EXHIBIT 99.1

                                  Risk Factors

Risks Relating to Our Business

1. We have no history running our business upon which investors may evaluate our
performance.

         We are in the very early stage of implementing our business plan. You
should consider our business future based on the risks associated with our early
stage.

2. Our ability to operate will depend on our ability to face all the challenges
of a new business.

     We expect to face many challenges in the start up of our business. These
will include:

o        Engaging the services of qualified support personnel and consultants;

o        Establishing and maintaining budgets;

o        Implementing appropriate financial controls;

o        Acquiring relevant information efficiently;

o        Staking and evaluating appropriate mining prospects; and

o        Establishing initial exploration plans for mining prospects.

     The failure to address one or more of these may impair our ability to carry
out our business plan.

3. We will be dependant on others for the implementation of our business plan in
the early periods.

         To initially locate and obtain mining prospects, we have relied upon
and will continue to rely on an outside consultant. We also plan to rely on
other consultants and independent contractors in the exploratory and later
stages of our business plan. More particularly, these stages will include
exploration for and verification of mineral deposits on staked mining prospects
and the subsequent evaluation and assessment activities necessary to determine
the viability of a mining prospect. We may not be able to locate or employ
persons with the appropriate experience and skills to successfully execute our
business plan. The inability to do these actions on a timely basis or at all may
result in the delay of implementing our business plan thereby causing additional
expense or our business failure.

4. Mineral exploration has many inherent risks of operations which may prevent
ultimate success.

     Mineral exploration has significant risks. Some of the risks include the
following:

o    It is dependent on locating commercially viable mineralization in staked
     claims and skillful management of the prospect once found or located.

o    Mineralization may vary substantially in a prospect, rendering what was
     initially believed a profitable mineralization of little or no value.

o   Mineral exploration and ultimate exploitation may be affected by unforeseen
    changes including:

        o        Changes in the value of minerals,
        o        Changes in regulations,
        o        Environmental concerns,

<PAGE>

        o        Technical issues relating to extraction, such as rock falls,
                 subsidence, flooding and weather conditions, and
        o        Labor issues.

5. Our business future is dependent on finding prospects with sufficient
mineralization and grade.

         Our business model depends on locating one or more prospects with a
sufficient amount of a mineralization to justify surface and drilling sampling.
No assurance can be give that our current data resources will be valuable in
locating such a mineralization. Even if initial reports about mineralization in
a prospect are positive, subsequent activities may determine that the prospect
is not commercially viable. Thus, at any stage in the exploration process, we
may determine there is no business reason to continue, and at that time, our
resources may not enable us to continue exploratory operations and will cause us
to terminate our business.

6. We are relying on dated geological reports to locate potential mineral
deposits which may be inaccurate.

         We are relying on reports typically several decades old to determine
which potential mineral claims to stake. There is no sure method of verifying
the care and manner used to prepare these reports without further verification
by us and our agents. Verification is expected to be costly and may take a
considerable period of time. Verification may result in our rejecting a
prospect; however, we will have borne the expense of this determination with no
likelihood of recovering the amounts expended. Decisions made without adequately
checking the mineralization potential could result in significant unrecoverable
expenses. Mineralization indications in a prospect initially thought to be
valuable may turn out to be of little value. Therefore, investment funds will
have been used with no value having been achieved.

7. Regulatory compliance is complex and the failure to meet all the various
requirements could result in fines or other limitations on the proposed
business.

         We will be subject to regulation by numerous Federal and state
governmental authorities, but most importantly, by the Federal Environmental
Protection Agency, the Bureau of Land Management, and comparable state agencies.
The failure or delay in obtaining regulatory approvals or licenses will
adversely affect our ability to explore for economically viable mineralizations
and carry out our subsequent business stages. The failure to comply with any
regulations or licenses may result in fines or other penalties. We expect
compliance with these regulations to be substantial. Therefore, compliance with
or the failure to comply with applicable regulation will affect the ability of
USI to succeed in its business plans and to generate revenues and profits.

8. The USI current business plan, to a certain extent, is premised on growth in
the use of copper.

         The USI business plan depends in large part on an increased demand in
the use of copper with a concomitant rise in market prices. An increase in
market use and prices for copper will encourage industry interest in United
States copper mine development and improve the likelihood of our overall
success. If the use of copper does not increase appreciably, then it is the
belief of USI that current sources of copper will remain adequate for market
supply and sources like those USI is attempting to identify and explore will
become marginalized. The result may be that USI will have to curtail its
business plan and investors will lose their investment.

9. Competition may develop which will be better able to locate, stake and
explore copper sources more cost effectively and quicker than USI.

         There are numerous junior and developed mining and exploration
companies in existence that may be attracted to the copper mining business if
the use of the mineral or prices increase. USI believes there are a significant
number of companies that could command greater resources than those available to

<PAGE>

USI to locate, stake and explore for copper resources. These companies may be
able to reach production stages sooner than USI and obtain market share before
USI.

         USI will compete with other mining enterprises for appropriate
consultants and employees.

         USI will compete in the hiring of appropriate geological and
environmental experts to assist with the location and exploration of claims and
implementation of its business plan. USI believes it will have to offer or pay
appropriate cash compensation and options to induce persons to be associated
with a very early stage company. If USI is unable to make appropriate
compensation packages available to induce persons to be associated with it
because of its limited resources, USI will not be able to hire the persons it
needs to carry out its business plan. In that event, investors will have their
investment impaired or it may be entirely lost.

Risks Relating to Capital Requirements

1. We currently have insufficient capital to engage in exploratory activities
and no sources for financing. The extent to which we will be able to implement
our exploration for copper mineralization will be determined by the amount of
financing we can raise.

         USI will required additional funds to fund its operations.

         USI will need additional capital to fund to locate prospects to
investigate and for the full exploratory work on any prospect to verify and
develop a prospect with anticipated viable mineralization of sufficient grade,
where necessary, and to implement all the later aspects of the business plan.
USI will have to obtain the funds from external sources from the sale of
additional equity securities or debt securities. Without additional capital, USI
will have to curtail its overall business plan or abandon it.

2. USI does not have any identified sources of additional capital, the absence
of which may prevent USI from continuing its operations.

         USI does not have any arrangements with any investment banking firms of
institutional lenders. Because USI will need additional capital, it will have to
expend significant effort to raise operating funds. These efforts may not be
successful. If not, USI will have to limit or curtail operations.

Risks Relating to the Market

1. There has been no prior market for our common stock and the market price of
the shares may fluctuate widely. We cannot give any assurance that a trading
market for our common stock will develop or, if a market does develop, the depth
of the trading market for the common stock or the prices at which the common
stock will trade.

         There can be no assurance that a public market will develop for the
common stock.

         Investors may be not able to resell shares in the public markets.

         The shares are defined as penny stock under the Securities and Exchange
Act of 1934 and rules of the SEC. These rules impose additional sales practice
and disclosure requirements on broker-dealers who sell our shares to persons
other than certain accredited investors. For covered transactions, a
broker-dealer must make a suitability determination for each purchaser and
receive a purchaser's written agreement prior to sale. In addition, the
broker-dealer must make certain mandated disclosures in transactions of penny
stocks. Consequently, these rules may affect the ability of broker-dealers to
make a market in our common stock and may affect the investors ability to resell
shares.

2. Our directors and officers will have substantial ability to control our
business direction.

<PAGE>

         Because our directors and officers own a substantial number of shares
of common stock, they are in a position to control, or at the least, influence
the election of our directors. Therefore, they are able to influence the
business operation of USI.