U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-KSB
(Mark One)
   
   |x|	Annual report under Section 13 or 15(d) of the 
Securities Exchange Act of 1934 		(Fee required)

	For the fiscal year ended December 31, 1996

   |  |    Transition report under Section 13 or 15(d) of the 
Securities Exchange Act of 1934	   	(No Fee required)

	For the transition period from 			 to 			
	

	Commission file number 	1-1761						
	
	
		CHIEF CONSOLIDATED MINING COMPANY				

	(Name of Small Business Issuer in its Charter)

		Arizona			              	87-0122295		
	
	  (State or Other Jurisdiction				(I.R.S. 
Employer
	   of Incorporation or Organization)			  
Identification No.)

	500 Fifth Avenue, New York, New York			10110	
		
	(Address of Principal Executive Offices)			(Zip 
Code)

		(212) 354-4044								
		(Issuer's Telephone Number, Including Area Code)

	Securities registered under Section 12(b) of the Exchange 
Act:

						Name of Each Exchange
	Title of Each Class			on which Registered

	Common stock, $0.50 par value	NASDAQ Small-Cap Market

						Pacific Stock Exchange	

	Securities registered under Section 12(g) of the Exchange 
Act:
					  None							
					(Title of Class)

	
	

	Check whether the issuer:  (1) filed all reports required to 
be filed by Section 13 or 15(d) of the Exchange Act during the 
past 12 months (or for such shorter period that the registrant 
was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.

Yes	X	         No		

	Check if there is no disclosure of delinquent filers in 
reponse to Item 405 of Regulation S-B is not contained in this 
form, and no disclosure will be contained, to the best of 
registrant's knowledge in definitive proxy or information 
statements incorporated by reference in Part III of this Form 10-
KSB or any amendments to this Form 10-KSB.	X	

	State issuer's revenues for its most recent fiscal year.   
$116,010

	State the aggregate market value of the voting stock held by 
non-affiliates computed by reference to the price at which the 
stock was sold, or the average bid and asked prices of such 
stock, as of a specified date within the past 60 days.  (See 
definition of affiliate in Rule 12b-2 of the Exchange Act.)  
$34,700,000 as of March 14, 1997.

	Note:  If determining whether a person is an affiliate will 
involve an unreasonable effort and expense, the issuer may 
calculate the aggregate market value of the common equity held by 
non-affiliates on the basis of reasonable assumptions, if the 
assumptions are stated.

ISSUERSINVOLVEDINTHEBANKRUPTCPROCEEDING                                     
DURINGTHEPASTFIVEYEARS

	Check whether the issuer has filed all documents and reports 
required to be filed by Section 12, 13 or 15(d) of the Exchange 
Act after the distribution of securities under a plan confirmed 
by a court.

Yes    		    		No    		

APPLICABLE ONLY TO CORPORATE REGISTRANTS

	State the number of shares outstanding of each of the 
issuer's classes of common equity, as of the latest practicable 
date.

	Class					Outstanding at March 14, 1997

Common Stock $0.50 par value			5,988,109		










DOCUMENTS INCORPORATED BY REFERENCE

	If the following documents are incorporated by reference; 
briefly describe them and identify the part of the Form 10-KSB 
(e.g., Part 1, Part II, etc.) into which the document is 
incorporated:  (1) any annual report to security holders;  (2) 
any proxy or information statement;  and (3)  any prospectus 
filed pursuant to Rule 424(b) or (c) of the Securities Act of 
1933 ("Securities Act").  The listed documents should be clearly 
described for identification purposes (e.g., annual report to 
security holders for the fiscal year ended December 24, 1990):
	

(3)  Registrant's Amended Form S-4 (No. 1) Registration Statement 
under the Securities Act of 1933.  Registered 372,515 shares of 
common stock issued in connection with merger of South Standard 
Mining Company into registrant's subsidiary, Chief Gold Mines, 
Inc. (See part 1-Item 1. "Description of Business-Merger of South 
Standard into Registrant.")  
































PART I


Item 1.  Description of Business.

General.
 	
	Registrant is a corporation formed under the laws of Arizona 
in 1909.  Registrant's mining office is located at Eureka, Juab 
County, Utah 84628.  In March, 1997, registrant moved its 
executive office in New York City to 500 Fifth Avenue, New York, 
NY 10110.  Registrant has a total of ten employees, seven of whom 
are employed in Utah and three in  New York.

	Registrant is the owner of, or has a vested interest in, 
approximately 14,500 acres of patented mining ground in the 
Tintic Mining District, Juab and Utah Counties, Utah, and 
approximately 200 acres of unpatented mining claims in the same 
area.  In addition, registrant, through a wholly owned 
subsidiary, is the owner of 2,554 acres of patented mining 
properties also located in the East Tintic Mining District. See 
"Item 2.  Description of Property.-Ownership and Interests In 
Acreage and Location." for information concerning the 
composition and use of said properties.  Registrant holds stock 
interests in other companies owning mining properties, all of 
which are consolidated or unconsolidated subsidiaries of 
registrant.

	In July, 1996, registrant transferred a substantial portion 
of its properties (including the Burgin Mine) to Tintic Utah 
Metals LLC, a Colorado limited liability company ("Tintic Utah 
Metals") in exchange for a vested 50% membership interest in 
Tintic Utah Metals.  The other members of Tintic Utah Metals are 
a wholly owned subsidiary of AKIKO Gold Resources Ltd. 
("Akiko") and a wholly owned subsidiary of Korea Zinc Ltd. 
("Korea Zinc"); these members are to provide initial cash 
capitalization under the terms of the Operating Agreement between 
the members.  See "Operating Agreement." and "Tintic Utah 
Metals LLC.", below.  Beginning in 1994, and up to the time that 
registrant transferred the properties to Tintic Utah Metals, mine 
development work, including underground drilling and drifting, 
was conducted by registrant's employees, which then numbered 
fifteen in Utah, and in some instances by outside contractors.  
After the transfer of the properties by registrant to Tintic Utah 
Metals, Tintic Utah Metals hired its own employees to continue 
the drilling work.  Tintic Utah Metals has also entered into an 
agreement with Thyssen Mining Construction of Canada, Ltd. 
("Thyssen Mining") whereunder Thyssen Mining will conduct 
preliminary engineering design, budgeting and planning services.  
See "Tintic Utah Metals LLC-Agreement With Thyssen Mining", 
below and  "Item 2. Description of Property- Current Underground 
Drilling Program at Burgin Mine." 

	











Tintic Utah Metals LLC-Agreement With Thyssen Mining.

	Tintic Utah Metals entered into an agreement dated November 
12, 1996 with Thyssen Mining that contemplates several phases of 
work by Thyssen.  During the first phase, Thyssen Mining will 
conduct preliminary engineering design, budgeting and planning 
services for the New Burgin Mine shaft sinking, underground 
development and contract mining, with the view towards obtaining 
a bankable feasibility study.  Under the first phase of the 
agreement, Thyssen will be reimbursed by Tintic Utah Metals for 
Thyssen's expenditures only if project financing is obtained as a 
result of Thyssen's feasibility work.  The second phase of 
Thyssen's work under the agreement, if project financing is 
obtained, would involve the completion of all necessary 
construction and development work, including construction of the 
major additional production shaft and requisite dewatering to 
bring the New Burgin Mine into production.  If the first two 
phases of the agreement were successful, the third phase would 
involve Thyssen's contracting with Tintic Utah Metals to operate 
the New Burgin Mine, sending Burgin ore production to Korea Zinc 
and/or other smelters for smelting, as provided in the Operating 
Agreement.  Under the terms of the agreement with Thyssen, either 
Tintic Utah Metals or Thyssen may terminate the agreement upon 
notice to the other.  Accordingly, while Thyssen has initiated 
its phase one activities under the agreement, Tintic Utah Metals 
is, with a view towards completion of a feasibility study, 
continuing exploration and development work on its own, hiring 
consultants and continuing its underground drilling program.   
See "Item 2. Description of Property- Current Underground 
Drilling Program at Burgin Mine." and "Item 6. Management's 
Discussion and Analysis or Plan of Operation.-PLAN OF OPERATION- 
Tintic Utah Metals."

Operating Agreement.	

	The Operating Agreement, executed as of July 17, 1996, and 
amended as of March 11, 1997, encompasses the agreement reached 
between registrant, Akiko and Korea Zinc to use Tintic Utah 
Metals LLC, a limited liability company ("Tintic Utah Metals") 
formed under the Colorado Limited Liability Company Act  (the 
"Colorado Act") on July 29, 1996, as the vehicle for a joint 
venture project for the development of certain properties 
contributed by registrant to Tintic Utah Metals.   Pursuant to 
the terms of the Operating Agreement, registrant has transferred 
by mining deed to Tintic Utah Metals, the mining rights to 
approximately 8,500 acres of its patented mining property in the 
East Tintic Mining District of Utah, including the Burgin Mine, 
and approximately 200 acres of unpatented mining claims in the 
same vicinity. The Operating Agreement also provides that all the 
business and operations relating to the development and mining of 
the East Tintic Mining District properties so transferred to 
Tintic Utah Metals will be conducted by Tintic Utah Metals.  
Registrant has a vested 50% membership interest in Tintic Utah 
Metals.  Akiko and Korea Zinc will own the other 50% membership 
interest, after a total of $6,000,000 of initial cash capital 
contributions has been paid to Tintic Utah Metals by Akiko and 
Korea Zinc ("Initial Cash Contributions").  Prior to the March 
11, 1997 amendment to the Operating Agreement, the said 
$6,000,000 of Initial Cash Contributions was to have been paid in 
over a period ending no later than August 31, 1998, at which time 
Akiko and Korea Zinc would each have been vested with a 25% 
membership interest.  The March 11, 1997 amendment creates 



specified dates by which Akiko and Korea Zinc are to make 
installment payments on account of their Initial Capital 
Contributions in order to earn their vested membership interests, 
with certain percentage membership interests to vest upon the 
making of such payments.  The amendment does not permit 
registrant's membership interest to go below 50%.  In certain 
instances of nonpayment of installments of capital contribution, 
registrant's membership interest would increase above 50%.  See 
"Capital Contributions.- Initial Capital Contributions.", 
below.  

	Korea Zinc has already made $2,000,000 of its $3,000,000 
share of Initial Cash Contributions, leaving $4,000,000 of 
Initial Cash Contributions remaining to be paid ($1,000,000 from 
Korea Zinc and $3,000,000 from Akiko).  When Korea Zinc makes its 
remaining $1,000,000 contribution, scheduled for $500,000 on 
April 15, 1997 and $500,000 on July 15, 1997, Korea Zinc will 
become vested with a 25% membership interest in Tintic Utah 
Metals.  See "Capital Contributions.- Initial Capital 
Contributions.", below: for the dates by which Akiko and Korea 
Zinc are required to make their Initial Cash Contributions; the 
circumstances under which Akiko loses its right to a full 25% 
vested membership interest; and, the circumstances under which 
Korea Zinc can increase its vested membership interest above 25%.  
If Korea Zinc does not timely make its remaining $1,000,000 
Initial Cash Contribution and Akiko does not make any of its 
$1,000,000 Initial Cash Contribution installments, Akiko and 
Korea Zinc shall be deemed to have resigned as members of Tintic 
Utah Metals and full title to the East Tintic Mining District 
properties, including the Burgin Mine, contributed by registrant 
to Tintic Utah Metals shall revert to registrant, with no 
obligation upon registrant to repay any Initial Cash 
Contributions previously paid to Tintic Utah Metals by Korea 
Zinc.  A reverter deed formally returning legal title to the 
properties to registrant is being held in escrow for that 
purpose.  Once Korea Zinc does make the remaining $1,000,000 
installment payment of its Initial Cash Contributions, it becomes 
vested in a 25% membership interest in Tintic Utah Metals, and 
thus has a vested interest in the underlying East Tintic Mining 
District properties that are owned by Tintic Utah Metals.

	After Korea Zinc and Akiko have contributed the entire 
$6,000,000 Initial Cash Contributions to Tintic Utah Metals, 
additional cash contributions by all three members of Tintic Utah 
Metals shall be made based upon their respective membership 
percentage interests in Tintic Utah Metals.  Based upon the 
membership percentages that will be in effect, assuming that a 
total of $6,000,000 of Initial Cash Contributions has been paid 
by Korea Zinc and Akiko, registrant's share of such additional 
cash contributions will be 50%.  However, under certain 
circumstances, the percentage of a member's interest could 
change.  See "Capital Contributions.", below. The exact amount 
of these additional cash contributions will depend upon the 
program and budgetary requirements of Tintic Utah Metals as 
approved by the members.

	The primary goal of Tintic Utah Metals is to bring the 
Burgin Mine back into production.  Under the terms of a March 11, 
1994 agreement between registrant and Akiko that was superceded 
by the Operating Agreement, registrant was required to initiate 
spending of funds on 








developmental work and other costs and expenses relating to the 
Burgin Mine out of the $2,000,000 proceeds received by registrant 
from its sale of 500,000 shares of registrant's common stock in a 
private placement to Akiko.  Registrant was also required to 
spend another $2,000,000 on development work  out of the 
$2,000,000 proceeds received by registrant from its  sale of an 
additional 500,000 shares of registrant's common stock in a 
private placement to Korea Zinc.  Accordingly, in August, 1994, 
registrant began shaft rehabilitation and in January, 1995, 
registrant initiated an underground drilling program in the west 
end of the Burgin Mine, together with additional drifting and the 
construction of five new underground drill stations.  The 
drilling program was designed to confirm previously delineated 
reserves and to increase the Burgin Mine's ore reserves in 
several peripheral areas of the known Burgin orebody.  Registrant 
completed its above described expenditures of the $4,000,000 
received from the stock sales.  See Item 2. Description of 
Property.- Current Underground Drilling Program at the Burgin 
Mine."

	The Operating Agreement contains a comprehensive agreement 
between the registrant, Akiko and Korea Zinc that governs the 
management and operation of the properties owned by Tintic Utah 
Metals and each of the parties rights and obligations as to each 
other.  The following briefly summarizes some of the important 
aspects of the Operating Agreement:

	

	Capital Contributions.

	Initial Capital Contributions:   Registrant's initial 
capital contribution to Tintic Utah Metals is registrant's East 
Tintic Mining District properties, including the Burgin Mine, and 
all equipment and other mining property and assets and all 
information and data relating to same.  Akiko's and Korea Zinc's 
initial capital contribution to Tintic Utah Metals is to be 
$3,000,000 each in cash payable in installments.  Korea Zinc has 
paid $2,000,000 to date, leaving $1,000,000 remaining to be paid.  
As amended, the Operating Agreement provides that Korea Zinc 
shall pay the remaining $1,000,000 of its Initial Cash 
Contribution in two equal installments: $500,000 on April 15, 
1997 and $500,000 on July 15, 1997 (said latter date can be 
extended up to 30 days upon agreement of all the members).  Korea 
Zinc will earn a vested 25% membership interest in Tintic Utah 
Metals when it pays in that $1,000,000, bringing its total 
Initial Cash Contribution up to $3,000,000.   Akiko is to make 
its Initial Cash Contribution of $3,000,000 in three equal 
installments of $1,000,000 each on or before August 15, 1997, 
February 1, 1998 and July 1, 1998.  Each time Akiko timely makes 
a $1,000,000 Initial Cash Contribution installment payment, it 
will become vested with a 8-1/3% membership interest in Tintic 
Utah Metals.  

		 If Korea Zinc does not complete payment of the 
remaining $1,000,000 of its Initial Cash Contribution, it will 
receive no vested membership interest in Tintic Utah Metals.  See 
"Operating Agreement", above.  Once Korea Zinc has made the 
additional $1,000,000 payment to Tintic Utah Metals, and thus 
earned a 25% vested interest in Tintic Utah Metals, it shall also 






have the right to acquire an additional 8-1/3% vested interest in 
Tintic Utah Metals if Akiko defaults in making a $1,000,000 
installment payment of Akiko's Initial Cash Contribution 
obligation and Korea Zinc elects to itself make that $1,000,000 
payment to Tintic Utah Metals.  However, at any point that Akiko 
defaults in making a $1,000,000 installment payment and Korea 
Zinc does not elect to make that installment payment itself, 
Korea Zinc cannot elect to make a payment with respect to a 
subsequent installment upon which Akiko has also defaulted.  To 
the extent that Korea Zinc has so elected to make $1,000,000 
installment payments when Akiko has defaulted, Korea Zinc's 
vested membership interest will be increased by 8-1/3%, so that 
if Akiko defaults in making all three of its installment payments 
and Korea Zinc pays an additional $3,000,000 to Tintic Utah 
Metals ($6,000,000 in all), Korea Zinc would have a vested 
membership interest in Tintic Utah Metals of 50% and Akiko would 
be deemed to have resigned as a member without any vested 
interest.  To the extent that Korea Zinc has not elected to pay a 
$1,000,000 installment with respect to which Akiko is in default, 
the 8-1/3% membership interest applicable to that installment 
will vest in registrant.  Thus, if Korea Zinc has paid the 
remaining $1,000,000 portion of its own Initial Cash Contribution 
and Akiko is in default in payment of Akiko's $1,000,000 Initial 
Cash Contribution Installment due August 15, 1997, but Korea Zinc 
does not elect to pay the $1,000,000 to Tintic Utah Metals with 
respect to Akiko's unpaid installment, the vesting of membership 
interests in Tintic Utah Mining would be fixed at that time, 
with: registrant being vested with a 75% interest; Korea Zinc 
being vested with a 25% interest (having paid in full its own 
$3,000,000 Initial Cash Contribution); and Akiko would be deemed 
to have resigned as a member without any vested interest.  As 
indicated above, it is possible that  Korea Zinc can end up with 
more than a 25% vested membership interest in Tintic Utah Metals, 
while Akiko could have less than a 25% vested interest, but under 
no circumstances can Korea Zinc and Akiko together have more than 
a 50% vested membership interest in Tintic Utah Metals.

	Later Capital Contributions: After the $6,000,000 Initial 
Cash Contributions have been paid into capital by Korea Zinc and 
Akiko, the members, including registrant, will be obligated to 
make additional contributions to fund approved programs and 
budgets in proportion to the members' respective percentage 
interests in Tintic Utah Metals.  The failure of a member to meet 
its contribution requirement could result in the dilution of that 
member's percentage interest or its elimination as a member of 
Tintic Utah Metals.

	Management Of Tintic Utah Metals.

	The management of Tintic Utah Metals will be conducted by 
the members through a management committee, with each member 
having its representatives on the committee.  Each member will 
designate one of its representatives on the committee to vote on 
matters coming before the committee, which vote shall be in 
proportion to the member's respective membership percentage 
interest.  Unless the Operating Agreement specifically provides 
for a unanimous vote, the affirmative vote of the members holding 
a majority of the members' percentage interests shall determine 
the decisions of the management committee.  A majority vote to 
approve a program 











and budget is needed, but the approval of a program and budget 
for major mining development requires the unanimous affirmative 
vote of the members.  

	The Operating Agreement will provide that the members shall 
unanimously select an operations director who shall have the 
delegated power to manage, direct and control operations of 
Tintic Utah Metals in accordance with programs and budgets 
approved by the members' management committee and implement the 
decisions of the members.  The operations director shall be on 
the management committee, but shall not have any vote. 

	Programs And Budgets.

	The operations of Tintic Utah Metals shall be conducted, 
expenses shall be incurred, and assets shall be acquired only 
pursuant to approved programs and budgets.  The members, through 
the vote of the management committee, shall vote on proposed 
programs and budgets.  Funds contributed by Akiko and Korea Zinc 
during the initial contribution phase will be used in accordance 
with approved programs and budgets for operations appropriate to 
produce adequate information for the completion of a feasibility 
study.  The purpose of such a feasibility study will be to assist 
the members in deciding whether to bring the Burgin Mine into 
production and, if a decision to produce is unanimously made by 
the members, to provide the basis for a program of development, 
including mine rehabilitation and construction.  If a production 
program is approved by the members, the operations director will 
attempt to arrange project financing for that production program, 
which financing may be secured by Tintic Utah Metals's interest 
in its properties and other assets.  Tintic Utah Metals may 
retain consultants and other mining specialists in connection 
with the various phases of its operations.  See "Tintic Utah 
Metals LLC-Agreement With Thyssen Mining.", above.
	
	Tax Implications of Tintic Utah Metals.

	It is the intention of the members that Tintic Utah Metals 
be treated as a partnership under the Internal Revenue Code of 
1986, as amended.  Accordingly, registrant will include its 
proportionate share of taxable income or loss from Tintic Utah 
Metals in registrant's corporate income tax return.  A member's 
percentage interest in Tintic Utah Metals will determine the 
member`s proportionate share of income or loss, except the 
Operating Agreement will provide that each member will be 
allocated expense deductions emanating from the property such 
member has contributed to Tintic Utah Metals.  Thus, Akiko and 
Korea Zinc will each be allocated the tax deductions that arise 
from their respective Initial Cash Contributions and registrant 
will be allocated the tax deductions that arise from its 
contribution of East Tintic Mining properties, such as cost 
depletion, depreciation on equipment, and development costs. 





	Distributions By Tintic Utah Metals.


	Distributions of cash or property by Tintic Utah Metals will 
be made to the members on a pro-rata basis in proportion to their 
percentage interests on the date of distribution. The Operating 
Agreement contains provisions that define the members rights to 
receive such distributions.

	Right of First Refusal.

	If a member desires to sell its interest in Tintic Utah 
Metals to a third party, the Operating Agreement provides the 
mechanics under which the other members have the prior right to 
purchase the selling member's interest on the same terms as 
offered by the third party.

	Registrant's Contribution Of Additional Property.

	Registrant's wholly owned subsidiary, Chief Gold Mines, 
Inc., is the owner of 2,554 acres of property in the East Tintic 
Mining District that was acquired as a result of a merger 
transaction with South Standard Mining Company ("South 
Standard") that was consummated in June, 1996.  See "Merger Of 
South Standard Into Registrant.", below.  The parties to the 
Operating Agreement have discussed the possibility of a future 
transfer by registrant's subsidiary to Tintic Utah Metals of the 
property that was acquired as a result of the South Standard 
merger, such transfer to be an additional capital contribution by 
registrant to Tintic Utah Metals, and any such transfer to be 
subject to Tintic Utah Metals reimbursing registrant for certain 
costs relating to the merger and work performed by registrant on 
those properties.

	Projected Costs And Time Involving The Burgin Mine.

	If the development work and other aspects of the New Burgin 
Mine are successfully completed by Tintic Utah Metals and a 
production budget is agreed upon by the members and adequate 
financing obtained, registrant estimates that it would be a 
minimum of two years before the New Burgin Mine would be in full 
production.  Limited production from the New Burgin Mine could 
result prior to that date if economic ore can be mined above the 
water table.  Registrant believes that some revenues can also be 
realized earlier by Tintic Utah Metals from other areas of Tintic 
Utah Metals's properties, such as the Trixie Mine if it is 
transferred to Tintic Utah Metals.  See "Registrant's 
Contribution Of Additional Property.", above.  Based upon 
current costs, it is estimated that approximately $30 to $40 
million of additional financing will be required to bring the New 
Burgin Mine into full operation.  See "Item 6. Management's 
Discussion And Analysis Or Plan Of Operation.- PLAN OF OPERATION- 
Tintic Utah Metals." for information concerning the current 
value of proven and probable ore reserves of the New Burgin Mine.
          

 Merger of South Standard Into Registrant.

	Pursuant to the terms of an Agreement and Plan of Merger 
dated as of September 20, 1995 (the "Merger Agreement"), South 
Standard was merged with and into Chief Gold Mines, Inc., a 
wholly owned subsidiary of registrant, effective June 28, 1996 
after the shareholders of South Standard had approved the merger 
on June 21, 1996.  Approval of the merger by shareholders of 
registrant was not  required under Arizona law.

	
	As a result of the merger, all of South Standard's assets, 
subject to its liabilities, were transferred to registrant's 
wholly owned subsidiary.  In exchange, each shareholder of South 
Standard received 0.3 share of registrant's common stock for each 
share of South Standard held by the shareholder.  Registrant's 
372,515 shares to be issued pursuant to the merger terms were 
registered with the U.S. Securities and Exchange Commission under 
a registration statement that became effective May 8, 1996.  
Registrant hereby incorporates by reference registrant's Amended 
Form S-4 (No.1) Registration Statement under the Securities Act 
of 1933 filed with the Securities and Exchange Commission.  
 
	South Standard had outstanding 1,241,717 shares of common 
stock which resulted in a 6.9% increase of the number of 
registrant's outstanding shares at the time the merger was 
approved by South Standard shareholders.  No shareholders of 
South Standard exercised the right to dissent from the merger 
that was available to them under Utah law.  The market value for 
the 372,515 shares of registrant's common stock issued to the 
South Standard shareholders as a result of the merger was 
approximately $3.4 million on June 21, 1996. 

	See "Item 2. Description Of Property- Property Received 
From South Standard As Result Of Merger." for information 
concerning South Standard's mining properties received by 
registrant's subsidiary as a result of the merger, and which 
property may, under certain circumstances, be contributed by 
registrant to Tintic Utah Metals.  See "Operating Agreement-
Registrant's Contribution Of Additional Property", above.

Main Tintic Mining District  Project.

	The area known as registrant's Main Tintic Mining District 
consists of approximately 6,000 acres owned by registrant.  See  
"Item 2. Description of Property- Main Tintic Mining District."  
Over the past two years, registrant successfully rehabilitated 
the Chief No. 2 shaft and certain drifts  which had previously 
been used to mine the Plutus orebody; the renovation was 
completed in October, 1996.  In February, 1997, as part of an 
underground exploratory drilling program, a successful link-up of 
four separate mine shafts located on registrant's  Main Tintic 
Mining District properties was accomplished by registrant by 
means of opening old drifts from one of those mines, the Plutus 
Mine.  As a result, registrant has gained access via the Chief 
No. 2 shaft to the Plutus Mine, the Eagle Mine, the Gemini Mine 
and the Chief Consolidated Mine.  

	Prior production of metals by registrant from the four mines 
that had been operated by registrant during the period 1909 to 
1957 was 3.7 million tons of ore producing: 210,952 ounces of 
gold; 58,395,275 ounces of silver; 455,823,630 pounds of lead; 
166,711,652 pounds of zinc; and 12,626,186 pounds of copper.  
Production from those mines was stopped in 1957 due to then 
existing economic conditions.  See  "Item 6. Management's 
Discussion And Analysis Or Plan Of Operation.- PLAN OF OPERATION 
-Main Tintic Mining District Project." for assay results of 
recent underground drilling and registrant's plan for the 
project.







Item 2.  Description of Property.	

Ownership and Interests In Acreage and Location.


	Registrant is the owner of, or has a vested interest in, 
approximately 14,500 acres of patented mining ground in the 
Tintic Mining District, Juab and Utah Counties, and approximately 
200 acres of unpatented mining claims in the same area.  In 
addition, registrant, through a wholly owned subsidiary, is the 
owner of 2,554 acres of patented mining properties also located 
in the East Tintic Mining District.  Title to patented mining 
ground is vested in the owner thereof; unpatented mining claims 
are possessory rights to land owned by the U.S. Government and 
are subject to annual rental payments and other conditions as to 
validity.  The location of these properties and the nature of 
registrant's ownership and interests is as follows:
	East Tintic Mining District.  Consists of approximately 
8,500 acres of patented ground and 200 acres of unpatented mining 
claims.  Pursuant to the terms of an Operating Agreement 
("Operating Agreement") between registrant, Korea Zinc and 
Akiko dated as of July 17, 1996, Tintic Utah Metals LLC ("Tintic 
Utah"), a Colorado limited liability company, was formed and 
registrant transferred ownership of the aforesaid 8,500 acres of 
patented ground and 200 acres of unpatented mining claims to 
Tintic Utah Metals.  Registrant owns a 50% vested membership 
interest in Tintic Utah Metals, which percentage interest could 
increase depending upon the amount of Initial Cash Contributions 
payments made to Tintic Utah Metals by registrant's co-members, 
Korea Zinc and Akiko.  See "Item 1. Description of Business.-
Operating Agreement." for a description of the Operating 
Agreement, the formation of Tintic Utah Metals, the amounts of 
Initial Cash Contributions to be made by Akiko and Korea Zinc and 
the conditions upon which registrant's vested interest in Tintic 
Utah Metals could increase above 50%.

		 Included within the East Tintic Mining District 
properties transferred by registrant to Tintic Utah Metals, is 
the Burgin Mine that was operated by Kennecott Corporation 
("Kennecott"), from 1966 to 1978, as part of property that 
Kennecott had leased from registrant and other co-lessors, and a 
concentrating mill and various other buildings and support 
facilities that were built by Kennecott on the property that was 
then leased by Kennecott.  See "Leasing History of Burgin 
Mine.", below, and  "Item 1. Description of Business.-Operating 
Agreement." for information on Burgin Mine and registrant's 
vested interest in Tintic Utah Metals. 	

	Main Tintic Mining District.  Consists of approximately 
6,000 acres of patented mining ground owned by registrant and is 
not a part of the Operating Agreement or Tintic Utah Metals..  
This acreage in the Main Tintic Mining District includes several 
sites targeted by registrant for future exploration and 
development.  Included is the Plutus Mine property upon which 
registrant initiated exploratory drilling in 1996.  See "Item 1. 
Description of Business.-Main Tintic Mining District Project." 
and "Item 6. Management's Discussion and Analysis or Plan of 
Operation-PLAN OF OPERATION- Registrant's Main Tintic Mining 
District Project."






Leasing History of Burgin Mine.

	In 1956, registrant and South Standard Mining Company 
("South Standard"), together with three other co-lessors who 
were subsequently acquired by either South Standard or 
registrant, had leased approximately 10,000 acres in the East 
Tintic Mining District to Kennecott under a Unit Lease Agreement 
("Unit Lease").    In 1983, Kennecott sold its interest in the 
Unit Lease to Sunshine Mining Company ("Sunshine").

	Registrant contributed 4,733 acres to the Unit Lease 
properties in 1956, and in 1978, 1,387 acres owned by registrant 
that comprised a part of the properties under the Unit Lease were 
removed by amendment and returned to registrant.  That latter 
acreage included underground mining rights to the Burgin Mine.  
South Standard, as part of the amendment to the Unit Lease, 
retained a royalty interest in future production from the Burgin 
Mine that had been so returned to registrant.  South Standard's 
Trixie Mine properties were contributed by South Standard to the 
Unit Lease properties in 1956 and continued to remain subject to 
the Unit Lease after Kennecott sold its interest in the Unit 
Lease to Sunshine in 1983, as referred to above. 
 
	Registrant had separately entered into a lease agreement 
with Sunshine covering underground mining rights to the Burgin 
Mine in 1980.  Sunshine thus became the lessee of the remaining 
properties under the Unit Lease (to which registrant and South 
Standard had been lessors) and of the Burgin Mine properties (to 
which registrant had been lessor). In 1992, as part of an 
agreement with Sunshine, (i) the Unit Lease was canceled, with 
registrant and South Standard each receiving back their 
respective properties that had been under the Unit Lease, and 
(ii) the Burgin Mine lease was canceled and the Burgin Mine 
properties were  returned to registrant free of any lease.  In 
1996, South Standard was merged into a wholly owned subsidiary of 
registrant, so that all the property that had been leased to 
Kennecott under the Unit Lease was owned by registrant and its 
subsidiary immediately after the merger.  See "Item 1. 
Description of Business.-Merger of South Standard Into 
Registrant's Subsidiary." 

	 All of registrant's property that was subject to the Unit 
Lease when the lease was in existence, including the Burgin Mine, 
together with certain other properties owned by registrant, have 
been transferred by registrant to Tintic Utah Metals in return 
for which registrant has received a 50% vested membership 
interest in Tintic Utah Metals under the terms of the Operating 
Agreement.  The property that had been owned by South Standard 
and that was acquired by registrant's subsidiary as a result of 
the merger of South Standard may also be transferred to Tintic 
Utah in the future.  See "Item 1. Description of Business.-
Operating Agreement." and "East Tintic Mining District.", 
above.
	
Production From Burgin Mine While Under Lease To Kennecott.

	Kennecott mined 1,870,218 tons of ore from the Burgin Mine 
orebody under the Unit Lease over a twelve year period which 
produced: 10,929,978 ounces of silver; 338,127,751 pounds of lead 
and 349,209,284 pounds of zinc.  Kennecott, during that period, 
never reported Burgin ore reserve figures to registrant.





Proven And Probable Ore Reserves At The Burgin Mine. 

	As indicated above, Sunshine acquired the underground mining 
rights to the Burgin Mine in 1980.  As lessee of the Burgin Mine, 
Sunshine conducted extensive surface and underground drilling 
programs and computed the property's proven and probable ore 
reserves.  Sunshine had access to the proven and probable ore 
reserves by means of the Burgin Mine's Apex Number 2 shaft.  The 
shaft, together with the connecting drifts and drill stations, 
had been rehabilitated by Sunshine at a cost of approximately $6 
million.  After the Burgin Mine was returned to registrant in 
1992, registrant continued to have access to the reserves through 
the Apex Number 2 shaft, and the shaft was utilized by registrant 
in its underground drilling program, up to the time registrant 
transferred the Burgin Mine properties to Tintic Utah Metals in 
July 1996 under the terms of the Operating Agreement. See "Item 
1. Description of Business.- Operating Agreement."  After the 
property was transferred to Tintic Utah Metals, the underground 
drilling program was continued by Tintic Utah Metals and 
independent consultants were hired to calculate the ore reserves 
based on the results of the drilling programs, who substantiated 
the earlier Sunshine ore reserve estimates, with essentially the 
same grades.  Tintic Utah Metals's consultants, as shown in the 
chart below, have currently estimated a total of 1,075,000 
million tons of proven and probable ore reserves.  In addition, 
because of extensive drilling results and the fact that the 
Burgin Mine deposit was mined for many years by Kennecott, there 
is a high degree of confidence by Tintic Utah Metals that 
inferred or possible resources currently estimated at 407,000 
additional tons will probably be realized.   Tintic Utah Metals 
is continuing its underground drilling to the north and south of 
the main Burgin orebody in an effort to prove-up the likely 
extension of the mineralized ore zone in both directions.  Tintic 
Utah Metals anticipates that the underground drilling program 
will be completed in the third quarter of 1997.   See "Item 6. 
Management's Discussion and Analysis or Plan of Operation.-PLAN 
OF OPERATION- Tintic Utah Metals."

	Proven and probable ore reserves, to date, of the New Burgin 
orebody, as determined by Tintic Utah Metals's independent 
consultants, are estimated as follows:

                                              Contained         
Contained      Contained       Contained
				Tons of	Ounces of      Pounds of        
Pounds of
				   Ore	              Silver              
Lead       	   Zinc

Proven and Probable Reserves 1,075,000          17,726,750     
452,360,000   143,405,000


	Possible resources of the New Burgin orebody, as estimated 
by Tintic Utah Metals are:

                                                     Contained         
Contained      Contained       Contained
Tons of	        Ounces of      Pounds 
of              Pounds of
Ore	            Silver              
Lead       	    Zinc

(1)407,000 6,146,576    
130,177,
14842,
521,269

Sources tonnage exists where there is strong logic evidence of the existence of 
additional ore reserves of a well known deposit, such as, in the case of the 
Burgin Mine, 
the past history of mining by Kennecott.  See "Production From 
Burgin Mine While Under Lease To Kennecott.", above.  Additional 
ongoing drilling results are expected to provide additional data 
based upon which the possible resources may be upgraded to the 
proven and/or  probable categories.


Current Underground Drilling Program At Burgin Mine.

	As indicated above, registrant's lease with Sunshine was 
terminated in 1992 and the Burgin Mine was returned to registrant 
as of January 1, 1993.  Registrant then began its efforts to seek 
a joint venture partner, culminating in the Operating Agreement 
dated July 17, 1996 with Korea Zinc and Akiko and the transfer by 
registrant of its East Tintic Mining District properties, 
including the Burgin Mine, to Tintic Utah Metals.  See "Item 1. 
Description of Business.-Operating Agreement."  Prior to the 
transfer of its properties to Tintic Utah Metals, registrant had, 
in January, 1995, initiated an underground drilling program in 
the west end of the Burgin Mine, together with additional 
drifting and the construction of five new underground drill 
stations.  The drilling program was designed to confirm 
Sunshine's 1989 estimate of 1,032,173 tons of proven and probable 
ore reserves, and to increase the New Burgin Mine's proven and 
probable ore reserves by enlarging previously delineated reserves 
in several areas around the perimeter of the Burgin orebody.   
After the Burgin Mine property was transferred to Tintic Utah 
Metals in July, 1996, the drilling program was continued by 
Tintic Utah Metals.   As of the end of February, 1997,  a total 
of forty-one drill holes had been completed with assays 
indicating high grade mineralization intercepts in approximately 
one-half of these drillholes.  Following are drillhole assays per 
ton for several of  the more significant drillholes:

		104 ft. intercept assaying at 21 ounces of silver, 640 
pounds of lead and 80 pounds of zinc, including an 8 ft. segment 
assaying at 58 ounces of silver and 960 pounds of lead;

		 55 ft. intercept assaying at 10 ounces of silver, 640 
pounds of lead and 220 pounds of zinc, including a 17 ft. segment 
assaying at 16 ounces of silver and 660 pounds of lead;

		 24 ft. intercept assaying at 48.4 ounces of silver, 
260 pounds of lead and 130 pounds of zinc, including a 14 ft. 
segment assaying at 74.7 ounces of silver,  336 pounds of lead 
and 180 pounds of zinc;
		
                        96 ft. intercept assaying at 7.4 ounces 
of silver, 156 pounds of lead and 68 pounds of zinc, including a 
21 ft. segment assaying at 15.5 ounces of silver,  306 pounds of 
lead and 72 pounds of zinc;

		 92 ft. intercept assaying at 18.8 ounces of silver, 
376 pounds of lead and 133 pounds of zinc, including an 11 ft. 
segment assaying at 90 ounces of silver,  843 pounds of lead and 
98 pounds of zinc;
		
		152.5 ft. intercept assaying at 17.2 ounces of silver 
and 218 pounds of lead, including an 8.3 ft. segment assaying at 
84 ounces of silver and 774 pounds of lead.
	

Physical Condition Of The Burgin Mine.

	While Kennecott was lessee of the Burgin Mine, it had 
expended  significant monies for capital improvements at the 
Burgin Mine, such as the building of a concentrating mill, three 
headframes and hoists, three mine shafts and underground 
workings, including the Apex number 2 shaft.  When Sunshine 
succeeded Kennecott as lessee of the Burgin Mine, Sunshine 
expended funds in the further development of the Burgin Mine.  As 
a result of the termination in 1992 of registrant's Burgin Lease 
with Sunshine and the Unit Lease, all of the assets and 
improvements built by Kennecott and Sunshine at the Burgin Mine, 
became the property of registrant, with registrant also receiving 
certain real property, equipment and other personal property from 
Sunshine.  Registrant estimates that the cost of renovating the 
concentrating mill would be approximately $3.5 million, but that 
if the owner of the Burgin Mine  had to completely build a 
similar facility, the replacement cost would be in excess of $30 
million.  See "Leasing History of Burgin Mine.", above.  

	Ownership of the capital improvements was transferred to 
Tintic Utah Metals by registrant in July, 1996 as part of the 
transfer by registrant of its East Tintic mining properties under 
the terms of the Operating Agreement.  See "Ownership and 
Interests In Acreage and Location-East Tintic Mining District.", 
above.  The capital improvements continue to be used by Tintic 
Utah Metals in the New Burgin Mine underground reserve expansion 
drilling program. 

	  Rehabilitation of the operating shafts of the New Burgin 
Mine has been in progress since the beginning of 1995, with 
registrant expending funds for that purpose in addition to the 
underground drilling program.  Tintic Utah Metals has benefitted 
from the use of the rehabilitated Apex Number 2 shaft which 
provides access to the underground drilling platforms.  
Rehabilitation of the concentrator and additional improvements to 
the property will be provided for under a budget of Tintic Utah 
Metals.  See Item 1. "Description of Business.-Operating 
Agreement- Programs And Budgets."


Registrant's Properties After Property Transfer To Tintic Utah 
Metals.

	The signing of the Operating Agreement and the transfer by 
registrant of title to its East Tintic mining properties, 
including the Burgin Mine, to Tintic Utah Metals did not affect 
registrant's continuing ownership of its Main Tintic Mining 
District properties.  See "Ownership and Interests In Acreage 
and Location- Main Tintic Mining District.", above.

Property Received From South Standard By Registrant's Subsidiary.

	South Standard was merged with and into Chief Gold Mines, 
Inc., a wholly owned subsidiary of registrant, effective June 28, 
1996.  See "Item 1. Description of Business- Merger of South 
Standard Into Registrant."  As a result of the merger, all of 
South Standard's assets, subject to its liabilities, were 
transferred to registrant's subsidiary.  The principal asset 
received from South Standard as a result of the merger is 2,554 
acres of patented mining properties, including the Trixie Mine, 
in the East Tintic Mining District contiguous with the Burgin 
Mine.  


See "Leasing History Of Burgin Mine.", above, for information 
concerning South Standard's participation with registrant as 
lessors in the Unit Lease to Kennecott, and subsequently with 
Sunshine, until the Unit Lease was terminated in 1992.  The 2,554 
acres may be transferred by registrant to Tintic Utah Metals as 
part of registrant's capital contribution, subject to certain 
conditions.  See  "Item 1. Description of Business- Registrant's 
Contribution Of Additional Property." 

	The Trixie Mine, now owned by registrant's subsidiary, had 
been South Standard's principal mining asset.  As previously 
reported by South Standard, since production started from the 
Trixie Mine in 1969 and through 1992, 713,478 tons of ore had 
been mined containing an average per ton grade of 0.21 ounces of 
gold per ton and 6.55 ounces of silver, for a total of 150,048 
ounces of gold and 4,670,289 ounces of silver.  There has been no 
production of ore from the Trixie Mine since 1992, the year that 
the Unit Lease was terminated.

Item 3.  Legal Proceedings.
	  None

Item 4.  Submission of Matters to a Vote of Security Holders.

	A Special Meeting in Lieu of Annual Meeting of registrant's 
shareholders was held on December 10, 1996.  The proposals voted 
upon at the meeting and the results of such voting were as 
follows:

(1)  	Election of directors to serve for the ensuing year and 
until their successors are duly elected and qualified.  
Management's slate of Directors was elected at the meeting:

Management's Slate
of Directors Elected:		Votes Cast	Votes Withheld-
Name of Directors		    For*		    Individuals	
	Broker Non-Votes

Leonard Weitz			4,861,680	       46,402		
	320,563
James Callery			4,856,922	       51,160		
	320,563
Paul Hines			4,859,680	       53,402		
	320,563
Edward R. Schwartz		4,859,680	       53,402		
	320,563
Victor V. Tchelistcheff	4,854,680	       53,402		
	320,563	

(*Cumulative voting for Directors)

(2)  Proposal to approve nonqualified stock options granted to 
the directors and officers of the Company was approved by the 
shareholders at the meeting:

		Votes Cast	Votes		Abstentions	Brokers
		       For	Against	Individuals	Non-Votes

		4,598,440	126,142	        -		589,813

The affirmative vote of the holders of  3,014,603 shares, 
representing a majority of the shares entitled to vote at the 
meeting , was required in proposal 2.



(3)  Proposal to approve the selection of the firm of Arthur 
Andersen LLP as independent public accountants for registrant for 
1996.  Proposal (3) was approved by shareholders at the meeting:
		Votes Cast	  Votes	           Abstentions         
Brokers
		       For	Against	Individuals	 Non-Votes

		4,856,604	 9,413		        -		  245,526

	The affirmative vote of the majority of shares represented 
at the meeting was required to approve Proposal 3.


PART II

Item 5.  Market for Common Equity and Related Shareholder 
Matters.

	The principal markets on which registrant's shares of common 
stock are traded are the NASDAQ Small-Cap Market under the symbol 
CFCM and the Pacific Stock Exchange under symbol CFC.

	High and low sales prices of registrant's common stock on 
the Pacific Stock Exchange for each quarterly period during the 
past two years are as follows:

1996 Market Price				High		Low

First Quarter.........................................	13-1/2	
	10-3/8
Second Quarter....................................	11-1/4	
	 8
Third Quarter.......................................	 8-7/8	
	 6-1/8
Fourth Quarter.....................................	 9-1/2	
	 6

1995 Market Price				High		Low

First Quarter.....................................		9-1/4
		4-3/4
Second Quarter.................................		8	
	7
Third Quarter....................................		8-1/8	
	6-3/4
Fourth Quarter..................................	          11-
3/8		7

	Approximate number of holders of record of registrant's 
common stock as of March 14, 1997 - 2,100.

	No cash dividends were declared during the years 1996 and 
1995.





Item 6. Management's Discussion And Analysis Or Plan Of 
Operation.

(a)    PLAN OF OPERATION.

Registrant had no revenues from mining operations during the year 
1996 or during the period January 1, 1997 to March 14, 1997.  
Registrant's total revenues in 1996 consisted of $ 116,010 of 
revenues from real estate sales, interest and miscellaneous 
sources.  
Registrant's total revenues of $290,471 in 1995 consisted of 
$194,389 in sales of fluxing materials to smelters and $96,082 of 
revenues from real estate sales, interest and miscellaneous 
sources.

Registrant's net loss for 1996 was $1,518,093 as compared to a 
net loss of $1,294,594             for 1995.  The increase of 
$223,499 in the loss for 1996 as compared to 1995 was primarily 
due to costs and other charges associated with the merger of 
South Standard Mining Company into a wholly owned subsidiary of 
registrant, as well as increased exploration costs in 1996.


Tintic Utah Metals 


	See "Item 1. Description of Business.- Operating 
Agreement." for a discussion of the principal provisions of the 
Operating Agreement pursuant to which Tintic Utah Metals was 
formed to effectuate the joint venture type arrangement between 
registrant, Korea Zinc and Akiko, with registrant contributing 
its East Tintic Mining District properties, including the Burgin 
Mine, in exchange for a 50% vested interest in Tintic Utah 
Metals.  See "Item 2. Description of Property." for a 
description of: registrant's East Tintic Mining District 
properties that were transferred to Tintic Utah Metals; the 
leasing history of the Burgin Mine; ore production from the 
Burgin Mine while under lease to Kennecott; current ore reserves 
at the Burgin Mine, as estimated by Tintic Utah Metals; and, the 
current underground drilling program at the New Burgin Mine.

	The ongoing underground drilling program was commenced on 
the Burgin Mine properties in 1995 and was continued by Tintic 
Utah Metals after registrant transferred its East Tintic Mining 
District properties to Tintic Utah Metals in July, 1996.  See 
"Item 2.  Description of Property.-Current Underground Drilling 
Program At Burgin Mine." for additional information regarding 
the drilling program and drillhole assays per ton on several of 
the more significant drillholes.  Registrant anticipates that 
Tintic Utah Metals will complete its underground drilling program 
during the third quarter of 1997.  The next principal objective 
of Tintic Utah Metals will be to complete the engineering work 
which will be incorporated into a feasibility study.  See "Item 
1. Description of Business.- Tintic Utah Metals LLC- Agreement 
With Thyssen Mining."  The feasibility study will be prepared 
for Tintic Utah Metals by an independent expert and will serve as 
the basis for Tintic Utah Metals seeking project financing.  Once 
project financing is obtained, Thyssen Mining (if its agreement 
with Tintic Utah Metals is then still in effect) or another 
mining and engineering company would complete all necessary 
construction and development work, including construction of the 
major additional production shaft and requisite dewatering to 
bring the New Burgin Mine into production, followed by Thyssen 
Mining or another mining company contracting with Tintic Utah 
Metals to operate the New Burgin Mine, sending Burgin ore 
production to Korea Zinc and/or other smelters for smelting, as 
provided in the Operating Agreement.  Based on current costs, it 
is estimated that $30 to $40 million of additional financing will 
be required to bring the New Burgin Mine into production.  

	Funds to be used by Tintic Utah Metals for the foregoing 
purposes over the next twelve months will be derived from a 
portion of the Initial Cash Contributions remaining to be paid to 
Tintic Utah Metals by Akiko and Korea Zinc.  See Item 1. 
"Description of Business.- Operating Agreement."  Only a 
portion of the foregoing work can be accomplished over the next 
twelve months, the extent of which cannot be stated with 
certainty by registrant.  Nor can registrant state with certainty 
that Tintic Utah Metals will be successful in obtaining a 
feasibility study that will result in its securing project 
financing.

	Expressed in terms of current metals prices, the total 
current value of Tintic Utah Metals's estimated proven and 
probable ore reserves that are set forth at "Item 2. Description 
of Property.- Proven And Probable Ore Reserves At The Burgin 
Mine." is $400,000,000, which latter amount is determined as 
follows:

                                                    Contained         
Contained      Contained       Contained
				      Tons of	        Ounces of      Pounds 
of       Pounds of							Ore	           
Silver              Lead              Zinc

Proven and Probable Reserves  1,075,000          17,726,750     
452,360,000   143,405,000

Approximate Gross Dollar
Value at Current Prices                                  
$92,000,000     $218,000,000   $90,000,000   
          
	The above stated dollar values do not take into account 
additional values of the Burgin orebody that may be derived from 
the possible resources of an additional 407,000 tons of ore, if 
all or part of the possible resources ore tonnage is upgraded to 
proven and/or probable reserve categories as a result of 
additional underground drilling by Tintic Utah Metals.  See 
"Item 2. Description of Property.- Proven And Probable Ore 
Reserves At The Burgin Mine."


Main Tintic Mining District Project.

	See "Item 1. Description of Business.-Main Tintic Mining 
District Project." and "Item 2. Description of Property- Main 
Tintic Mining District" for information concerning:  
registrant's Main Tintic Mining District consisting of 
approximately 6,000 acres; the rehabilitation by registrant of 
the Chief No. 2 shaft and certain drifts completed in October, 
1996; and, the link-up  in February, 1997, of four separate mine 
shafts, with registrant gaining access via the Chief No. 2 shaft 
to the Plutus Mine, the Eagle Mine, the Gemini Mine and the Chief 
Consolidated Mine. 

	A drilling program was started by registrant during the last 
quarter of 1996.  A significant underground drillhole in the 
Chief Consolidated Mine in March, 1997, intersected a 30 foot 
wide intercept of high grade silver-lead mineralization which 
assayed at a per ton average of 28.1 ounces of silver and 504 
pounds of lead.  The full width of the drillhole discovery cannot 
yet be ascertained because the drill rods broke while they were 
in an area of the mineralization zone which contained the highest 
grade per ton mineralization of 42.5 ounces of silver and 930 
pounds of lead.  Registrant projects that the full width of this 
mineralized area will be more than 30 feet; 
however, further drilling is required before any final conclusion 
can be drawn as to whether or not the area of the drillhole is an 
extension of the previously mined orebodies.  

	
	In addition to the above drillhole results, random high-
grade rock samples from each of the other three mines assayed as 
follows: 

Plutus Mine: 122 ounces of silver; 504 pounds of lead; 
50 pounds of zinc;    	and 0.03  ounces of gold. 
		Eagle Mine:    47.4 ounces of silver; 0.20 ounces of 
gold; and 106 pounds 						of lead.
		Gemini Mine:  18.7 ounces of silver; and 600 pounds of 
lead.

	The above rock sample results are of the highest grade 
assays and cannot be construed as being representative of average 
assays in the area, nor can any determination be made at this 
time by registrant as to whether continuations of any of the 
previously mined orebodies exist or if any of the four mines will 
prove economically viable to be reopened for commercial mining.  
However, given the above described drillhole result at the Chief 
Consolidated Mine and the significant rock sample grades in the 
other three mines, registrant will endeavor to undertake a full 
exploration and development program, focusing on possible 
extensions of all four previously mined orebodies in the four 
separate mines.  In order to fund such a program, registrant will 
consider various sources for obtaining financing to fund its 
operations, through the private placement of its shares or 
otherwise, or, in the alternative, registrant will seek a joint 
venture partner.  It is anticipated that Registrant's initial 
drilling and rock sampling program will be completed in April, 
1997.


Item 7.  Financial Statements.

The Financial Statements of Registrant are filed pursuant to this 
item of the report.  See index to Financial Statements. 


Item 8.  Changes in and Disagreements with Accountants on 
Accounting and Financial Disclosure.

None











PART III

Item 9.  Directors, Executive Officers, Promoters and Control 
Persons; Compliance with Section 16(a) of the Exchange  Act.

	The name and age of each of the registrant's directors and 
executive officers and the positions and offices with the 
registrant held by him are:

	Name of
	Registrant's
	Directors and			      Offices with		Term 
During Which
	Executive Officers	   Age	       Registrant		            
Served in Office


	Leonard Weitz (1)	     67	      Director; President,	 
Director since 1967.
					      Chairman of the Board 			
						      	       and Chief 
Executive Officer

	Edward R. Schwartz(1)    86	      Director; Secretary-	  
Director since 1974.
					      Treasurer


	James Callery(1)	      59	       Director	   	              
Director since 1980.


	 Paul  Hines(1)		      59	       Director		              
Director since 1994.

	Victor V. Tchelistcheff(1) 67	       Director			   
Director since 										
	   August, 1996

	(1)	Elected to serve as a director for the ensuing year and 
until his successor is 			duly elected and qualified at 
the meeting of shareholders held on December 		10, 1996.

The following is a brief account of the business experience 
during the past five years of each director and executive officer 
named above:

Leonard Weitz			Chairman and Chief Executive Officer of 
registrant since 						1971; President from 
1971 to December, 1993 and from 					
	August, 1996 to present.

Edward R. Schwartz  		Secretary and Treasurer of 
registrant since 1979; 						
	independent consultant since prior to 1992.

James Callery			Engaged in management of oil and gas, 
forestry, agriculture 					and other 
investments since prior to 1992.

Paul Hines 			Financial and management consultant and 
Managing 						Director of Westerly Partners, 
financial and management 					
	consultants since 1993.  Managing Director of The 		
					Leadership Group, consultants to 
management, from 1991 						to 1992.

Victor V. Tchelistcheff	President of VVT Consultants, performs 
international 						management and cross 
cultural communications services to 					
	clients in cement, minerals, construction and real estate 	
					development  fields since prior to 1992.  
During 1993 and 						1994, also worked as 
volunteer for International Executive 					
	Services Corps, a non-profit organization, as a Country 	
					Director in Moscow, Russia on matters 
involving emerging 						market assistance 
programs.

	Registrant is not aware of any person who, at any time 
during the year 1996 was a director, officer or beneficial owner 
of more than 10 percent of Registrant's common stock who failed 
to file on a timely basis, reports required by Section 16(a) 
during 1996 or prior years.


Item 10.  Executive Compensation.

	The following information is presented concerning the 
compensation of Leonard Weitz, President, Chairman and Chief 
Executive Officer of registrant, for each of registrant's last 
three completed fiscal years.


SUMMARY COMPENSATION TABLE

Name and		     	Annual			Long-Term		All 
Other	
Principal		     	Compensation		Compensation	
	Compensation
Position	  	Year	Salary			Awards-Options


Leonard Weitz	  	1996	$152,083(1)		         (2)
(President*,		1995	$125,000(1)		         			     
$50,000 (3)
Chairman and	   	1994    $125,000(1)
Chief Executive  	
Officer)		
*President from 
August 8, 1996
to present.

 (1)  During each of the years 1994, 1995 and 1996, Leonard Weitz 
received annual base salary under the terms of an employment 
agreement dated January 4, 1988, which was to expire September 
30, 1996.  A new employment agreement was entered into between 
registrant and 



Leonard Weitz, effective as of September 1, 1996.  Under the 
terms of the new employment agreement, Leonard Weitz will be 
employed as Chairman, President and Chief Executive Officer 
of registrant for a five year period ending August 31, 2001.  
Under the new employment agreement, Leonard Weitz will receive an 
annual salary of $175,000 and such bonuses as the Board of 
Directors of registrant may determine.

(2)  See  "Options Grants During Fiscal Year Ended December 31, 
1996" and "Option Exercises During Fiscal Year Ended December 31, 
1996 and Option Values on December 31, 1996, " below, for 
information concerning nonqualified options to purchase 60,000 
shares granted to Leonard Weitz by the Board of Directors of 
registrant on August 8, 1996 and approved by the shareholders on 
December 10, 1996.

(3)  On September 20, 1995, the Board of Directors of registrant 
awarded a $50,000 bonus payment to Leonard Weitz on the condition 
that Korea Zinc Co., Ltd. consummate by September 30, 1995 its 
purchase of 500,000 shares of registrant's common stock.  The 
Board also approved on September 20, 1995 a $50,000 three-year 
loan to Leonard Weitz, the loan to bear interest at the prime 
rate, adjustable quarterly.  Said stock purchase was timely made 
by Korea Zinc Co., Ltd.  See "Item 11. Security Ownership of 
Certain Beneficial Owners and Management".  The award of the 
bonus and approval of the loan were made by the Board of 
Directors to Leonard Weitz based upon his indication to the Board 
of Directors that he intended to exercise his incentive stock 
option to purchase 40,000 shares of registrant's common stock by 
November 14, 1995.  Leonard Weitz exercised the option on 
November 10, 1995 and purchased the 40,000 shares of registrant's 
common stock.


OPTION GRANTS DURING FISCAL YEAR ENDED DECEMBER 31, 1996

The information set forth below is being presented concerning the 
approval by the shareholders of registrant on December 10, 1996 
of nonqualified stock options previously granted by the Board of 
Directors of registrant to Leonard Weitz, the grant of said stock 
options having been subject to approval by the shareholders.  The 
following table contains, with respect to said options, the 
number of options so granted and approved, the percent the grant 
of options in 1996 represents to total options granted to 
employees during 1996, the per share exercise price of the 
options granted, and the expiration date of the options.

				% of Total Options	Exercise	Expiration
		Number of	Granted to		Price		Date
		Options	Employees in		Per		of
Name		Granted	Fiscal Year		Share		Option

Leonard Weitz	60,000(1)(2)	50%			$7.00(3)	8/8/2006
	
(1)  Nonqualifed stock options granted by the Board of Directors 
on August 8, 1996 subject to approval by the shareholders and 
which approval was given on December 10, 1996.

(2)  Leonard Weitz may exercise all or a part of the option as he 
continuously remains a director or officer, but in no event later 
than expiration date of option, except his personal 
representatives may exercise within twelve months from date of 
death.	

(3)  The exercise price was the market price of the common stock 
on the date of grant.		
OPTION EXERCISES DURING FISCAL YEAR
ENDED DECEMBER 31, 1996 AND OPTION VALUES
ON DECEMBER 31, 1996

The following table contains, with respect to stock options held 
by Leonard Weitz, information as to option exercises during the 
year 1996, the aggregate dollar value realized upon exercise, the 
total number of unexercised options held on December 31, 1996 and 
the aggregate dollar value of the in-the-money, unexercised 
options held on December 31, 1996.


	                Shares			             Number of 
Unexercised      Value of Unexercised
	    	  Acquired or	  Value	             Options at		 
in-the-money options at
Name	   	  Exercised	   Realized          December 31, 
1996(1)        December 31, 1996(3)

Nonqualified:

Leonard Weitz      None  	     	   None	                    
120,000(2)                            $280,000

(1)   All options held are fully exercisable.
(2)   Nonqualified stock options approved by shareholders.
(3)   Values are calculated by subtracting the exercise price 
from the closing price of the     registrant's common stock on 
NASDAQ on December 31, 1996.

Compensation of Directors

Leonard Weitz, Chairman of the Board and Chief Executive Officer 
of registrant, is employed through August 31, 2001 under an 
employment agreement dated September 1, 1996.  See " Executive 
Compensation - Summary Compensation Table", above, for further 
details concerning Leonard Weitz's employment agreement.

Each director who is not an officer of registrant receives an 
annual fee of $5,000; no attendance fees are paid.  Edward R. 
Schwartz, the Secretary-Treasurer of registrant, who is a 
director, does not receive a salary; he receives a $10,000 annual 
fee in lieu of salary.  The Board of Directors of registrant has 
set a $750 fee per day for services performed by each outside 
director of registrant that are in addition to services regularly 
performed by him as a director.

Item 11.  Security Ownership of Certain Beneficial Owners and 
Management.

	(a) The following table shows as of March 14, 1997, stock 
ownership of all 		      persons known to management, to be 
beneficial owners of more than 5% of the common stock of the 
registrant.




	       Name and Address of		Amount of Nature of	
	Percentage
	       Beneficial Owners		Beneficial Ownership	
	of Class  

	       KZ Utah, Inc.			500,000 shares		   
8.4%   
	       ( a subsidiary of
	       Korea Zinc Co., Ltd.		
	       142 Nonnyon-Dong,
	       Gangnam-Ku
	       Seoul, Korea)

	     No director exercised in 1996 any stock options held by 
him.  At the meeting of shareholders of registrant held December 
10, 1996, shareholders approved the issuance of nonqualified 
stock options to the directors of the Company.  See "Item 4.  
Submission of Matters to a Vote of Security Holders" for the vote 
upon the option proposal.  See "Item 10.  Executive Compensation-
Option Grants During the Fiscal Year Ended December 31, 1996" for 
information concerning the noqualified option granted to Leonard 
Weitz.  See footnotes to "Item 11.  Security Ownership of Certain 
Beneficial Owners and Management" for information concerning 
options held by directors.  The Company has never issued any 
stock appreciation rights to its officers and directors.    

(b)  The equity securities of the registrant beneficially owned 
by all directors and 		       officers and by directors 
and officers of the registrant as a group, as of March 		       
14, 1997, are: 
					

							    Amount and
							    Nature of
			  Name & Address		    Beneficial	
	Percent
	Title of Class	  of Beneficial Owner		   Ownership*	
	of Class

	Common Stock,
	$0.50 par value:  James Callery		    168,468(1)(2)	      
2.8%	         
			    RD #2, Box 2750		
			    Charlotte, Vermont 05445

			     Paul Hines			     125,000(3)	
	      2.0 %
			     12 Flying Cloud Rd.
			     Stamford, Connecticut 06902

			     Edward R. Schwartz	     165,100(4)(5)               
2.7%
			     1165 Park Avenue
			     New York, New York 10128
		
			     Victor V. Tchelistcheff     	       
50,200(6)	                  0.8%
			     384 De Soto Drive
			     New Smyrna Beach, Florida 32169

			     Leonard Weitz		      181,010(7)(8)             
3.0%
			     11 Longview Lane
			     Chappaqua, New York 10514

			     Owned by all directors	     689,778(9)	
	       10.6%
			      and officers as a group

	Preferred
	Stock, $0.50
	par value:	     None

*  Each director has sole voting and investment power with 
respect to shares owned.

(1)  Does not include an aggregate of 10,500 shares owned by 
James Callery's wife and         children, in which shares James 
Callery disclaims any beneficial interest.

(2)  Includes nonqualified stock options previously approved by 
shareholders of registrant to purchase 120,000 shares held by 
James Callery.

(3)  Includes nonqualified stock options previously approved by 
shareholders of registrant to purchase 120,000 shares held by 
Paul Hines.

(4)  Does not include 200 shares owned by Edward R. Schwartz's 
wife, in which shares Edward R. Schwartz disclaims any beneficial 
interest.

(5)  Includes nonqualified stock options previously approved by 
shareholders of registrant to purchase 120,000 shares held by 
Edward R. Schwartz.

(6)  Includes nonqualified stock options previously approved by 
shareholders of registrant to purchase 50,000 shares held by 
Victor V. Tchelistcheff.

(7)  Does not include 18,000 shares owned by Leonard Weitz's 
wife, in which shares Leonard Weitz disclaims any beneficial 
interest.

(8)  Includes 40,000 shares owned jointly with Leonard Weitz's 
wife and nonqualified stock options previously approved by 
shareholders of registrant to purchase 120,000 shares held by 
Leonard Weitz.

(9)  Includes options to purchase an aggregate of 530,000 shares 
as referred to at Notes 
(2), (3), (5), (6) and (8) above.  Each of said options is 
exercisable by the optionee in whole or in part at any time until 
the expiration of the option.

Item 12.  Certain Relationships and Related Transactions.

	   Registrant retained Howard Weitz P.C. as general counsel 
during 1995 and 1996.  Howard Weitz, Esq., the sole stockholder 
of Howard Weitz, P.C., is the brother of Leonard Weitz, the 
Chairman, President and Chief Executive Officer of Registrant.  
Registrant believes that the fees earned by Howard Weitz, P.C. 
during 1995 and 1996 were fair and reasonable in view of the 
level and extent of legal services rendered pertaining to the 
Tintic Utah Metals LLC joint venture and the merger with South 
Standard Mining Company.  Legal fees earned by Howard Weitz, P.C. 
were $75,900 during the fiscal year ended December 31, 1995 and 
$96,600 during the year 1996.  However, registrant was reimbursed 
$36,000 on August 28, 1996 by Tintic Utah Metals LLC for said 
services performed to the joint venture, thus reducing the 1996 
fee to registrant to a net fee of $60,600.  

Item 13.  Exhibits and Reports on Form 8-K.

	    (a)  Description of Exhibits  required to be filed by 
Item 601 of Regulation S-B

	    (The numbers shown below next to each exhibit are keyed 
to Exhibit Table of 	 	    Item 601 of Regulation S-B)

	    "(2)"	Not applicable

	    "(3)" 	Articles of Incorporation and By-Laws:

	    Registrant hereby incorporates by reference the Articles 
of Incorporation and 	 	    By-Law previously filed with 
the Commission.

	    "(4)"	Not applicable

	    "(9)"	Not applicable

	   "(10)"	Material Contracts:
	      A.	AKIKO Agreement - (i) Agreement (in form of a 
Letter Agreement) dated 			March 11, 1994 between 
registrant and AKIKO Gold Resources Ltd. 			Registrant 
hereby incorporates by references said Letter Agreement with 	
		AKIKO dated March 11, 1994, copies of which were filed 
with the 				Commission by registrant as part of its 
1993 Form 10-KSB Report. 

	     (ii)	Amendment to AKIKO Agreement in form of a letter 
from registrant to 			AKIKO dated September 1, 1994.  
Registrant hereby incorporates by 			reference said 
letter dated September 1, 1994, copies of which were filed 		
	with the Commission by registrant as part of its 1994 Form 
10-KSB 			Report.

	      B.	Operating Agreement of Tintic Utah Metals LLC 
dated as of July 17, 1996 		by and among registrant, Akiko 
Resources (Utah) Inc. and K Z Utah, 			Inc., a copy of 
which is filed with this Report and marked as Exhibit "A".

	      C.	Amendment to Operating Agreement of Tintic Utah 
Metals LLC dated as 			of March 11, 1997 by and among 
registrant, Akiko Resources (Utah) Inc. 			and KZ 
Utah, Inc., a copy of which is filed with this Report and marked 
as 			Exhibit "B".

	      D.	Articles of Organization of Tintic Utah Metals 
LLC, a copy of which is 			filed with this Report and 
marked as Exhibit "C".

	      E. Agreement dated as of November 12, 1996 between 
Tintic Utah Metals 		          	 LLC and Thyssen Mining 
Construction of Canada. Ltd., a copy of which is 			filed 
with this Report and marked as Exhibit "D".	

		"(11)"  Not applicable.
		"(13)"  1996 Annual Report not yet furnished to 
security holders as of 				filing date of this 
Report.
		"(16)"  Not applicable
		"(18)"  Not applicable.
		"(21)"  Not applicable.
		"(22)"  Not applicable.
		"(23)"  Not applicable.
		"(24)"  Not applicable.
		"(27)"  Not applicable.
		"(28)"  Not applicable.
		"(99)"  Not applicable.
(B)		Reports filed on Form 8-K:
		None




























SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the 
registrant caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized.



			Chief Consolidated Mining Company				
(Registrant)



By /s/ Leonard Weitz									
	
					(Signature and Title)
					  Leonard Weitz
		Chairman of the Board of Directors, President and Chief 
Executive Officer

Date					March 28, 1997					

	In accordance with the Exchange Act, this report has been 
signed below by the following persons on behalf of the Registrant 
and in the capacities and on the dates indicated.



By /s/ Edward R. Schwartz								
	
					(Signature and Title)
					Edward R. Schwartz
			Director, Secretary and Treasurer, Principal 
Financial Officer and
					Principal Accounting Officer

Date					March 28, 1997					




By/s/ James Callery										
					(Signature and Title)
					James Callery
					Director

Date					March 28, 1997					








Index to Financial Statements for the Years Ended December 31, 
1996 and 1995

			Chief Consolidated Mining Company				

									Page
	Report of Independent Public Accountants			F-2
	Financial Statements:		
		Consolidated Balance Sheet				F-3
		Consolidated Statements of Operations		F-4
		Consolidated Statements of Stockholders' Equity	F-5
		Consolidated Statements of Cash Flows		F-7
		Notes to Consolidated Financial Statements		F-9

			Tintic Utah Metals LLC					

									Page
	Report of Independent Public Accounts			F-20
	Financial Statements:
		Balance Sheet						F-21
		Statement of Operations				F-22
		Statement of Member's Capital			F-23
		Statement of Cash Flow				F-24
		Notes to Financial Statements				F-25

Schedules are omitted either because they are not required or 
because the required information is contained in the financial 
statements or notes thereto.



	

	




			




				F-1







REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To Chief Consolidated Mining Company:

We have audited the accompanying consolidated balance sheet of 
Chief Consolidated Mining Company (an Arizona corporation) and 
subsidiaries as of December 31, 1996, and the related 
consolidated statements of operations, shareholders' equity and 
cash flows for the years ended December 31, 1996 and 1995.  These 
financial statements are the responsibility of the Company's 
management.  Our responsibility is to express an opinion on these 
financial statements based on our audits.

We conducted our audits in accordance with generally accepted 
auditing standards.  Those standards require that we plan and 
perform the audit to obtain reasonable assurance about whether 
the financial statements are free of material misstatement.  An 
audit includes examining, on a test basis, evidence supporting 
the amounts and disclosures in the financial statements.  An 
audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating 
the overall financial statement presentation.  We believe that 
our audits provide a reasonable basis for our opinion. 

As discussed in Note 1, a substantial portion of the assets of 
the Company consist of investments in a joint venture and mining 
claims and properties for which significant additional 
development costs must be incurred to bring the mining properties 
controlled by the joint venture or the Company into operation.  
The realization of these investments is dependent upon the 
ability of the Company and/or its joint venture partners to 
obtain the required capital to complete the development of the 
mining properties. 

In our opinion, the financial statements referred to above 
present fairly, in all material respects, the financial position 
of Chief Consolidated Mining Company and subsidiaries as of 
December 31, 1996 and the results of their operations and their 
cash flows for the years ended December 31, 1996 and 1995 in 
conformity with generally accepted accounting principles.


ARTHUR ANDERSEN LLP



Salt Lake City, Utah
  March 14, 1997












							F-2


CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

DECEMBER 31, 1996

ASSETS

CURRENT ASSETS:


  Cash
$    52,250

  U.S. treasury bills, at cost which 
approximates market value
621,214

  Accounts receivable
2,991

  Other current assets
39,800


-----------

          Total current assets
716,255




INVESTMENT IN TINTIC
3,975,873




INVESTMENT IN CENTRAL STANDARD CONSOLIDATED 
MINES
79,961




ADVANCES TO CENTRAL STANDARD CONSOLIDATED 
MINES
25,150




MINING CLAIMS AND PROPERTIES, less accumulated
  depletion of $819,444

1,602,395




MACHINERY AND EQUIPMENT, less accumulated 
  depreciation of $21,607

38,151




OTHER ASSETS
8,473


-----------

          Total assets
$ 6,446,258


===========


LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:


  Accounts payable
$    17,708

  Accrued liabilities
21,555

  
-----------

          Total current liabilities
39,263


-----------

MINORITY INTEREST
42,029


-----------

COMMITMENTS AND CONTINGENCIES (Notes 1 and 7)





SHAREHOLDERS' EQUITY:


  Preferred stock - $.50 par value; 1,500,000 
shares authorized,
    5,200 shares outstanding

2,600

  Common stock - $.50 par value; 20,000,000 
shares authorized,
    6,004,750 shares issued, and 5,988,109 
shares outstanding

2,994,055

  Additional paid-in capital
11,566,944

  Deferred compensation
(46,089)

  Notes receivable from shareholders
(87,500)

  Accumulated deficit
(8,065,044)


-----------




          Total shareholders' equity
6,364,966


-----------

          Total liabilities and shareholders' 
equity
$ 6,446,258


===========

							F-3


CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995




   1996   
   1995   





REVENUES:



  Interest
$    74,804
$    77,308

  Sale of flux materials
-  
194,389

  Land sales and other
41,206
18,774


-----------
-----------

          Total revenues
116,010
290,471


-----------
-----------





EXPENSES:



  General and administrative
709,916
633,202

  Exploration costs
435,187
92,132

  Other operating costs
480,829
652,647

  Cost of sales of flux materials
-  
169,431

  Taxes other than income taxes
8,171
37,653


-----------
-----------

          Total expenses
1,634,103
1,585,065


-----------
-----------





NET LOSS
$(1,518,093)
$(1,294,594
)


===========
===========





NET LOSS PER COMMON SHARE
$      (.26)
$      
(.25)


===========
===========





WEIGHTED AVERAGE NUMBER OF COMMON
  SHARES OUTSTANDING

5,947,028

5,176,881


===========
===========

							F-4

The accompanying notes to consolidated financial statements are 
in integral part of this consolidated balance sheet.



CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995





Preferred S
tock
Shares   
Amount
 


      Common Sto
ck     
  Shares     
  Amount  

Addition
al
Paid-in
  Capita
l  


Deferred
Compensa
tion
Notes 
Receivab
le
From
Sharehol
ders


Accumula
ted
  Defici
t  









Balance at December 31, 1994
5,65
3
$2,82
7
4,874,5
56
$2,437,
278
$7,619,5
81
$    -  
$     -  
$(5,252,
357)











  Sale of common stock at 
net 
    proceeds of $4.00 per 
share

-  

-  

750,000

375,000

2,625,00
0

-  

-  

-  











  Issuance of common stock 
to an 
    officer of the Company 
in  exchange 
    for services at an 
average equivalent 
    price of $6.44 per share



-  



-  



3,000



1,500



17,813



-  



-  



-  











  Issuance of common stock 
to two 
    employees as an 
incentive bonus at an
    equivalent price of 
$6.50 per share


-  


-  


2,000


1,000


12,000


-  


-  


-  











  Issuance of common stock 
in exchange
    for consulting services 
at an
    average equivalent price 
of $5.74
    per share



-  



-  



3,100



1,550



16,250



-  



-  



-  











  Sale of common stock in 
connection 
    with the exercise of 
stock options 
    at exercise prices of 
$2.50 and $5.46 
    per share



-  



-  



180,000



90,000



670,800



-  



-  



-  











  Exercise of stock options
-  
-  
-  
-  
75,000
(75,000)
-  
-  











  Loans issued to 
shareholders for the 
    exercise of stock 
options

-  

-  

-  

-  

-  

-  

(87,500)

-  











  Exchange of preferred 
stock for 
    common stock

(453
)

(227)

453

227

-  

-  

-  

-  











  Amortization of deferred 
compensation
-  
-  
-  
-  
-  
3,726
-  
-  











  Net loss
-  
-  
-  
-  
-  
-  
-  
(1,294,5
94)


----
-
-----
-
-------
--
-------
---
--------
---
--------
-
--------
-
--------
---











Balance at December 31, 1995
5,20
0
$2,60
0
5,813,1
09
$2,906,
555
$11,036,
444
$ 
(71,274)
$ 
(87,500)
$(6,546,
951)


----
-
-----
-
-------
--
-------
---
--------
---
--------
-
--------
-
--------
---













Page 2 of 2

CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995





Preferred S
tock
Shares   
Amount
 

      Common Sto
ck     
  Shares     
  Amount  

Addition
al
Paid-in
  Capita
l  


Deferred
Compensa
tion
Notes 
Receivab
le
From
Sharehol
ders


Accumula
ted
  Defici
t  









Balance at December 31, 1995
5,20
0
$2,60
0
5,813,1
09
$2,906,
555
$11,036,
444
$ 
(71,274)
$ 
(87,500)
$(6,546,
951)











  Sale of common stock in 
connection 
    with exercise of stock 
options at 
    an exercise of $3.00 per 
share


-  


-  


175,000


87,500


437,500


-  


-  


-  











  Grant of an option to 
purchase 20,000 
    shares of common stock 
at an exercise
    price of $7.00 per share 


-  


-  


-  


-  


93,000


-  


-  


-  











  Amortization of deferred 
compensation
-  
-  
-  
-  
-  
25,185
-  
-  











  Net loss
-  
-  
-  
-  
-  
-  
-  
(1,518,0
93)


----
-
-----
-
-------
--
-------
---
--------
---
--------
-
--------
-
--------
---











Balance at December 31, 1996
5,20
0
$2,60
0
5,988,1
09
$2,994,
055
$11,566,
944
$ 
(46,089)
$ 
(87,500)
$(8,065,
044)


====
=
=====
=
=======
==
=======
===
========
===
========
=
========
=
========
===





CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995

Increase (Decrease) in Cash and Cash Equivalents


    1996 
   
    1995    

CASH FLOWS FROM OPERATING 
ACTIVITIES:



  Net loss
$(1,518,0
93)
$(1,294,594)

  Adjustments to reconcile net loss 
to 
    net cash used in operating 
activities-



      Noncash expense related to 
issuance of 
        common stock options

93,000

-  

      Issuance of common stock for
        services rendered

-  

50,113

      Depreciation
16,838
25,703

      Amortization of deferred 
compensation
25,185
3,726

      Increase in accounts 
receivable
29,237
69,929

      (Decrease) increase in other 
assets
5,630
(7,725)

      Increase (decrease) in 
accounts payable
(193,069)
11,248

      Increase in accrued 
liabilities
1,565
7,985


---------
--
-----------

          Net cash used in operating
            activities

(1,539,70
7)

(1,133,615)


---------
--
-----------

CASH FLOWS FROM INVESTING 
ACTIVITIES:



  Net decrease (increase) in U.S. 
treasury
2,058,557
(1,334,617)

  Mining property development costs
(1,084,26
1)
(1,419,526)

  Purchase of property and equipment
-  
(95,118)

  Increase in investment in 
affiliate
-  
(4,560)

  Advances to affiliates
(4,000)
-  


---------
--
-----------

          Net cash provided by (used 
in)
            investing activities

970,296

(2,853,821)


---------
--
-----------





CASH FLOWS FROM FINANCING 
ACTIVITIES:



  Net proceeds from sale of common 
stock
525,000
3,673,300

  Decrease in minority interest
(172)
(206)


---------
--
-----------

          Net cash provided by 
financing
            activities

524,828

3,673,094


---------
--
-----------



(44,583)

(314,342)





CASH AT BEGINNING OF YEAR
96,833
411,175


---------
--
-----------


CASH AT END OF YEAR

$    
52,250

$    96,833


=========
==
===========






F-7
The accompanying notes to 
consolidated financial statements 
are an integral part of these 
consolidated statements.





Page 2 of 2

CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995




SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING 
ACTIVITIES:

	  During 1996, the Company contributed $3,923,510 of net mineral 
properties
    and $52,363 of net property and equipment as an investment in 
the Tintic
    Utah Metals LLC joint venture (see Note 1).

  During 1996, the Company issued an option to purchase 20,000 
shares of
    common stock to the executive director of Tintic Utah Metals 
LLC at an
    option price of $7 per share.  The option had a fair value of 
$4.65
    per share.  In connection with the issuance of this option, 
the Company
    recognized noncash expense of $93,000.

  During 1995, the Company loaned a total of $87,500 to an 
officer and an
    employee in connection with their exercise of options to 
purchase
    common stock.

  During 1995, the Company issued 3,000 shares of its common 
stock (market
    price of $19,313 at the time of issuance) to its former 
president 
    and chief operating officer for services rendered in 
connection 
    with 
his employment with the Company.

  During 1995, the Company issued 3,100 shares of common stock 
(market 
    price of $17,800 at the time of issuance) to an entity as 
partial 
    payment for professional services rendered in connection with 
providing
    environmental compliance consultation to the Company.

  During 1995, the Company issued 2,000 shares of common stock 
(market price 
    of $13,000 at the time of issuance) to two employees as an 
incentive 
    bonus in connection with their employment with the Company.


							F-8




CHIEF CONSOLIDATED MINING COMPANY AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



(1)  	NATURE OF OPERATIONS AND RECENT INVESTMENTS

Chief Consolidated Mining Company ("Chief") was incorporated in 
the state of Arizona in 1909.  The Company currently owns 8,554 
acres of patented mining property in the Tintic Mining District 
in Utah County and Juab County, Utah.  Chief and its subsidiaries 
(collectively, the "Company") operate as a mineral resource 
company actively engaged in the exploration and development of 
their mining claims and properties.

The Company owns approximately 23 percent of the outstanding 
capital stock of Central Standard Consolidated Mines.

On March 11, 1994, the Company entered into a letter agreement 
(the "Agreement") with Akiko Gold Resources Ltd. ("Akiko") 
providing for the eventual creation of a joint venture and the 
sale by the Company of a total of 1,035,000 shares of its common 
stock to Akiko.  On September 11, 1995, Akiko and KOREA Zinc Co., 
Ltd. ("Korea Zinc") entered into a letter of intent wherein 
Akiko would assign 50 percent of its potential joint venture 
ownership to Korea Zinc in exchange for Korea Zinc purchasing the 
remaining 500,000 shares of the Company's common stock that Akiko 
was obligated to purchase and for a contribution of $3,000,000 to 
the proposed joint venture on account of Akiko's obligation to 
contribute $6,000,000 to the proposed joint venture.  The sale of 
stock to Akiko and Korea Zinc was transacted through private 
placement transactions at a price of $4 per share.  During 1995 
and 1994, Akiko purchased 250,000 and 285,000 shares, 
respectively, of the Company's common stock for a total of 
$2,140,000 in cash.  During 1995, Korea Zinc purchased 500,000 
shares of the Company's common stock for a total of $2,000,000 in 
cash.

Under a certain operating agreement dated July 17, 1996, the 
Company, Akiko and Korea Zinc formed Tintic Utah Metals LLC 
("Tintic"), a Colorado limited liability company.  The Company 
contributed $3,975,873 of its mining claims and properties and 
machinery and equipment for 50 percent membership interest in 
Tintic.  Akiko and Korea Zinc were obligated under the July 17, 
1996 operating agreement to contribute $3,000,000 each at which 
time they would receive a 25 percent vested membership interest 
in Tintic.  On March 11, 1997, the Company, Akiko and Korea Zinc 
entered into an amendment of the Tintic operating agreement.  The 
amendment provides for Akiko and Korea Zinc to vest in their 
membership interests in Tintic as they each contribute the 
$3,000,000 to Tintic in accordance with an agreed-upon schedule.  
The amendment also provides that if Akiko does not make timely 
contributions to Tintic, Korea Zinc can make the required 
contribution and increase its respective interest in Tintic, so 
long as Korea Zinc has paid its entire $3,000,000 contribution 
cobligation.  
							

							F-


If Korea Zinc does not make a contribution to Tintic that was 
originally scheduled to be made by Akiko, then Korea Zinc and 
Akiko are deemed to have relinquished any further right to 
acquire additional interest in Tintic and the Company's 
membership interest would increase correspondingly.  During 1996, 
Korea Zinc contributed $2,000,000 to Tintic.  Korea Zinc will 
vest its 25 percent interest in Tintic upon contribution of its 
remaining $1,000,000 cash obligation.  The currently remaining 
$4,000,000 in contributions will be contributed in various stages 
in 1997 and 1998.  

The Company's contribution was made at the historical bases of 
the related mining properties and machinery and equipment for 
financial reporting purposes.  No gain recognition or step-up in 
basis was recorded in the accompanying consolidated financial 
statements as a result of the transaction.  The investment, 
classified under the caption "Investment In Tintic," is 
accounted for using the equity method.

On June 28, 1996, South Standard Mining Company ("South 
Standard"), a Utah Corporation, merged with and into Chief Gold 
Mines, Inc. ("Chief Gold"), a Delaware corporation and wholly 
owned subsidiary of the Company with Chief Gold being the 
surviving corporation.  The 1,241,717 outstanding shares of South 
Standard common stock were converted into 372,515 shares of the 
Company's common stock.  The transaction was accounted for as a 
pooling of interests and the consolidated financial statements 
have been retroactively restated for all periods prior to the 
merger to include the operations of South Standard.  South 
Standard owned 214 patented mining claims containing  
approximately 2,554 acres and ten fractional unpatented claims 
containing ten acres in the East Tintic Mining District in Utah 
County and Juab County, Utah.

Net revenues and net loss of the separate companies for the 
periods preceding the acquisitions were as follows:


Net 
Revenues
  Net 
Loss  





Year ended December 31, 
1995:



  Chief Consolidated, as 
    previously reported

$ 90,390

$(1,178,88
4)

  South Standard
 201,699
(115,710)

  Intercompany royalties
  (1,618)
        -
  


--------
----------
-

  Combined, as reported 
in the
    accompanying 
financial
    statements


$290,471


$(1,294,59
4)


========
==========
=


The Company's unrecovered investment in mining claims and 
properties, net of applicable depletion, is $1,602,395 as of 
December 31, 1996, representing approximately 25 percent of total 
assets.  The Company's investment of $3,975,873 in Tintic 
represents the historical basis of the mining properties and 
machinery and equipment it contributed to the joint venture and 
represents approximately 62 percent of total assets.  
							F-10


During the years ended December 31, 1996 and 1995, the Company 
has not generated significant revenues and has incurred net 
losses.  The Company's operating activities used $1,539,707 and 
$1,133,615 of cash during the years ended December 31, 1996 and 
1995, respectively.  Significant additional development costs 
must be incurred to bring the Company's and Tintic's mining 
properties into operation.  


(2)  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The accompanying consolidated financial statements include the 
accounts of the Company and all majority-owned subsidiaries.  
Investments, including Tintic and Central Standard Consolidated 
Mines, in which the Company's interest is 50 percent or less and 
where it is deemed that the Company's ownership gives it 
significant influence are accounted for using the equity method.

U.S. Treasury Bills

In accordance with Statement of Financial Accounting Standards 
("SFAS") No. 115, "Accounting for Certain Investments in Debt and 
Equity Securities," the Company has classified all investments 
in U.S. treasury bills as "available for sale."  SFAS No. 115 
provides for recording of "available for sale" investments at 
current market value with an offsetting adjustment to 
shareholders' equity.  At December 31, 1996 and 1995, cost 
approximated market value for these treasury bills.

Mining Claims and Property

Costs of developing mining properties (upon completion of 
exploration) are capitalized.  Exploration costs are expensed as 
incurred.  When a mining property reaches the production stage, 
the related capitalized costs will be amortized using the units 
of production method on the basis of proven and probable ore 
reserves.  The Company's mining properties are periodically 
assessed for impairment of value and any losses are charged to 
operations at the time of impairment.  No mineral depletion 
provisions have been made since 1978 as a result of suspension of 
mining on the Company's properties.

Property and Equipment

Property and equipment are recorded at cost.  Major additions and 
improvements are capitalized while minor replacements, 
maintenance and repairs that do not increase the useful lives of 
the assets are expensed as incurred.  Provision for depreciation 
of property and equipment has been computed using the straight-
line method over estimated useful lives ranging from 3 to 20 
years.








							F-11



Income Taxes

The Company follows the provisions of SFAS No. 109, "Accounting 
for Income Taxes," which requires that income tax accounts be 
computed using the liability method.  Deferred taxes are 
determined based upon the estimated future tax effects of 
differences between the financial statement and tax bases of 
assets and liabilities given the provisions of currently enacted 
tax laws.

Net Loss Per Common Share

The Company's net loss per common share has been calculated based 
on the weighted average number of shares of common stock 
outstanding during the year.  Common stock equivalents were 
excluded from the calculation of the weighted average number of 
shares outstanding for the years ended December 31, 1996 and 1995 
because they were antidilutive, thereby decreasing the net loss 
per common share.

Pervasiveness of Estimates

The preparation of financial statements in conformity with 
generally accepted accounting principles requires management to 
make estimates and assumptions that affect the reported amounts 
of assets and liabilities and disclosure of contingent assets and 
liabilities at the date of the financial statements and reported 
amounts of revenues and expenses during the reporting period.  
Actual results could differ from those estimates.

Recent Accounting Pronouncement

During 1996, the Company adopted SFAS No. 121, "Accounting For 
The Impairment Of Long-Lived Assets And For Long-Lived Assets To 
Be Disposed Of."  The adoption of SFAS No. 121 had no impact on 
the Company's financial position or results of operations.

Reclassifications

Certain reclassifications have been made to the December 31, 1995 
consolidated financial statements in order to conform to the 
current year presentation.


(3)  	CAPITALIZATION

The Board of Directors of the Company has authorized the 
issuance, at the stockholders' option, of common stock in 
exchange for preferred stock on a share-for-share basis.  
Preferred shares obtained in the exchange are retired.  During 
1996 and 1995, 0 and 453 preferred shares, respectively, were 
exchanged for common shares.

The shares of preferred stock and common stock of the Company are 
equal in the right to receive dividends, to vote, and in all 
other respects except that upon liquidation the preferred shares 
are entitled to a preferential payment of $.50 per share.
							F-12
During the first quarter of 1995, the Company agreed to 
compensate its former president and chief operating officer (the 
"Former President") through cash and/or issuance of common stock 
at the Former President's election.  During
1995, the Company issued 3,000 shares of common stock to the 
Former President for services rendered.  The common stock was 
issued at an agreed-upon value of an average of $4.56 per share 
during 1995 which was below the market price of the Company's 
common stock for the period the services were rendered.  As a 
result, the Company recognized additional compensation expense of 
$5,625 in the accompanying 1995 consolidated statement of 
operations in connection with the issuance of these shares.  The 
additional compensation represents the difference between the 
market price of the Company's common stock during the period the 
services were rendered and the agreed-upon value per share.

During the year ended December 31, 1995, the Company issued 3,100 
shares of common stock to an entity as partial payment for 
professional services rendered in connection with environmental 
compliance consultation provided to the Company.  The shares were 
issued at a price equal to the market price of the common stock 
on the date of issuance.

During the year ended December 31, 1995, the Company issued 2,000 
shares of common stock to two employees as incentive compensation 
in exchange for previous services rendered.  The shares were 
issued at a price equal to the market price of the common stock 
on the date of issuance.


(4)	  STOCK OPTIONS

The Company applies APB Opinion 25 ("APB 25") and related 
interpretations in accounting for its stock-based compensation 
plans.  Accordingly, no compensation cost has been recognized for 
stock options granted to officers, directors and other key 
employees.  Had compensation cost been determined based on the 
fair value at the grant date for awards under its plans 
consistent with the method required by SFAS No. 123, the 
Company's net loss and loss per share would have been increased 
to the pro forma amounts indicated below:



    1996   
 
    1995  
  






Net loss:
As 
reported
$(1,518,093
)
$(1,294,59
4)


Pro forma
 
(2,819,793)
 
(1,294,594
)






Net loss per 
  common share:

As 
reported

$      (.26
)

$      (.2
5)


Pro forma
$      (.47
)
$      (.2
5)


The fair value of each option granted is estimated on the date of 
grant using the Black-Scholes option pricing model with the 
following weighted-average assumptions used for grants in 1996:  
Risk-free interest rate of 6.2 percent; expected dividend yields 
of 0 percent; expected lives of 10 years; expected volatility of 
42 percent.

Because the SFAS No. 123 method of accounting has not been 
applied to options granted prior to January 1, 1995, the 
resulting pro forma compensation cost may not be representative 
of that to be expected in future years.  

							F-13


Incentive Stock Options

In June 1982, the shareholders approved an Incentive Stock Option 
Plan (the "Plan") for key employees which provided for the 
Board of Directors to grant options to purchase up to 100,000 
shares of the Company's common stock.  The Plan expired in June 
1992.

During the year ended December 31, 1995, the Company loaned an 
officer and an employee $50,000 and $37,000, respectively, to 
facilitate their exercise of stock options issued under the Plan.  
The issuance of the loans to the employees created a new 
measurement date for financial reporting purposes.  The Company 
recorded deferred compensation of $75,000 (the difference between 
the market value of the stock and exercise price of the options 
on the date the loan was issued) in the accompanying 1995 
statement of shareholders' equity.  The deferred compensation is 
being amortized over the three-year life of the note receivable.  
During the years ended December 31, 1996 and 1995, $25,185 and 
$3,726 of expense related to the amortization of the deferred 
compensation was recognized in the accompanying statements of 
operations.

During the year ended December 31, 1995, two officers and an 
employee exercised a total of 75,000 options at exercise prices 
of $2.50 per share.

As of December 31, 1995, no incentive stock options remained 
outstanding under the Plan.

Nonqualified Stock Options

From time to time, the shareholders have approved the issuance of 
nonqualified stock options to officers, directors and a key 
employee.  The nonqualified stock options are immediately vested 
and must be exercised within ten years from the date of grant.

During 1996, the shareholders approved the granting of 
nonqualified stock options for the purchase of 120,000 shares of 
common stock to certain officers and directors of the Company.  
These options have an exercise price of $6.94 per share (which 
was the market price on the date of grant) and expire on December 
5, 2005.  During 1996, the shareholders approved the granting of 
nonqualified stock options for the purchase of 170,000 shares of 
common stock to certain officers and directors of the Company.  
These options have an exercise price of $7.00 per share (which 
was the market price on the date of grant) and expire on August 
7, 2006. 

							F-1


A summary of the status of the nonqualified stock options at 
December 31, 1996 and 1995 and changes during the years then 
ended is presented in the table and narrative below:


         1996      
   
         1995      
   




 Shares
 
Wtd. Avg.
Exercise
  Prices  


 Shares
 
Wtd. Avg.
Exercise
  Prices  







Outstanding at 
  beginning of 
year

320,000

$3.50

320,000

$3.50

Granted
290,000
6.97
-  
  -  

Exercised
-  
-  
-  
  -  

Forfeited
(60,000
)
3.50
-  
  -  


-------

-------


Outstanding at end 
  of year

550,000
 
5.33

320,000

3.50


=======

=======


Exercisable at end 
  of year

550,000

5.33

320,000

3.50


=======

=======








Weighted average 
fair
  value of options
  granted



4.49



-


Of the 550,000 options outstanding and exercisable at 
December 31, 1996, 260,000 have an exercise price of $3.50, with 
a weighted average remaining contractual life of 7.5 years.  The 
remaining 290,000 of the 550,000 options outstanding and 
exercisable at December 31, 1996 have exercise prices ranging 
between $6.94 and $7.00, with a weighted average exercise price 
of $6.97 and a weighted average remaining contractual life of 9.4 
years.
						





















							F-15


Other Stock Options

In addition to the incentive and nonqualified stock options 
previously discussed, the Company has granted stock options to 
investors and the executive director of Tintic at various times.  
A summary of the status of the nonqualified stock options at 
December 31, 1996 and 1995 and changes during the years then 
ended is presented in the table and narrative below:


         1996      
   
         1995      
   




 Shares
 
Wtd. Avg.
Exercise
  Prices 
 


 Shares
 
Wtd. Avg.
Exercise
  Prices  







Outstanding at 
  beginning of 
year

394,300

$6.63

599,300

$6.23

Granted
20,000
7.00
-  
  -  

Exercised
(175,00
0)
3.00
(105,00
0)
5.46

Forfeited
-  
-
(100,00
0)
5.46


-------

-------


Outstanding at 
end 
  of year

239,300

9.31

394,300

6.63


=======

=======


Exercisable at 
end 
  of year

239,300

9.31

394,300

6.63


=======

=======


Weighted average 
fair
  value of 
options
  granted



4.65



 -  


Of the 239,300 options outstanding and exercisable at 
December 31, 1996, 20,000 have an exercise price of $7.00, with a 
weighted average remaining contractual life of 9.6 years.  The 
remaining 219,300 of the 239,300 options outstanding and 
exercisable at December 31, 1996 have an exercise price of $9.52 
and a weighted average remaining contractual life of .8 years.

During the year ended December 31, 1996, the Company recorded 
compensation expense of $93,000 in the accompanying consolidated 
statement of operations for the options granted to Tintic's 
executive director.

















							F-16


(5)	  INCOME TAXES

The income tax provisions for 1996 and 1995 differ from the 
amounts computed by applying the statutory federal income tax 
rate to the loss before provision for income taxes as follows:


 1996 
 1995 





Statutory federal income
  tax rate

(35.0)%

(35.0)%

State income taxes, net
  of federal benefit

(3.3)%

(3.3)%

Nondeductible expenses
     -  %
     -  %

Valuation allowance 
38.3 %
38.3 %


-----
-----





Effective income tax rate
     -  %
     -  %


=====
=====



The tax effects of temporary differences and the related 
valuation allowance against the deferred income tax asset as of 
December 31, 1996 were as follows:

Deferred income tax assets:


  Net operating loss carryforward
$2,534,100

  Future deductible expenses related 
    to issuance of common stock 
options

187,021

  Acquisition costs capitalized for
    income tax purposes

69,838

  Other
1,836


----------




  Total deferred income tax assets
2,792,795

  Valuation allowance
(2,665,073)


----------

  Deferred income tax assets, net of
    valuation allowance

127,722




Deferred income tax liability:


  Tax over book depreciation
(1,318)

  Amortization of development costs
(126,404)


----------




Net deferred income taxes
$      -  


==========










							F-17


The Company has net operating loss carryforwards ("NOLs") for 
federal tax reporting purposes of $6,625,098.  The NOLs expire as 
follows:

	Year of Expiration	  Amount  

	1997	$   78,095
	1998	161,465
	1999	245,953
	2000	192,858
	2001	232,305
	2002	197,762
	2003	133,291
	2004	204,917
	2005	510,052
	2006	256,031
	2007	181,150
	2008	772,649
	2009	929,998
	2010	1,213,554
	2011	1,315,018
		----------

		$6,625,098 
		==========

The Tax Reform Act of 1986 contains provisions which limit net 
operating loss carryforwards available based upon certain changes 
in ownership.  In connection with the acquisition of South 
Standard during 1996, changes in the ownership of South Standard 
triggered limitations on all pre-existing net operating loss 
carryforwards.  Additionally, the South Standard net operating 
losses are available for use only by South Standard.  At December 
31, 1996, management estimates that approximately $270,000 of net 
operating loss carryforwards are limited to be used only by South 
Standard.  Of this amount, approximately $180,000 of these net 
operating loss carryforwards are available for use each year.  If 
the annual limited amount is not utilized in any particular year, 
it remains available on a cumulative basis through the expiration 
date.


(6)	  RELATED-PARTY TRANSACTIONS

As discussed in Note 4, the Company loaned $50,000 to an officer 
and $37,500 to an employee who are also shareholders of the 
Company.  The loan to the officer bears interest at the prime 
rate (8.25 percent at December 31, 1996) and interest is payable 
quarterly.  The loan to the employee is noninterest bearing.  The 
principal balance of both notes receivable is due on November 7, 
1998.  These notes receivable are secured by certain shares of 
the Company's common stock.







							F-18


(7)  	COMMITMENTS AND CONTINGENCIES

Environmental Matters

Prior to 1993, the Company leased its mining properties to other 
companies for operation, exploration and development.  Under the 
terms of the leases, these other companies were obligated to 
comply with all federal, state and local environmental laws and 
regulations affecting the mining industry.  All reclamation costs 
related to the Company's properties prior to 1993 are the 
responsibility of the prior operators (Lessees).  Management is 
not aware of any current environmental contamination and clean-up 
costs related to its mining properties resulting from activities 
subsequent to 1992.

Under the Company's agreement with Akiko and Korea Zinc, the 
Company, Akiko and Korea Zinc would become liable for 
environmental aspects of future operations on the Tintic 
properties.  Tintic will be required to apply for the necessary 
State of Utah permits ("permitting") in connection with various 
aspects of its development and future mining activities, 
including its plans for de-watering that portion of the Burgin 
ore body that is located beneath the water table.  Since no final 
plans will be formulated until additional work and studies at the 
Tintic properties have been completed, no assessment can be made 
at this time by the Company concerning potential issues that may 
be raised by the authorities regarding environmental laws with 
respect to the permitting.

Office Lease

The Company leased office space under a month-to-month operating 
lease until March 1997.  Lease payments were $1,554 per month.  
Total rent expense for office space was $18,654 during each of 
1996 and 1995.

In March 1997, the Company signed a long-term, noncancelable 
operating lease for its New York City office space.  The lease 
expires on May 31, 2001.  Lease payments are $1,850 per month.  
Future minimum lease payments under this lease are due as 
follows:

	Year ending December 31,	

	1997	$18,500
	1998	22,200
	1999	22,200
	2000	22,200
	2001	9,250
		-------

		$94,350
		=======





						F-19







REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Management Committee and Members
  of Tintic Utah Metals LLC:

We have audited the accompanying balance sheet of Tintic Utah 
Metals LLC (a Colorado limited liability corporation in the 
development stage) (the "Company") as of December 31, 1996, and 
the related statements of operations, members' capital and cash 
flows for the period from inception (July 17, 1996) to December 
31, 1996.  These financial statements are the responsibility of 
the Company's management.  Our responsibility is to express an 
opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted 
auditing standards.  Those standards require that we plan and 
perform the audit to obtain reasonable assurance about whether 
the financial statements are free of material misstatement.  An 
audit includes examining, on a test basis, evidence supporting 
the amounts and disclosures in the financial statements.  An 
audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating 
the overall financial statement presentation.  We believe that 
our audit provides a reasonable basis for our opinion. 

As discussed in Note 1, a substantial portion of the assets of 
the Company consist of investments in mining claims and 
properties for which significant additional development costs 
must be incurred to bring these properties into operation.  The 
realization of these investments is dependent upon the ability of 
the Company to obtain the required capital to complete the 
development of the mining properties. 

In our opinion, the financial statements referred to above 
present fairly, in all material respects, the financial position 
of Tintic Utah Metals LLC as of December 31, 1996 and the results 
of its operations and its cash flows for the period from 
inception (July 17, 1996) to December 31, 1996 in conformity with 
generally accepted accounting principles.



ARTHUR ANDERSEN LLP


Salt Lake City, Utah
  March 14, 1997			


							F-2


TINTIC UTAH METALS LLC
(A Development Stage Company)

BALANCE SHEET

AS OF DECEMBER 31, 1996






Contribut
ed
Fair 
Value 
Adjustment 
for
Historical
Predecessor
    Basis    

Historical
Predecesso
r
   Basis  
 

ASSETS









CURRENT ASSETS:




  Cash 
$   
862,239
$       -  
$  
 862,239

  Accounts receivable
11,708
-  
11,708


---------
--
-----------
----------
-


873,947
-  
873,947


---------
--
-----------
----------
-






MINING CLAIMS AND 
PROPERTIES
7,019,081
(2,024,127)
4,994,954


---------
--
-----------
----------
-

MACHINERY AND EQUIPMENT, 
less
  accumulated depreciation 
  of $1,694


13,551


-  


13,551


---------
--
-----------
----------
-







$ 
7,906,579
$(2,024,127)
$ 
5,882,452


=========
==
===========
==========
=







LIABILITIES AND MEMBERS' CAPITAL

CURRENT LIABILITIES:




  Accounts payable
$   
116,144
$       -  
$   116,144

  Accrued liabilities
38,595
-  
38,595

  
---------
--
-----------
-----------


154,739
-  
154,739


---------
--
-----------
-----------






COMMITMENTS AND 
CONTINGENCIES
  (Notes 1 and 4)









MEMBERS' CAPITAL
7,751,840
(2,024,127)
5,727,713


---------
--
-----------
-----------







$ 
7,906,579
$(2,024,127)
$ 5,882,452


=========
==
===========
===========










F-21


TINTIC UTAH METALS LLC
(A Development Stage Company)

STATEMENT OF OPERATIONS
FOR THE PERIOD FROM INCEPTION (JULY 17, 1996)

TO DECEMBER 31, 1996






REVENUES
$    -   










GENERAL AND ADMINISTRATIVE EXPENSES
(269,637)




OTHER INCOME, net
21,477


---------




NET LOSS
$(248,160)


=========





































F-22


TINTIC UTAH METALS LLC
(A Development Stage Company)

STATEMENT OF MEMBERS' CAPITAL

FOR THE PERIOD FROM INCEPTION (JULY 17, 1996)

TO DECEMBER 31, 1996








Contributed
Fair Value 
Adjustment 
for
Historical
Predecessor
     Basis   
 

Historical
Predecesso
r
   Basis  
 






Balance at inception
  (July 17, 1996)

$       -  

$       -  

$       -  






  Contribution of mining 
    property and 
equipment

6,000,000

(2,024,127)

3,975,873






  Contribution of cash
2,000,000
-  
2,000,000






  Net loss incurred 
during
    the development 
stage

(248,160)

-  

(248,160)


-----------
-----------
----------
-






Balance at December 31, 
1996
$ 7,751,840
$(2,024,127)
$ 
5,727,713


===========
===========
==========
=























F-23

The accompanying notes to financial statements are an integral 
part of this statement.


TINTIC UTAH METALS LLC
(A Development Stage Company)

STATEMENT OF CASH FLOWS

FOR THE PERIOD FROM INCEPTION (JULY 17, 1996)

TO DECEMBER 31, 1996

Increase (Decrease) in Cash


CASH FLOWS FROM OPERATING ACTIVITIES:


  Net loss
$  (248,160)

  Adjustments to reconcile net loss to net 
cash used
    in operating activities-


      Depreciation
1,694

        Change in assets and liabilities-


          Increase in accounts receivable
(11,708)

          Increase in accounts payable and 
            accrued liabilities

154,739


-----------




              Net cash used in operating 
activities
(103,435)


-----------

CASH FLOWS FROM INVESTING ACTIVITIES:


  Purchase of machinery and equipment
(15,245)

  Mining property development costs
(1,019,081)


-----------




              Net cash used in investing 
activities
(1,034,326)


-----------




CASH FLOWS FROM FINANCING ACTIVITIES:


  Member capital contributions
2,000,000


-----------




              Net cash provided by financing 
activities
2,000,000


-----------




NET INCREASE IN CASH
862,239




CASH AT BEGINNING OF PERIOD
-  


-----------




CASH AT END OF PERIOD
$   862,239


===========


  SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING 
ACTIVITIES:

    In connection with the formation of the Company, Chief 
Consolidated Mining 
      Company contributed mining properties and machinery and 
equipment with a
      contributed fair value of $6,000,000 (historical basis of 
$3,975,873) to 
      the Company in exchange for 50 percent interest in the 
Company.






							F-24
The accompanying notes to financial statements are an integral 
part of this statement.


TINTIC UTAH METALS LLC

(A Development Stage Company)

NOTES TO FINANCIAL STATEMENTS



(1)	FORMATION OF JOINT VENTURE AND NATURE OF OPERATIONS

Tintic Utah Metals LLC (the "Company") was organized in 
the state of Colorado in connection with a operating 
agreement signed on July 17, 1996 between Chief Consolidated 
Mining Company ("Chief"), Akiko Resources (Utah) Inc. 
("Akiko") (a subsidiary of Akiko Gold Resources Ltd.) and 
KZ Utah, Inc. ("Korea Zinc") (a subsidiary of Korea Zinc 
Company, Ltd.).

Under the operating agreement, Chief received a 50 percent 
vested membership interest and Akiko and Korea Zinc will, 
upon making the required cash capital contributions, each 
receive a 25 percent vested membership interest in the 
Company.  In exchange for its 50 percent membership 
interest, Chief contributed approximately 8,700 acres of 
patented mining property and related mining equipment to the 
Company (which had an agreed upon fair value of $6,000,000 
and an historical basis of $3,975,873).  Akiko and Korea 
Zinc were each obligated to contribute $3,000,000 in cash to 
the Company prior to August 31, 1998, at which time they 
would receive their membership interests.  On March 11, 
1997, Chief, Akiko and Korea Zinc entered into an amendment 
of the Tintic operating agreement.  The amendment provides 
for Akiko and Korea Zinc to vest in their interests in 
Tintic as they contribute the $6,000,000 to Tintic in 
accordance with an agreed upon time schedule.  Korea Zinc 
will vest its 25 percent membership interest in the Company 
upon contribution of its remaining $1,000,000 cash 
obligation.  Akiko will vest 8.33 percent of its membership 
interest each time it contributes $1,000,000 to the Company.  
The amendment also provides that if Akiko does not make 
timely contributions to Tintic, Korea Zinc can make the 
required contribution and increase its membership interest 
in Tintic accordingly, so long as Korea Zinc has paid in its 
full $3 million contribution.  If Korea Zinc does not make a 
contribution to Tintic that was originally scheduled to be 
made by Akiko, then Korea Zinc and Akiko are deemed to have 
relinquished any further right to acquire additional 
membership interest in Tintic and Chief's membership 
interest would increase correspondingly.

The Company owns approximately 8,500 acres of patented 
mining property in the Tintic Mining District in Utah County 
and Juab County, Utah.  Additionally, the Company owns 
unpatented mining claims covering approximately 200 acres in 
the vicinity of its patented properties.  The Company's 
primary objective is to bring the Burgin Mine back into 
production.  Since the date of inception, the Company has 
continued the development of the Burgin ore body that was 
previously conducted by Chief.  In addition, as 
circumstances permit, the Company anticipates conducting 
further exploration and potentially acquiring additional 
mineral properties in the Tintic Mining District.




						F-25

The Company is in the development stage and has not 
generated any operating revenues to date.  There can be no 
assurance of future revenues.  The developmental nature of 
the Company's activities is such that inherent risks exist 
in the Company's operations.  The Company's unrecovered 
investment in mining claims and properties is $7,019,081 as 
of December 31, 1996 representing approximately 89 percent 
of total assets (at contributed fair value).  The Company's 
operating and investing activities used $1,137,761 of cash 
during the period from inception to December 31, 1996.  
Significant additional development costs must be incurred to 
bring the Company's mining properties with proven and 
probable reserves into operation.  Akiko and Korea Zinc are 
obligated to contribute an additional $3,000,000 and 
$1,000,000 in cash, respectively, to fund the continued 
operations of the Company.  Successful future operations are 
dependent upon (among other factors) the continued funding 
by the Company members, obtaining necessary regulatory 
approvals, successful completion of a bankable feasibility 
study and obtaining necessary debt or equity funding.


(2)	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Mining Claims and Property

Costs of developing mining properties (upon completion of 
exploration) are capitalized.  Exploration costs are 
expensed as incurred.  When a mining property reaches the 
production stage, the related capitalized costs are 
amortized using the units of production method on the basis 
of proven and probable ore reserves.  The Company's mining 
properties are assessed for impairment of value and any 
losses are charged to operations at the time of impairment.  

Machinery and Equipment

Machinery and equipment are recorded at cost.  Major 
additions and improvements are capitalized while minor 
replacements, maintenance and repairs that do not increase 
the useful lives of the assets are expensed as incurred.  
Provision for depreciation of machinery and equipment has 
been computed using the straight-line method over estimated 
useful lives ranging from 3 to 10 years.

Reclamation Costs

Reclamation costs are accrued and expensed, principally by 
the units-of-production method based on estimated proven and 
probable ore reserves.  
Reclamation liabilities are expensed upon determination.

Income Taxes

Federal and state income tax regulations require that the 
income of a limited liability corporation be included in the 
tax returns of the members; accordingly, there are no 
liabilities or provisions for income taxes recorded in the 
accompanying financial statements.

Pervasiveness of Estimates

The preparation of financial statements in conformity with 
generally accepted accounting principles requires management 
to make estimates and assumptions that affect the reported 
amounts of assets and liabilities
					F-26

and disclosure of contingent assets and liabilities at the 
date of the financial statements and reported amounts of 
revenues and expenses during the reporting period.  Actual 
results could differ from those estimates.

Recent Accounting Pronouncement

During 1996, the Company adopted Statement of Financial 
Accounting Standards ("SFAS") No. 121, "Accounting For 
The Impairment Of Long-Lived Assets and for Long-Lived 
Assets to be Disposed Of."  The adoption of SFAS No. 121 
did not have any impact on the Company's financial position 
or results of operations.


(3)  ENVIRONMENTAL MATTERS

Under the operating agreement, Chief has indemnified the 
Company from liabilities resulting from any activities 
carried on by or on behalf of Chief on the contributed 
properties prior to September 30, 1995.  The Company is 
responsible for environmental aspects of operations 
subsequent to September 30, 1995 on the Company's 
properties.  The Company will be required to apply for the 
necessary State of Utah permits ("permitting") in 
connection with various aspects of its development and 
future mining activities, including its plans for de-
watering that portion of the Burgin ore body that is located 
beneath the water table.  Since no final plans will be 
formulated until additional work and studies at the 
Company's properties have been completed, no assessment can 
be made at this time by the Company concerning potential 
issues that may be raised by the authorities regarding 
environmental laws in connection with the permitting.  The 
Company cannot estimate the future costs associated with 
compliance with the permits or related laws and regulations.


(4)  COMMITMENTS

Vehicle Lease

The Company leased a vehicle under a noncancelable operating 
lease through October 1999.  The lease payments on the 
vehicle are $285 per month and the remaining obligation as 
of December 31, 1996 was $9,405 to be paid as follows:

Year ending December 
31, 





	1997
$3,420

	1998
3,420

	1999
2,565


------





$9,405


======




						F-27


















 





The accompanying notes to consolidated financial statements
 are an integral part of this consolidated balance sheet.


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








The accompanying notes to financial statements
 are an integral part of this balance sheet.




The accompanying notes to financial statements
 are an integral part of this statement.




The accompanying notes to financial statements
 are an integral part of this statement.