UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

[_]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT


                         FOR QUARTER ENDED September 30, 2007

                        Commission file number: 000-30651
                                                ---------

                            INDUSTRIAL MINERALS, INC.
                      -----------------------------------
             (Exact name of Registrant as Specified in its Charter)


       Delaware                                          11-3763974
-----------------------                      ----------------------------------
(State of Incorporation)                    (I.R.S. Employer Identification No.)


     2904 South Sheridan Way, Suite #100, Oakville, Ontario, Canada L6J 7L7
                    -----------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (905)-829-0220
                   -----------------------------------------
               Registrant's telephone number, including area code

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                                        Yes [X] No [_]

     Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).

                                        Yes [_] No [X]

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of the latest practicable date:

     As of October 19, 2007 the number of shares outstanding of the registrant's
only class of common stock was 135,529,667

     Transitional Small Business Disclosure Format (Check one):

                                        Yes [_] No [X]


<PAGE>

                                TABLE OF CONTENTS

                                                                           PAGE
PART I - FINANCIAL INFORMATION
Item 1.  Financial Statements  ..............................................1

         Consolidated Balance Sheets as of September 30, 2007
         (unaudited) and December 31, 2006 (audited).........................2

         Consolidated Statements of Operations (unaudited) for the three
         month and nine month period ended September 30, 2007 and 2006 and
         for the period November 6, 1996 (date of inception), to September
         30, 2007............................................................3

         Consolidated Statements of Cash Flows (unaudited) for the nine
         month period ended September 30, 2007 and 2006 and for the period
         November 6, 1996 (date of inception) to September 30, 2007 .........4

         Notes to Consolidated Financial Statements (unaudited) .............6

Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations .............................................10

Item 3.  Controls and Procedures .......................................... 14

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings .................................................14

Item 2.  Unregistered Sales of Equity Securities and Use of ................15

Item 3.  Defaults upon Senior Securities....................................15

Item 4.  Submission of Matters to a Vote of Security Holders ...............15

Item 5.  Other Information  ................................................15

Item 6.  Exhibits and Reports on Form 8K ...................................16


Signatures..................................................................17

<PAGE>


PART I.    FINANCIAL INFORMATION

Item 1.   FINANCIAL STATEMENTS

For financial information, please see the financial statements and the notes
thereto, attached hereto and incorporated by this reference.

The financial statements have been adjusted with all adjustments which, in the
opinion of management, are necessary in order to make the financial statements
not misleading.

The financial statements have been prepared by Industrial Minerals, Inc. without
audit pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnotes disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted as allowed by such rules and
regulations, and management believes that the disclosures are adequate to make
the information presented not misleading. These financial statements include all
the adjustments which, in the opinion of management, are necessary for a fair
presentation of financial position and results of operations. All such
adjustments are of a normal and recurring nature. These financial statements
should be read in conjunction with the audited financial statements at December
31, 2006, included in the Company's Form 10-KSB.



                                       1

<PAGE>
<TABLE>
<CAPTION>

                            INDUSTRIAL MINERALS, INC.
                                 And Subsidiary
                         (An Exploration Stage Company)
                           CONSOLIDATED BALANCE SHEET
                    September 30, 2007 and December 31, 2006



                                                              Sept 30,     December 31
                                                               2007           2006
                                                            (Unaudited)     (Audited)
                                                            -----------    -----------
<S>                                                         <C>            <C>
CURRENT ASSETS
     Cash                                                   $    55,941    $     6,759
     Receivables                                                 27,040             --
     Prepaid expenses                                             2,408             --
     Deposits                                                    12,480         10,000
                                                            -----------    -----------
        Total Current Assets                                     97,869         16,759

LONG-TERM DEPOSITS                                              230,000        230,000

FIXED ASSETS
     Building and Equipment                                   2,388,876      2,180,640
     Less accumulated depreciation                             (842,976)      (699,790)
                                                            -----------    -----------
                                                              1,545,900      1,480,850
                                                            -----------    -----------

                                                            $ 1,873,769    $ 1,727,609
                                                            ===========    ===========
CURRENT LIABILITIES
     Accounts payable                                       $   123,590    $   110,710
     Accrued interest payable                                    41,652         25,488
     Loans payable                                              200,796        185,176
     Due to related party                                        25,000         18,018
     Mortgage payable, due within one year                       11,837         10,413
                                                            -----------    -----------
        Total Current Liabilities                               402,875        349,805

OTHER LIABILITIES
     Asset retirement obligations                               230,000             --
     Accrued interest payable                                        --         13,282
     Loans payable                                              677,492        599,495
                                                            -----------    -----------
                                                              1,310,367        612,777
                                                            -----------    -----------

STOCKHOLDERS' EQUITY
     Common stock, 200,000,000 shares authorized, $0.0001
        par value; 135,529,667 and 118,043,776 shares
        issued and outstanding, respectively                     13,550         11,801
     Additional paid-in capital                               8,269,139      6,142,882
     Common stock subscriptions                                (261,611)            --
     Accumulated Other Comprehensive Loss                      (105,985)            --
     Deficit accumulated during exploration stage            (7,351,691)    (5,389,656)
                                                            -----------    -----------

     TOTAL STOCKHOLDERS' EQUITY                                 563,402        765,027
                                                            -----------    -----------

                                                            $ 1,873,768    $ 1,727,609
                                                            ===========    ===========
</TABLE>

          See accompanying notes to consolidated financial statements

                                       2

<PAGE>
<TABLE>
<CAPTION>

                            INDUSTRIAL MINERALS, INC.
                         (An Exploration Stage Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 (Unaudited) Three and Nine Month periods ended
         from November 6, 1996 (date of inception) to September 30, 2007

                                                                                                                  Period from
                                                                                                                  November 6,
                                                                                                                     1996
                                                                                                                 (Inception of
                                                          Three Months Ended          Nine Months Ended         Exploration Stage)
                                                             September 30,               September 30,                 To
                                                     ---------------------------  ---------------------------     September 30,
                                                         2007            2006         2007           2006             2007
                                                     -------------  ------------  ------------  -------------    ------------
<S>                                                  <C>            <C>           <C>           <C>              <C>
REVENUE                                              $          --  $         --  $         --  $       3,040    $     19,337
                                                     -------------  ------------  ------------  -------------    ------------
EXPENSES
      Cost of Revenue                                           --            --            --         10,700          86,902
      Professional fees                                      5,783        54,635        44,130        170,962       1,528,650
      Royalty fees                                          14,301        13,144        27,000         24,838         125,054
      Depreciation and amortization                         59,993        59,128       173,185        156,439         925,248
      Impairment of long-lived assets                           --            --            --             --         582,176
      Loss on disposal of assets                                --            --        11,920         54,251          66,171
      Stock compensation expense                           139,518            --       286,245             --         286,245
      Management fees and salaries                         284,187        27,571       933,883        230,468       1,880,257
      General exploration expense                          268,055            --       268,055             --         268,055
      Other general and administrative                      71,111        53,735       266,030        313,347       4,419,064
                                                     -------------  ------------  ------------  -------------    ------------
          TOTAL EXPENSES                                   842,948       208,213     2,010,448        961,005      10,167,822
                                                     -------------  ------------  ------------  -------------    ------------

LOSS FROM OPERATIONS                                      (842,948)     (208,213)   (2,010,448)      (957,965)    (10,205,043)

OTHER INCOME (EXPENSE)
      Interest income                                           --            --            --            244           3,172
      Gain from extinguishment of debt                          --            --            --             --       1,047,634
      Foreign currency gain (loss)                         104,972            --        48,414             --          48,414
      Other income                                              --            --            --             --             594
                                                     -------------  ------------  ------------  -------------    ------------
          TOTAL OTHER INCOME                               104,972            --        48,414            244       1,099,814

LOSS FROM OPERATIONS                                      (737,976)     (208,213)   (1,962,034)      (957,721)     (9,105,229)

INCOME TAXES                                                    --            --            --             --              --
                                                     -------------  ------------  ------------  -------------    ------------

NET LOSS                                                  (737,976)     (208,213)   (1,962,034)      (957,721)     (9,105,229)
                                                     =============  ============  ============  =============    ============

      NET LOSS PER SHARE, BASIC AND DILUTED                  (0.01) $      (0.00) $      (0.02) $       (0.01)
                                                     =============  ============  ============  =============

WEIGHTED AVERAGE NUMBER OF COMMON
      STOCK SHARES OUTSTANDING, BASIC AND DILUTED:     133,365,233   118,043,776   124,311,554    115,840,870
                                                     =============  ============  ============  =============
</TABLE>

          See accompanying notes to consolidated financial statements

                                       3

<PAGE>
<TABLE>
<CAPTION>

                            INDUSTRIAL MINERALS, INC.
                         (An Exploration Stage Company)
                CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                   Nine Month period ended September 30, 2007
             and 2006 and for the period from November 6, 1996 (Date
                       of Inception) to September 30, 2007

                                                                                           Period from
                                                                                           November 6,
                                                                                              1996
                                                                                          (Inception of
                                                                Nine Months Ended        Exploration Stage)
                                                                   September 30,                To
                                                           ----------------------------    September 30,
                                                               2007             2006           2007
                                                           ------------    ------------    ------------
<S>                                                        <C>             <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net loss                                              $ (1,962,034)   $   (957,721)   $ (9,048,671)
     Adjustments to reconcile net loss
        to net cash used by operating activities:
             Depreciation                                       173,185         156,439         916,956
             Provision for bad debts                                 --              --          49,676
             Stock issued for services                          636,817              --       1,051,423
             Stock compensation                                 286,245              --         286,245
             Impairment of long-lived assets                         --              --         297,882
             Loss on disposal of assets                          11,920          54,251          66,170
             Gain on extinguishment of debt                          --              --      (1,047,634)
             Changes in:
                 Receivables                                    (27,040)         35,158         (31,210)
                 Inventory                                           --              --          (5,527)
                 Prepaid expenses                                (2,408)         16,895          (2,948)
                 Deposits                                        (2,480)             --         (12,480)
                 Accounts payable and accrued expenses           12,881          97,455         (34,839)
                 Accrued interest payable                         2,882          38,274         309,934
                 Due to related parties                           6,982         132,752         666,888
                                                           ------------    ------------    ------------
     Net cash used in operating activities                     (863,050)       (426,497)     (6,538,135)

CASH FLOWS FROM INVESTING ACTIVITY
        Purchase of building and equipment                      (38,235)         (4,049)     (2,116,266)
        Investment in Multiplex                                      --              --         (75,000)
        Acquisition of goodwill                                      --              --        (149,057)
        Loan to related party                                        --              --         (50,000)
        Loan repayments                                              --              --           4,493
        Long-term deposits                                           --              --        (159,600)
        Proceeds from sale of assets                             18,080              --          18,080
                                                           ------------    ------------    ------------
     Net cash used in investing activities                      (20,155)         (4,049)     (2,527,350)

CASH FLOWS FROM FINANCING ACTIVITIES:
        Net proceeds from sale of common stock                  943,283          69,660       3,634,545
        Net proceeds from loans payable                              --         328,043       7,248,939
        Loan repayments                                         (10,000)        (11,431)     (1,771,717)
        Proceeds from mortgage                                       --              --          17,000
        Principal payments on mortgage                             (894)         (2,388)         (7,481)
        Cash acquired in acquisition of Peanut Butter &
        Jelly, Inc.                                                  --              --             140
                                                           ------------    ------------    ------------
     Net cash provided by financing activities                  932,388         383,884       9,121,426
                                                           ------------    ------------    ------------


NET INCREASE (DECREASE) IN CASH                                  49,182         (46,662)         55,941


Cash, beginning of period                                         6,759          83,300              --
                                                           ------------    ------------    ------------

Cash, end of period                                        $     55,941    $     36,638    $     55,941
                                                           ============    ============    ============
SUPPLEMENTAL CASH FLOW DISCLOSURES:

     Interest paid                                         $         --    $      4,411    $      4,524
                                                           ============    ============    ============
     Income taxes paid                                     $         --    $         --    $         --
                                                           ============    ============    ============

     Non-cash investing and financing activities:
        Shares issued for debt                                       --       1,761,716      11,437,279
                                                           ============    ============    ============

        Shares issued for services                              636,817              --       1,051,423
                                                           ============    ============    ============

        Shares issued for investment                                 --              --         200,030
                                                           ============    ============    ============

        Shares issued for accrued interest                           --         115,026         651,702
                                                           ============    ============    ============

        Long term deposits financed by accounts payable              --              --          70,400
                                                           ============    ============    ============

     Property costs financed by issuance of common stock             --              --          30,000
                                                           ============    ============    ============

     Equipment financed by:
        Accounts payable                                             --              --         200,000
                                                           ============    ============    ============
        Issuance of common stock                                     --              --           5,000
                                                           ============    ============    ============
</TABLE>

          See accompanying notes to consolidated financial statements

                                       4

<PAGE>

                            INDUSTRIAL MINERALS, INC.
                                 AND SUBSIDIARY
                         (An Exploration Stage Company)
                   Notes to Consolidated Financial Statements
               Nine month period ended September 30, 2007 and 2006


NOTE 1 - BASIS OF PRESENTATION

The financial statements have been prepared in accordance with generally
accepted accounting principles for the interim financial information with the
instructions to Form 10-QSB and Rule 10-01 of Regulation S-X. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of the Company's management, all adjustments (consisting of only normal
accruals) considered necessary for a fair presentation have been included.

We translate all assets and liabilities using period-end exchange rates. We
translate statements of operations items using average exchange rates for the
period. We record the resulting translation adjustment within accumulated other
comprehensive loss, a separate component of stockholders' equity. We recognize
foreign currency transaction gains and losses in our consolidated statements of
operations, including unrealized gains and losses on short-term inter-company
obligations using period-end exchange rates. We recognize unrealized gains and
losses on long-term inter-company obligations within accumulate other
comprehensive loss, a separate component of stockholders' equity.

We recognize exchange gains and losses primarily as a result of fluctuations in
currency rates between the U.S. dollar (the functional reporting currency) and
the Canadian dollar (currencies of our subsidiaries), as well as their effect on
the dollar denominated inter-company obligations between us and our foreign
subsidiaries. All inter-company balances are revolving in nature and we do not
deem them to be long-term balances. For the three months ended September 30,
2007 and 2006, we recognized foreign currency gain of $104,972 and $0,
respectively. For the nine months ended September 30, 2007 and 2006, we
recognized foreign currency gain of $48,414 and $0 respectively.

For further information, refer to the financial statements and notes thereto
included in the Company's Annual Report on Form 10KSB for the year ended
December 31, 2006.

The Company's fiscal year-end is December 31.

NOTE 2 - ACCOUNTING POLICIES

This summary of significant accounting policies of Industrial Minerals, Inc. is
presented to assist in understanding the Company's financial statements. The
financial statements and notes are representations of the Company's management,
which is responsible for their integrity and objectivity. These accounting
policies conform to accounting principles generally accepted in the United
States of America and have been consistently applied in the preparation of the
financial statements.

Recently Issued Accounting Standards
------------------------------------

In September 2006, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard ("SFAS) NO.157, "Fair Value
Measurements". SFAS 157 defines fair value, establishes a framework for
measuring fair value, and expands disclosures about fair value measurements.
SFAS 157 is effective as of the beginning of the first fiscal year that begins
after November 15, 2007. As such, the Company is required to adopt these
provisions at the beginning of the fiscal year ended December 31, 2008. The
Company is currently evaluating the impact of SFAS 157 on its consolidated
financial statements.

                                       5
<PAGE>

In February 2007, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard ("SFAS") No. 159, "The Fair Value
Option for Financial Assets and Financial Liabilities, including an amendment of
FASB Statement NO. 115. SFAS 159 permits entities to choose to measure many
financial instruments and certain other items at fair value at specified
election dates. This Statement applies to all entities, including not-for-profit
organizations. SFAS 159 is effective as of the beginning of an entity's first
fiscal year that begins after November 14, 2007. As such, the Company is
required to adopt these provisions at the beginning of the fiscal year ended
December 31, 2008. The Company is currently evaluating the impact of SFAS 159 on
its consolidated financial statements.

Basic and Diluted Loss Per Share
--------------------------------
Loss per share was computed by dividing the net loss by the weighted average
number of shares outstanding during the period. The weighted average number of
shares was calculated by taking the number of shares outstanding and weighting
them by the amount of time that they were outstanding. Basic and diluted loss
per share are the same, as inclusion of common stock equivalents would be
anti-dilutive.

Going Concern
-------------
The accompanying financial statements have been prepared on a going concern
basis, which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business. The Company has suffered material
recurring losses from operations since inception. At September 30, 2007, the
Company had a negative working capital of $305,006, recurring losses, and an
accumulated deficit of $7,457,676 and negative cash flow from operations. These
factors raise substantial doubt about the Company's ability to continue as a
going concern.

Continuation of the Company is dependent on achieving sufficiently profitable
operations and possibly obtaining additional financing. Management has and is
continuing to raise additional capital from various sources. The Company's
website contains all news releases in the past year as well as detailed
descriptions and analysis of the Company's mineral property. There can be no
assurance that the Company will be successful in raising additional capital as
and when it is required.

The financial statements do not include any adjustment relating to the
recoverability and classification of assets and liabilities that might be
necessary should the Company be unable to continue as a going concern.

NOTE 3 - ORGANIZATION

The Company was incorporated on November 6, 1996, as Winchester Mining
Corporation in the State of Delaware. On May 13, 2000, in connection with its
merger with Hi-Plains Energy Corp. the Company changed its name from Winchester
Mining Corporation to PNW Capital, Inc. On January 31, 2002, the Company
acquired 91% of the outstanding shares of Industrial Minerals, Inc. On May 2,
2002, the Company merged the remaining 9% of Industrial Minerals, Inc. into PNW
Capital, Inc. and changed its name to Industrial Minerals, Inc.

NOTE 4 - PRESENTATION OF INTERIM INFORMATION

The accompanying interim financial statements have been prepared in accordance
with accounting principles generally accepted in the United States of America
and, in the opinion of management, include all normal adjustments considered
necessary to present fairly the financial position as of September 30, 2007 and
the results of operations and cash flows for the three and nine month period
ended September 30, 2007 and 2006. Interim results are not necessarily
indicative for results for a full year.


                                       6
<PAGE>
The financial statements and notes are presented as permitted by Form 10-QSB,
and do not include information included in the Company's audited financial
statements and notes for the year ended December 31, 2006.

FINANCING

During the nine-month period ending September 30, 2007 the Company has been able
to secure equity financing in the amount of $1,204,894, from non-affiliated
shareholders. Included in this equity financing is $261,611 not received until
October 16, 2007.

NOTE 5 - RECLASSIFICATION

Certain amounts in prior year financial statements have been reclassified to
conform to the current year information.

NOTE 6 - COMMON STOCK OPTIONS AND WARRANTS

The Board of Directors have authorized creation of a stock option plan and the
issuance of options in the amount of 20,450,000 shares at various prices and for
periods of one to four years. The purpose of the Plan is to advance the business
and development of the Company and its shareholders by enabling employees,
officers, directors, and independent contractors or consultants of the Company
the opportunity to acquire a proprietary interest in the Company from the grant
of options to such persons under the Plans' terms. The Plans provide that the
Company's board of directors may exercise its discretion in awarding options
under the Plan and to determine the per share option price for the stock subject
to each option.

The Company adopted SFAS 123, "Accounting for Stock-Based Compensation",
effective April 1, 2007. Compensation cost for the Company's stock option plans
had been determined in accordance with the fair value based method prescribed is
SFAS 123. The fair value of option grants is estimated on the date of grant
utilizing the Black-Scholes option pricing model.

The fair value of each option grant is estimated on the date of the grant using
the Black-Scholes option-pricing model with the following weighted average
assumptions used for option granted during the nine months ended September 30,
2007: expected volatility of 86.78%; risk-free interest rate 4%; and an expected
life of up to 4 years.

The following table summarizes stock option activity for the three months ended
September 30, 2007:
<TABLE>
<CAPTION>


                               Number of securities to be    Weighted-average        Weighted
Equity compensation plans                issued               exercise price          Average
 not approved by security           upon exercise of          of outstanding           Fair
         holders                   outstanding options           options               Value
---------------------------    ----------------------------  -----------------    ----------------
<S>             <C> <C>                                  <C>          <C>                   <C>
Outstanding Dec 31, 2006                                 0            $  0.00               $0.00
Granted                                         20,450,000            $ 0.106               $0.09
Exercised                                                0            $  0.00               $0.00
Cancelled or expired                                     0            $  0.00               $0.00
                               ----------------------------                       ----------------
Total                                           20,450,000
                               ============================
                                                   450,000
Exercisable
</TABLE>


                                       7
<PAGE>

In April, 2007, the Company granted options of 4,000,000 shares to a Director,
vesting at 1,000,000 annually starting April 3, 2008, at market price on grant
date, and 1,000,000 shares to another Director, vesting at 250,000 annually
starting April 3, 2008, at market price on grant date. Another Director was
granted options of 2,000,000 shares, vesting at 500,000 shares per year starting
April 3, 2008 at a price of $0.10 per share. These options expire April 3, 2013.

In April, 2007, the Company also granted options of 13,200,000 to officers and
an advisor to the Board of Directors, vesting at 1,333,333 annually for three
years on 12,000,000 options granted, and 1,200,000 options fully vested on July
1, 2008. This option is for two years at a price of $0.20 per share. The options
amounting to 12,000,000 shares are at a price of $0.10 per share and are for a
period of three years.

Using the Black-Scholes option pricing model, the Company had stock compensation
expense for the nine months ending September 30, 2007 of $286,245. There remains
a balance of $608,818 to be expensed over the vesting period of the options.

During the nine months ending September 30, 2007, the Company completed five
private placement financings. The first was to a single investor for 910,000
units at $0.10 per unit. Each unit consists of one share of common stock and one
common stock purchase warrant entitling the owner to acquire an additional share
of common stock at $0.10 per share on or before April 3, 2009.

The second private placement was completed with Yukon Gold Corporation Inc for
5,000,000 units at $0.05 per unit. Each unit consists of one share of common
stock and one common stock purchase warrant entitling the owner to acquire an
additional share of common stock at $0.05 per share, on or before April 3, 2008.

The third private placement was completed with Wellington West Capital Inc for
$500,000 (net) for 3,333,333 common shares. This broker-dealer financing was
completed with 30 accredited investors at $0.16 per share less a commission of
$0.01 per share for a net of $0.15 per share. There are also 500,000 broker
warrants exercisable at $0.16 per share to April 27, 2009.

The fourth private placement was completed July 3, 2007 with a single investor
for 335,000 common shares at $0.16 per share for $53,560.

The fifth private placement was completed with Wellington West Capital Inc for
$261,611 (net) for 1,538,891 common shares. This broker-dealer financing was
completed with 12 investors at $0.18 per share less a commission of $0.01 per
share for a net of $0.17 per share.


                                       8
<PAGE>
Note 7 - ASSET RETIREMENT OBLIGATION

SFAS No. 143 "Accounting for Asset Retirement Obligations" (ARO) addresses
financial accounting and reporting obligations associated with the retirement of
tangible long-lived assets and the associated asset retirement costs. SFAS No
143 requires that the fair value of a liability for an ARO be recognized in the
period in which it is incurred and the corresponding cost capitalized by
increasing the carrying amount of the long-lived asset.

In March 2005, the FASB issued interpretation 47, "Accounting for Conditional
Assets Retirement Obligations (FIN 47). This interpretation clarifies the term
conditional asset retirement obligation as used in SFAS No 143. Conditional
asset retirement obligation refers to a legal obligation to perform as asset
retirement activity in which the timing and/or method of settlement are
conditional on a future event that may or may not be within the control of the
entity. Accordingly, an entity is required to recognize a liability for the fair
value of a conditional asset retirement obligation if the fair value of the
liability can be reasonably estimated. In conjunction with FIN 47, an ARO
liability of $230,000 has been recorded and the capitalized costs are included
in "Property and Equipment".

NOTE 8 - SUBSEQUENT EVENT

On October 16, 2007, the Company completed the private placement with Wellington
West Capital Inc. for 1,538,891 shares at $0.17 per share (net) for a total
consideration of $261,611.

NOTE 9 - COMMITMENTS AND CONTINGENCIES

Operating Lease
---------------

Effective August 1, 2007, the Company leased office facilities in Oakville
Ontario for a three year period expiring July 31, 2010 that provides for monthly
payments of approximately $2,350 in U.S. dollars.



                                       9

<PAGE>



Item 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
        RESULTS OF OPERATIONS

OVERVIEW

     Industrial Minerals, Inc. ("the Company"), a Delaware Corporation, was
incorporated on November 6, 1996 under the name Winchester Mining Corp. The name
of the Company was subsequently changed to PNW Capital, Inc. on May 16, 2000.

     The Company is a successor registrant pursuant to Section 12(g)3 of the
Securities Exchange Act of 1934, by virtue of a statutory merger of the Parent,
Winchester Mining Corp., a Delaware corporation, and its wholly owned
subsidiary, Hi-Plains Energy Corp., a Wyoming corporation, with Winchester
Mining Corporation being the survivor. There was no change to the issued and
outstanding shares of Winchester Mining Corporation, and all shares of Hi-Plains
Energy Corp. were retired by virtue of the merger.

     On May 15, 2000, Winchester Mining Corp. completed a Share Purchase
Agreement with shareholders of Hi-Plains Energy Corp. in which Winchester Mining
Corp., a Delaware Corporation, acquired all 780,000 shares outstanding of the
Registrant for the purposes of accomplishing a Merger of Hi-Plains Energy Corp.
and Winchester Mining Corp. The Merger was completed on May 15, 2000.

     In fall of 2000 the Company acquired 100% of the issued and outstanding
stock of PB&J Inc., a newly formed Colorado Corporation upon issuance of
47,460,000 shares of common stock to the principals of PB&J, who became the
management and Directors of PNWC.

     On December 14, 2001, the shareholders adopted a reverse split of the then
issued and outstanding shares on a 100 for one basis, except that no shareholder
shall be reduced to less than 50 shares. The effective date of the reverse split
was January 7, 2002.

     On January 31, 2002, PNW Capital, Inc. ("PNW" or the "Company"), entered
into a definitive acquisition agreement to acquire Industrial Minerals
Incorporated ("IMI"), a private Nevada Corporation, owner of certain mineral
leases located in the Townships of Head, Clara and Maria in the County of
Renfrew and the Province of Ontario, Canada. The Agreement for Share Exchange
was executed January 31, 2002 and approved by the Board of Directors on January
31, 2002. Under the terms of the acquisition agreement, PNW exchanged a total of
31,511,700 shares of its common stock for 91% of the issued and outstanding
shares of IMI. As a result of the transaction, IMI became a wholly owned
subsidiary of PNW and changed its company name to Industrial Minerals, Inc.

     On June 13, 2003, the directors approved a resolution to forward split the
common shares of the Company on a two shares for one basis, and a majority of
the shareholders consented in writing to the forward split. This resulted in the
issuance of an additional 36,031,948 shares of common stock.

     The Ministry of Environment of the Province of Ontario has requested a
storm water management plan from the Company. The Company has retained Knight
Piesold to author this plan and that this plan will be submitted to the Ministry
of Environment when completed.

     In August 2004, the Company through its wholly owned subsidiary, Industrial
Minerals Canada, Inc. received notice from the Ministry of Northern Development
and Mines for the Province of Ontario that the Bissett Creek Graphite Project
Certified Closure Plan as per Subsection 141(3)(a) of the Mining Act for the
Province of Ontario is now considered filed.

     In March, 2007, a significant management change occurred when three of the
existing board members, Mr. Cam Birge, Mr. Stephen Weathers, and Mr. Pat Rogers
resigned and two new directors were appointed. Mr. William Thomson was appointed
a director and Chairman of the Board, and Mr. William Booth was appointed a
director. They joined Mr. Robert Dinning C.A. who continued as CFO, secretary,
and a director of the Company.

     On April 3, 2007, Mr. Dick van Wyck was appointed interim President and
CEO. Mr. van Wyck is a practicing lawyer with over 20 years of business and
commercial law, mergers and acquisitions, and intellectual property matters, and
was formerly in-house counsel with the Department of Justice, as well as with
two large Corporations. Mr. van Wyck resigned July 9, 2007 but remains in-house
counsel and an advisor to the Board of Directors.

                                       10
<PAGE>
     On July 9, 2007, Mr. David Wodar was appointed President and CEO. Mr. Wodar
is a private business consultant and an Economics graduate from University of
Western Ontario. Mr. Wodar has operated his own Consulting business, Vantage
Point Capital for the past 11 years, specializing in Marketing and
Communications for private and public entities. He brings a background of
strategic planning and organizational skills to the Company management team.

     The Company also appointed Mr. Paul Cooper as Chief Operating Officer and
Mr. Scott Old and Vice President Marketing. Mr. Cooper is a graduate in Chemical
Engineering with 30 years experience in industry, including 8 years in plant
engineering at Algoma Steel, Canada's third largest steel company. Mr. Cooper
will co-ordinate the development of the Bissett Creek graphite property,
including current engineering reports, equipment assessment and acquisition, and
the development of an operating plan for extraction of the graphite.

     Mr. Old is a graduate in Business and Marketing from Sheridan College and
has spent his career in sales and marketing, primarily in packaged goods. Mr.
Old is responsible for development of marketing and sales strategies that
reflect the needs of customers and leverage the Company's production and
refining capabilities.

     Mr. Paul Hynek assumed the role of Chairman of the Advisory Board. Mr.
Hynek has an extensive background in large scale mining projects and was
formerly with Inco. Mr. Hynek is joined on the advisory board by David Michaud,
as Senior Metallurgical Advisor. Mr. Michaud, who holds a degree in Mining
Engineering, has more than 15 years of experience in mine and mill design,
including operations in Canada and South America.

     The Company signed a contract with Geostat International Inc on May 22,
2007 regarding the preparation of a technical report NI-43101 on the Bissett
Creek Project. The Geostat work program included a site visit and independent
certification of resources, estimation of resources and classification of
resources, certification and validation of the database, verification and
validation of the interpretation of ore zones, and an assessment of the mill and
processing procedures, the market, the Capex, and related operating costs. The
process included the drilling of an additional 6 holes for just under 300 meters
in order to assist in verification of previously obtained data. The specific
drill targets have been determined by Geostat following their review of the
original drill target data prepared by Kilborn Engineering. These samples have
been analyzed for verification and validation of the graphite ore zones. The
report is in final stages of completion and the Company expects to receive a
draft report in early November, 2007.

     As previously outlined, the Company has a 100% undivided interest in the
mineral lease. The property consists of 28 claims covering 1,400 acres (566
hectares) plus 900 acres (364 hectares) which are contiguous to its mine
property. In July, 2007, the Company completed the staking of an additional 950
acres (384 hectares), for a total area available for development of
approximately 3,250 acres (1,315 hectares). The Bissett Creek mine site is
located in Maria Township, about 180 miles (300 km) north-northeast of Toronto
Ontario and about 8 miles (14 km) south of Highway 17 in Northern Ontario
Canada.

     During the quarter ending September 30, 2007, the new management team
significantly increased its presence at the mine site, including various
meetings with Knight-Piesold (environmental consulting firm) to review and
update environmental monitoring requirements under the Mine Closure Plan (MCP),
general site cleaning, building repairs, and commencement of construction of a
lab facility in anticipation of installation of a pilot plant.

     The Company is completing plans to install a one (1) metric ton per hour
pilot plant which is expected to be on site and available by spring of 2008. The
pilot plant will assist in establishing protocols for sampling, sizing, flows,
reagent consumption as well as areas of possible bottlenecks. By using a
flexible flow sheet initially in a pilot plant, the Company hopes to develop a
fixed flow sheet for the full size plant. The Company will also have product
samples available in the summer of 2008 to provide prospective customers with a
reproducible product for testing purposes.

     The flow sheet design is currently being reviewed by consultants, and will
be finalized in early November 2007.

     The Company has also undertaken a comprehensive program of metallurgical
testing to identify the key liberation and classification characteristics of the
ore body. This review included a general review of existing dry process at
Bissett Creek and existing processes used elsewhere for the liberation and
extraction of graphite. The dry process has many shortcomings which would
require a complete reengineering and rebuild at great risk to stakeholders
whereas the froth flotation system is used extensively elsewhere in the world
and is proven. The Company has selected Process Research Ortech (Oakville
Ontario) and Actlabs (of Ancaster Ontario) as its processing and assaying
entities. Both have been approved by Geostat and they will provide necessary
data in the completion of the NI 43101 being prepared by Geostat.

                                       11
<PAGE>
     Effective August 1, 2007, the Company executed a three year lease and moved
into new corporate headquarters, located at 2904 South Sheridan Way, Suite 100,
Oakville Ontario, Canada, L6J 7L7. It previously occupied premises in Toronto,
Ontario, on a month-to-month basis.


RESULTS OF OPERATIONS

The Company had no revenues for the nine months ending September 30, 2007. The
Company continues as an Exploration Stage Company and will not have revenues
until a proposed feasibility study is completed, a determination is made as to
the method of production, and the Company acquires the necessary equipment to
commence production. The Company expects to have a pilot plant installed by the
spring of 2008 which will allow them to test its proposed flow sheet and provide
necessary samples for prospective customers.

During the quarter ending September 30, 2007, the Company completed its private
placement with Wellington West Capital Inc for a net of $500,000. Thirty
accredited investors participated, at a price of $0.16 per share, less a
commission of $0.01 per hare, for a net of $0.15 per share. There are also
500,000 Broker warrants issued at $0.16 exercisable up to April 27, 2009. This
financing resulted in the issuance of 3,333,333 common shares. With respect to
the unregistered sales made, the Company relied on Section 4(2) of the
Securities Act of 1933, as amended and Regulation S. This transaction closed on
July 9, 2007. At the same time, it completed a private placement to a single
investor for 335,000 common shares at $0.16 per share for proceeds of $53,560.

On October 16, 2007, the Company closed an additional private placement with
Wellington West Capital Inc for the sale to twelve (12) accredited investors,
1,538,891 common shares for a net price of $0.17 per share for $261,611. A
commission of $0.01 per share was paid on this transaction and there were no
warrants attached to this financing.

In June 2007, the Company completed a private placement with a single investor
for 910,000 units at $0.10 per unit. Each unit consisted of one share of common
stock and one common stock purchase warrant entitling the owner to acquire an
additional share of common stock at $0.10 per share on or before April 3, 2009.
This placement resulted in the issuance of 910,000 common shares and the receipt
of $91,000 from the investor.

The Company also completed a second private placement with the sale to a single
investor of 5,000,000 units at $0.05 per unit. Each unit consisted of one share
of common stock and one common stock purchase warrant entitling the owner to
acquire an additional share of common stock at $0.05 per share on or before
April 3, 2008. This placement resulted in the issuance of 5,000,000 common
shares and the receipt of $250,000 from Yukon Gold Corporation Inc.

For the nine months ending September 30, 2007, expenses amounted to $2,010,448
compared to $957,965 for the nine months ending September 30, 2006. In addition
to this, currency fluctuations for the year to date have resulted in a foreign
exchange gain in the three months ending September 30, 2007 of $104,972 and
$48,414 for the nine months ending September 30, 2007. There were no foreign
exchange adjustments in the comparable period for 2006.

While professional fees have been reduced substantially to $44,130 vs. $170,962
in the nine months ending September 30, 2006, other expenses increased
significantly as a result of the addition of new operating management and mine
site personnel. Management fees have increased to $933,883 vs. $230,468, as the
Company added technical and marketing personnel to the executive team previously
announced and greatly increased its expenditures at the site with the addition
of new personnel. Operations had been dramatically reduced in the previous year
as the Company lacked funding to undertake a significant program.

For the nine months ending September 30, 2007, stock compensation expense
amounted to $286,245 as a result of options approved by the Board of Directors
for directors, officers and consultants. Using the Black Scholes formula, the
expense for these options and the warrants issued on two private placement
financings amounted to $286,245. There was no stock compensation expense in the
nine months ending September 30, 2006. Stock compensation expense in total
amounts to $895,063 and this is being amortized over the life period of the
stock options. This life period varies between 12 and 36 months. Stock
compensation amortization for the three month period ending September 30, 2007
amounted to $139,518 and $286,245 for the nine months ending September 30, 2007.
There were no stock compensation expenses in the comparative periods for
September 30, 2006.

Expenses in the quarter ending September 30, 2007 of $842,948 vs. $208,213 for
the three month period ending September 30, 2006 reflect this dramatic increase
in activity at the mine site. General exploration expenses amounted to $268,055
in the quarter ending September 30, 2007 while the comparative quarter for
September 30, 2006 had no expenses for exploration.



                                       12
<PAGE>

RESULTS OF OPERATIONS cont.


The Company has closed its office in Mankato Minnesota, and has now moved to new
head office facilities at 2904 South Sheridan Way, Suite #100, in Oakville
Ontario. A fee of $5,000 was paid to the landlord in Mankato in order to
terminate the outstanding lease. The Company previously leased premises in
Toronto Ontario on a monthly basis and no termination costs were incurred on the
move to facilities in Oakville Ontario.

During the nine months ending September 30, 2007, the Company disposed of
outdated equipment and received the sum of $18,080. This transaction resulted in
a loss on disposal of $11,920 which is reflected in the nine month operating
results.

The Company currently has 6 full time employees and it contracts with necessary
technical personnel as required.

The Company will continue the use of outside professional consultants as it
continues its mineralogical assessment and its development of a detailed
mineralogy study. This study is nearing completion and the Company expects to
complete its pilot plant setup by early spring 2008 wherein it can carry out
detailed tests to confirm its flow sheet proposal. Experienced international
consultants from the mining industry will be used where necessary.

As it is uncertain when revenue will be generated, expenses will need to be
financed by continued outside financial support. The Company has completed five
private placements to date this year and intends to seek additional equity
financing and/or loans from shareholders and other interested parties in order
to finance its operations. While the Company feels it can obtain the necessary
financing there is no assurance that such investments, loans, or other financial
assistance will be forthcoming.

For the nine months ended September 30, 2007, the Company incurred a loss of
$1,962,034 vs. a loss of $957,721 for the nine months ended September 30, 2006.
While the Company has been successful in arranging necessary private placement
financing over the past nine months, the Company cautions that until it has
completed its feasibility study and Baseline Mineralogical Assessment, including
the NI 43101 report, there is no assurance that a commercially viable mineral
deposit exists on the property, and that further exploration may be required
before a final evaluation as to any economic and legal feasibility is
determined. The Company expects to receive a draft NI 43101 report in early
November 2007 which will dictate the program necessary to proceed to a
production model.

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 2007, the Company had cash on hand in the amount of $55,941
compared to $36,638 at September 30, 2006 and $6,759 at December 31, 2006. The
Company received an additional $261,611 on October 16, 2007 with the closing of
a private placement with Wellington West Capital Inc. This placement is
reflected on the Balance Sheet in the Stockholders' Equity section at September
30, 2007 as stock subscriptions, which were signed on September 28, 2007. In
addition to cash on hand, the Company has a receivable of $27,040 which results
from taxes recoverable.

The Company also has a $10,000 deposit on a fuel tank located at the mine site
in Bissett Creek, and a deposit of $2,480 representing the last month's rent on
its facilities in Oakville, Ontario. The Company has entered into a new lease of
premises located at 2904 South Sheridan Way, Suite #100, Oakville Ontario,
Canada, L6J 7L7. The lease is for a period of 3 years at a monthly rate of Cdn
$2,480.

The Company has a long-term deposit of $230,000 with the Ministry of Finance for
the Province of Ontario. During the year ending December 31, 2004 a Mine
Development and Closure Plan was filed with, and accepted by, the Ministry of
Northern Development and Mines, in accordance with the MINING ACT, R.S.O. 1990,
Ontario Regulation 240/00, including the standards, procedures and requirements
of the Mining Code of Ontario. The Company's deposit in the amount of $230,000
is a financial guarantee to the Province of Ontario ensuring that there are
enough funds on hand to affect a proper closure of the Bissett Creek Graphite
property.


                                       13
<PAGE>
The Company has accounts payable of $123,590 at September 30, 2007 vs. $110,710
at September 30, 2006. Payment of a large portion of these payables was
completed in late October 2007. Accrued interest payable of $41,652 is
outstanding at September 30, 2007. This pertains to accruals on loans payable of
$90,796, due within one year as well as a loan of $110,000, which is also due.

In September, 2002, the Company purchased a house at the entrance to the road
leading into the Bissett Creek property at a cost of $24,050. Subsequent
additions increased the house cost to $45,191. At the time of purchase, the
Company negotiated a first mortgage in the amount of $17,000 with the vendor
which required a payment of $359 (Canadian $400) monthly for five years. The
mortgage matured August 29, 2007 and $11,837 was paid in October 2007 in full
settlement.

Loans payable of $200,796 include loans to two parties which have promissory
notes with interest of 7% on $90,796 and interest of 10% on $110,000. These
loans are currently due and arrangements are being negotiated for an orderly
retirement of this debt.

The Company has non current loans of $677,492 as at September 30, 2007. This
includes loans from non affiliated parties in the amount of $402,182 which have
no specific terms of repayment. The balance of $275,310 includes loans and fees
that will be paid out on an orderly basis. These loans are due to former
officers of the Company and have assisted the Company in financing its current
deficit and in retiring current liabilities outstanding. The Company intends to
obtain additional financing either by way of private placements, loans, or a
combination of both from shareholders and other interested parties to retire
outstanding debt, and finance its operations over the next twelve months. While
the Company intends to procure these private placements and/or loans, there is
no assurance that the Company will be successful in its attempt to obtain said
funding.

It is the Company's opinion that the intrinsic value of the Bissett Creek
property deposit lies in the large 1 to 6 mm (18 mesh to 1/4") Graphite and Mica
flakes. There is not presently any data available as to the specific
size-by-size weight distribution of graphite and mica in the ore. Graphite flake
values vary widely based on its size, but due to the fundamental lack of size
and chemical data, it is not possible at this stage to assign a clear specific
value to the rock.


Item 3.  CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures that are designed to
ensure that information required to be disclosed in the Company's Exchange Act
reports is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms, and that such information is accumulated
and communicated to the Company's management, including its Chief Executive
Officer / Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure based closely on the definition of "disclosure
controls and procedures" in Rule 13a-14(c). In designing and evaluating the
disclosure controls and procedures, management recognized that any controls and
procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving the desired control objectives, and management
necessarily was required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.

On or about September 30, 2007, the end of the period of this report, the
Company carried out an evaluation, under the supervision and with the
participation of the Company's management, including the Company's President /
Chief Financial Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures. Based on the foregoing, the
Company's President and Chief Financial Officer concluded that the Company's
disclosure controls and procedures were effective.

There have been no material changes in the Company's internal controls or in
other factors that could significantly affect the internal controls subsequent
to the date the Company completed its evaluation.


PART II.  - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

The Company has been named in a lawsuit filed by an individual pertaining to a
dispute with an alleged shareholder of the Company.

The lawsuit has been filed in the State of Washington in the Superior Court of
the State of Washington For King County. The Company was served on February 6,
2007 in Delaware.

The Plaintiffs are Mohamad S. Bakizada and Henriette Bakizada.


                                       14
<PAGE>
The Defendants are the Company, Robert D Poirier and Jane Doe Poirier, John
Melnyk and Jane Doe Melnyk, and Larry Van Tol and Jane Doe Van Tol.

Mr. Bakizada is claiming that shares allegedly purchased by him from the
Defendants is in violation of Washington State Securities Act.

Mr. Bakizada is requesting relief for the amount of his investment plus interest
at 8% from date of purchase plus reimbursement of losses plus interest at 8%.

Mr. Melnyk and Mr. Van Tol are previous officers and directors of the Company
while Mr. Poirier is allegedly a shareholder or former share holder of the
Company. The lawsuit is unspecified as to amount and the Company feels it is
without merit.


Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On July 9, 2007, the Company closed two private placements. The first was a sale
to a single investor of 910,000 units at $0.10 per unit. Each Unit consisting of
one share of common stock and one common stock purchase warrant entitling the
owner to acquire an additional share of common stock at $0.10 per share on or
before April 3, 2009. The second placement was a sale to a single investor of
5,000,000 units at $0.05 per unit. Each Unit consisting of one share of common
stock and one common stock purchase warrant entitling the owner to acquire an
additional share of common stock at $0.05 per share on or before April 3, 2008.
The shares contained in the units represent approximately 8% of the prior
outstanding shares.

On July 16, 2007, the Company closed a private placement with Wellington West
Capital Inc., a Toronto, Ontario broker-dealer for $500,000. Thirty (30)
accredited investors participated, at a price of $0.16 per share, less a
commission of $0.01 per share, for a net of $0.15 per share. This resulted in
the issuance of 3,333,333 common shares. There are also 500,000 Broker warrants
issued at $0.16US exercisable up to April 27, 2009.

The Company also completed a private placement with a single investor of 335,000
common shares at $0.16 per share for $53,600. The shares contained in these
private placements represent less than 3% of the prior outstanding shares of the
Company.

On October 16, 2007, the Company closed a private placement with Wellington West
Capital Inc, a Toronto, Ontario broker-dealer for $261,611. Twelve (12)
accredited investors participated, at a price of $$0.18 per share, less a
commission of $0.01 per share, for a net of $0.17 per share. As a result, a
total of 1,538,891 common shares were issued.

With respect to the unregistered sales made, the Company relied on Section 4(2)
of the Securities Act of 1933, as amended and Regulation S. No advertising or
general solicitation was employed in offering the securities. The securities
were offered to sophisticated investors who were provided all of the current
public information available on the Company.



Item 3. DEFAULTS UPON SENIOR SECURITIES

None.


Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.


Item 5. OTHER INFORMATION

None.



                                       15
<PAGE>


Item 6. EXHIBITS AND REPORTS ON FORM 8-K


(a)  Exhibits

EXHIBIT NO.         DESCRIPTION
-----------         -----------

   31.1             CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO SECTION
                    302 OF THE SARBANES-OXLEY ACT
   31.2             CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION
                    302 OF THE SARBANES-OXLEY ACT
   32.1             CERTIFICATION OF DISCLOSURE BY CHIEF EXECUTIVE PURSUANT TO
                    18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906
                    OF THE SARBANES-OXLEY ACT OF 2002
   32.2             CERTIFICATION OF DISCLOSURE BY CHIEF FINANCIAL OFFICER
                    PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                    SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


(b)  The following is a list of Current Reports on Form 8-K filed by the Company
     during and subsequent to the quarter for which this report is filed.

     Form 8-K Report filed on July 12, 2007, amended July 19, 2007
     Form 8-K Report filed on July 20, 2007






                                       16


<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: November 14, 2007                INDUSTRIAL MINERALS, INC.

                                    By: /s/ David Wodar
                                        ---------------------------------
                                        David J. Wodar, President and CEO




     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.

Dated: November 14, 2007             INDUSTRIAL MINERALS, INC.

                                  By: /s/ Robert G. Dinning
                                      -----------------------------------------
                                      Robert G. Dinning Chief Financial Officer,
                                      Secretary and Director





                                       17
<PAGE>