exhibit A, to Chiefs Form
10-KSB report filed on April 15, 1999 (SEC File No.
001-01761)].10.5
    
    Fourth Amendment to Operating Agreement dated as of September
9, 1999 by and between Chief and KZ Utah, Inc [Incorporated by
reference
 10




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##### 



EXHIBIT NO.
    
    DESCRIPTIONto Exhibit 10E, filed as Exhibit A, to Chiefs Form
10-KSB report filed on March 30, 2000 (SEC File No.
001-01761)].10.6
    
    Fifth Amendment to the Operating Agreement dated as of January
1, 2001 [Incorporated by reference to Form 10-QSB filed on
August 14, 2001].10.7
    
    The Articles of Organization of Tintic Utah LLC is
incorporated by reference to an exhibit to Form 10-KSB filed
on April 2, 1997.10.8
    
    Stock Purchase Agreement dated as of November 19, 1999 between
Chief and Dimeling, Schreiber & Park [Incorporated by
reference to Chiefs Form 8-K report filed on November 30,
1999 (SEC File No. 001-01761)].10.9
    
    Registration Rights Agreement dated as of November 19, 1999
between Chief and Dimeling, Schreiber & Park [Incorporated by
reference to Chiefs Form 8-K report filed on November 30,
1999 (SEC File No. 001-01761)].10.10
    
    Form of Warrant issued to Dimeling, Schreiber & Park by Chief
dated as of November 19, 1999 [Incorporated by reference to
Chiefs Form 8-K report filed on November 30, 1999 (SEC File
No. 001-01761)].10.11
    
    EPA Consent Decree [Incorporated by reference to Chiefs Form
10-KSB/A filed on September 5, 2007 (SEC File No. 001-01761)].10.12
    
    Debenture Purchase Agreement [Incorporated by reference to
Chiefs Form 10-KSB/A filed on September 5, 2007 (SEC File No.
001-01761)].10.13
    
    Escrow Agreement [Incorporated by reference to Chiefs Form
10-KSB/A filed on September 5, 2007 (SEC File No. 001-01761)].10.14
    
    Chief Consolidated Mining Company Prospect and Retrospect,
dated as of November 2005 [Incorporated by reference to
Chiefs Form 10-KSB/A filed on September 5, 2007 (SEC File No.
001-01761)].10.15
    
    Genco Resources Ltd. Stock Purchase Agreement, dated as of
March 7, 2008 [Incorporated by reference to Chiefs Schedule
13D/A filed on March 13, 2008 (SEC File No. 005-36578)].10.16
    
    Form of 2008 Warrant Agreement
(filed herewith).21.1
    
    Subsidiary List [Incorporated by reference to Chiefs Form
10-KSB/A filed on September 5, 2007 (SEC File No. 001-01761)].31.1
    
    Certification by Chief Executive Officer pursuant to Rule
13a-14(a)/15d-14(a) (filed herewith).31.2
    
    Certification by Chief Financial Officer pursuant to Rule
13a-14(a)/15d-14(a) (filed herewith).32
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(filed herewith).
 11




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##### 



SIGNATURES
  CHIEF CONSOLIDATED MINING COMPANYDated:  July 30, 2009
    By:

/s/
Gordon BlanksteinGordon Blankstein, Chairman and
Chief ExecutiveOfficer (Principal Executive Officer)Dated:  July 30, 2009
    By:
    /s/     Jeff BatesJeff Bates (Chief Financial Officer) 12