**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**




**FORM
      10-KSB/A-2**





x
      ANNUAL REPORT PURSUANT
      TO SECTION 13 OR 15(d) OF


THE
      SECURITIES EXCHANGE ACT OF 1934


**For
      the fiscal year ended December 31, 2007**


OR


o
      TRANSACTION REPORT
      PURSUANT TO SECTION 13 OR 15 (d) OF


THE
      SECURITIES EXCHANGE ACT OF 1934


For
      the
      transaction period from   to





Commission
      file number 1-316





**INDEPENDENCE
      LEAD MINES COMPANY**


(Name
      of
      small business issuer in its charter)





ARIZONA
            82-0131980(State
                or other jurisdiction
            (IRS
                Employer Identification No.)of
                incorporation)





**P
      O BOX 717**


**WALLACE,
      IDAHO 83873**


(Address
      of principal executive offices )





Issuer’s
      telephone number: **(208)
      753-2525**





Securities
      registered pursuant to Section 12(b) of the Act: None





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





Common
      Stock,


Par
      Value $0.10 per Share


Title
      of
      each class





Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act. o





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 o


Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B 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
      amendment to this Form 10-KSB. o





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


Yes
o
      No x


State
      issuer’s revenues for its most recent fiscal year. None





As
      of
      February 29, 2008, the aggregate market value of the voting stock held by
      non-affiliates of the registrant was $55,786,707.





The
      number of shares of common stock outstanding as of February 25, 2008 was
      5,780,737.





Transitional
      Small Business Disclosure Format (check one):  Yes [ ]
      No x





Documents
      Incorporated by Reference: Form
      8-K,
      as filed February 13, 2008 and February 21, 2008, and as amended March 12,
      2008. See
      also
      index to exhibits, page 17.




















**EXPLANATORY
      NOTE** :





By
      letter
      dated July 18, 2008, and by subsequent telephone conversation of August 25,
      2008, from Staff of the Securities and Exchange Commission, the Registrant
      was
      informed that the Form 10-KSB and Form 10-KSB/A for the year ended December
      31,
      2007 did not contain the following: consideration whether management’s failure
      to perform or complete its report on internal control over financial reporting
      impacted its conclusions regarding the effectiveness of disclosure controls
      and
      procedures as of the end of the fiscal year. Staff has informed the Registrant
      that it now considers the failure to have performed or completed such report
      of
      Management as a failure of disclosure controls and procedures as of the end
      of
      the fiscal year 2007.




The
      Registrant is hereby filing and correcting the foregoing comments to correct
      the
      errors noted above.





**PART
      II**





**Item
      8A Controls and Procedures**





***Conclusions
      of Management Regarding Effectiveness of Disclosure Controls and
      Procedures.*** ****





Under
      the
      supervision and with the participation of our management, including the
      Principal Executive Officer and Principal Financial Officer, we have evaluated
      the effectiveness of our disclosure controls and procedures pursuant to Exchange
      Act Rule 15d-15(e) as of the end of the period covered by this report. Based
      on
      that evaluation, the Principal Executive Officer and Principal Financial Officer
      have concluded that there was a material weakness affecting our internal control
      over financial reporting and, as a result of this weakness, our disclosure
      controls and procedures were not effective as of December 31, 2007.





***Management’s
      Report on Internal Control over Financial Reporting.*** ****





The
      Company’s management is responsible for establishing and maintaining adequate
      internal control over financial reporting for the company. The Company’s
      internal control over financial reporting is a process to provide reasonable
      assurance regarding the reliability of our financial reporting for external
      purposes in accordance with accounting principles generally accepted in the
      United States of America. Internal control over financial reporting includes
      maintaining records that in reasonable detail accurately and fairly reflect
      our
      transactions; providing reasonable assurance that transactions are recorded
      as
      necessary for preparation of our financial statements; providing reasonable
      assurance that receipts and expenditures of company assets are made in
      accordance with management authorization; and providing reasonable assurance
      that unauthorized acquisition, use or disposition of company assets that could
      have a material effect on our financial statements would be prevented or
      detected on a timely basis. Because of its inherent limitations, internal
      control over financial reporting is not intended to provide absolute assurance
      that a misstatement of our financial statements would be prevented or
      detected.





As
      of
      December 31, 2007 management conducted an assessment of the effectiveness of
      Independence Lead Mines Company’s internal control over financial reporting
      based on the criteria for effective internal control over financial reporting
      established in “Internal Control — Integrated Framework,” issued by the
      Committee of Sponsoring Organizations (COSO) of the Treadway Commission. Based
      upon this assessment and the position of the Securities and Exchange Commission,
      we determined that there was a material weakness affecting our internal control
      over financial reporting and, as a result of that weakness, our disclosure
      controls and procedures were not effective as of December 31, 2007.  The
      material weakness is as follows:




The
      Registrant initially filed a Form 10-KSB for the year ended December 31, 2007,
      without a disclosure of Management’s assessment of the effectiveness of the
      Registrant’s internal control over financial reporting. Such failure to perform
      or complete its report on internal control over financial reporting impacted
      its
      conclusions regarding the effectiveness of internal controls and procedures
      as
      of the end of fiscal year 2007, with a resulting weakness.








**Management’s
      Remediation Initiatives.**





**** Management
      is currently evaluating avenues for mitigating our internal controls weaknesses,
      but mitigating controls that are practical and cost effective may not be found
      based on the size and structure of our organization. Additionally, the Company
      executed on February 12, 2008, an Asset Purchase Agreement with Hecla Mining
      Company, a Delaware Company, and Hecla Merger Company, a Delaware Company.
      If
      such Asset Purchase Agreement is successfully completed and closed, the Company
      will be dissolved and no longer continue in existence during the later stages
      of
      2008. Since the Company has not engaged in any substantive operations pending
      the successful transaction with Hecla Mining Company and Hecla Merger Company,
      the Company has not and does not intend to engage in any remediation efforts.
       Because of the inherent limitations in all control systems, no evaluation
      of controls can provide absolute assurance that misstatements due to error
      or
      fraud will not occur or that all control issues and instances of fraud, if
      any,
      within the Company have been detected.  These inherent limitations include
      the realities that judgments in decision making can be faulty and that
      breakdowns can occur because of simple error or mistake.  The design of any
      system of controls is based in part on certain assumptions about the likelihood
      of future events, and there can be no assurance that any design will succeed
      in
      achieving its stated goals under all potential future conditions.
 Projections of any evaluation of controls effectiveness to future periods
      are subject to risks.  This annual report does not include an attestation
      report of the Company’s registered public accounting firm regarding internal
      control over financial reporting. Management’s report was not subject to
      attestation by the Company’s registered public accounting firm pursuant to
      temporary rules of the Securities and Exchange Commission that permit the
      company to provide only management’s report in this annual report.





***Changes
      in internal control over financial reporting.***





Except
      as
      noted above, there have been no changes during the quarter ended
      December 31, 2007 in the Company’s internal controls over financial
      reporting that have materially affected, or are reasonably likely to materially
      affect, internal controls over financial reporting.




**Inherent
      Limitations on Effectiveness of Controls.**




The
      Company’s management does not expect that our Disclosure Controls or our
      internal control over financial reporting will prevent or detect all error
      and
      all fraud. A control system, no matter how well designed and operated, can
      provide only reasonable, not absolute, assurance that the control system’s
      objectives will be met. The design of a control system must reflect the fact
      that there are resource constraints, and the benefits of controls must be
      considered relative to their costs. Further, because of the inherent limitations
      in all control systems, no evaluation of controls can provide absolute assurance
      that misstatements due to error or fraud will not occur or that all control
      issues and instances of fraud, if any, within the Company have been detected.
      These inherent limitations include the realities that judgements in decision
      making can be faulty and that breakdowns can occur because of simple error
      or
      mistake. Controls can also be circumvented by the individual acts of some
      persons, by collusion of two or more people, or management override of the
      controls. The design of any system of controls is based in part on certain
      assumptions about the likelihood of future events, and there can be no assurance
      that any design will succeed in achieving its stated goals under all potential
      future conditions. Projections of any evaluation of controls effectiveness
      to
      future periods are subject to risks. Over time, controls may become inadequate
      because of changes in conditions or deterioration in the degree of compliance
      with policies or procedures.





**SIGNATURES**





In
      accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
      the
      registrant has duly caused this report to be sign on its behalf by the
      undersigned, thereunto duly authorized.








INDEPENDENCE
                LEAD MINES COMPANYBy:
            /s/
                Bernard C. LannenBernard
                C. Lannen, its President andChief
                Administrative OfficerDated:
                September 24, 2008By:
            /s/
                Wayne L. SchoonmakerWayne
                L. Schoonmaker, its PrincipalAccounting
                OfficerDated:
                September 24, 2008


Pursuant
      to the requirement of the Securities Exchange Act of 1934, 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/
                Bernard C. Lannen
            
            By:
            /s/
                Gordon BerkhaugBernard
                C. Lannen
            
            
            Gordon
                BerkhaugPresident/Director
            
            
            DirectorDate:
                September 24, 2008
            
            
            Date:
                September 24, 2008By:
            /s/
                Wayne L. Schoonmaker
            
            By:
            By:/s/ Robert BundeWayne
                L. Schoonmaker
            
            
            Robert
                BundeSecretary
                & Treasurer/Director
            
            
            DirectorDate:
                September 24, 2008
            
            
            Date:
                September 24, 2008