UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON,
DC 20549  FORM 10-K  (Mark One)  xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934  For the fiscal year ended December 31, 2015  or  oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934   Commission File No.:333-199780 Sierra Madre Mining, Inc. (Exact name of registrant as specified in its charter)  Delaware
 1040
 47-1807657(State or jurisdiction of 
  incorporation
  or organization)
 Primary Standard Industrial
  Classification Code Number
 IRS Employer
  Identification Number
   18444 N 25th Ave. Suite #420–711, Phoenix, AZ 85023 (Address of principal executive offices)  480-6583822 (Issuer’s telephone number)  N/A (Former name, former address and former fiscal year,
if changed since last report)   Securities registered pursuant to Section 12(b) of the
Act:None  Securities registered pursuant to Section 12(g) of the
Act: None  Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. YesoNox  Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or 15(d) of the Act. YesxNoo  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. YesoNoo
     Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate website, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). YesxNoo  Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K ( § 229.405) is not contained herein, and will not 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-K or any
amendment to this Form 10-K.x  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company
filer. See the definitions of “large accelerated filer,” “accelerated filer”
and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  Large
  Accelerated Filer
 [   ]
 
 Accelerated
  Filer
 [   ]Non-accelerated
  Filer
 [   ]
 
 Smaller
  Reporting Company
 [X](Do
  not check if smaller reporting company)
  Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).YES
[   ]     NO [X]  The
aggregate market value of the voting and non-voting common equity held by
non-affiliates of the registrant as of December 31, 2015: $__0________  The
number of shares of the registrant’s common stock outstanding as of December
31, 2015 is 127,300,000 class A & B shares.   INDEX TO ANNUAL REPORT ON FORM 10-K  PART I
 
 5Item 1.
 Business
 5Item 1A.
 Risk Factors
 6Item 1B.
 Unresolved Staff Comments
 13Item 2.
 Properties
 14Item 3.
 Legal Proceedings
 14Item 4.
 Mine Safety Disclosures
 14PART II
 
 15Item 5.
 Market for Registrant’s Common Equity, Related
  Stockholder Matters and Issuer Purchases of Equity Securities
 15Item 6.
 Selected Financial Data
 15Item 7.
 Management’s Discussion and Analysis of Financial
  Condition and Results of Operations
 15Item 7A.
 Quantitative and Qualitative Disclosures About
  Market Risk
 17Item 8.
 Financial Statements and Supplementary Data
 17Item 9.
 Changes in and Disagreements with Accountants on
  Accounting and Financial Disclosure
 17Item 9A(T).
 Controls and Procedures
 17Item 9B.
 Other Information
 17PART III
 
 18Item 10.
 Directors, Executive Officers, and Corporate
  Governance
 18Item 11.
 Executive Compensation
 19Item 12.
 Security Ownership of Certain Beneficial Owners and
  Management and Related Stockholder Matters
 20Item 13.
 Certain Relationships and Related Transactions, and
  Director Independence
 21Item 14.
 Principal Accounting Fees and Services
 21PART IV
 
 22Item 15.
 Exhibits and Financial Statement Schedules
 22SIGNATURES
 
 23
     FORWARD-LOOKING STATEMENTS  This
Report contains projections and statements relating to the Company that
constitute “forward-looking statements.” These forward-looking statements may
be identified by the use of predictive, future-tense or forward-looking
terminology, such as “intends,” “believes,” “anticipates,” “expects,”
“estimates,” “may,” or similar terms. Such statements speak only as of the date
of such statement, and the Company undertakes no ongoing obligation to update
such statements. These statements appear in a number of places in this Report
and include statements regarding the intent, belief or current expectations of
the Company, and its respective directors, officers or advisors with respect
to, among other things:  (1)
trends affecting the Company’s financial condition, results of operations or
future prospects,  (2) the Company’s business and growth strategies and
(3) the Company’s financing plans and forecasts.  Readers
are cautioned that any such forward-looking statements are not guarantees of
future performance and involve significant risks and uncertainties, and that,
should conditions change or should any one or more of the risks or
uncertainties materialize or should any of the underlying assumptions of the
Company prove  incorrect, actual results may differ materially from
those projected in the forward-looking statements as a result of various
factors, some of which are unknown. The factors that could adversely affect the
actual results and performance of the Company include, without limitation, the
Company’s inability to raise additional funds to support operations and capital
expenditures, the Company’s inability to effectively manage its growth, the
Company’s inability to achieve greater and broader market acceptance in
existing and new market segments, the Company’s inability to successfully
compete against existing and future competitors and other factors described
elsewhere in this Report, or other reasons. Potential investors are urged to
carefully consider such factors. All forward-looking statements attributable to
the Company or persons acting on its behalf are expressly qualified in their
entirety by the foregoing cautionary statements and the “Risk Factors”
described herein.
     PART I  References
to “us”, “we” and “our” in this report refer to Sierra Madre Mining, Inc.  ITEM
1. BUSINESS.  History  Sierra
Madre Mining, Inc. was incorporated in Delaware on November 6, 2013. The
Company’s principal offices are located at 18444 N 25th Ave. Suite #420–711,
Phoenix, AZ 85023.  Our telephone number there is 480-658-3822  Our
Business  The
Company is a mining exploration stage company engaged in the acquisition and
exploration of mineral properties. The Company is part owner of two hundred
(200) lode mining claims on BLM land totaling approximately 4,000 acres in
Mohave County, Arizona.  Planned
Growth Strategy  We
intend to raise funds through the issuance of equity to conduct an exploration
program on our leased mining properties.  Employees  At
present, we have employment agreements with our two directors.  We
anticipate that we will be conducting most of our business through agreement
with consultants and third parties.  Properties  Our
office is located at 18444 N 25th Ave. Suite #420–711, Phoenix, AZ 85023  Legal
Proceedings  We
are not party to any legal proceedings.  Internet
Website  Our
website is: www.sierramadremining.com  ITEM
1A. RISK FACTORS.  This
report includes forward-looking statements about our business and results of
operations that are subject to risks and uncertainties. See
"Forward-Looking Statements," above. Factors that could cause or
contribute to such differences include those discussed below. We have discussed
all known material risks below, however, we may also be subject to additional
risks and uncertainties not presently known to us or that we currently deem
immaterial. If any of these known or unknown risks or uncertainties actually
occur, our business could be harmed substantially.  Risks
Related to the Business
     Our
only mining property is one group of four mining claims, the feasibility of
which has not been established as we have not completed exploration or other
work necessary to determine if it is commercially feasible to develop the
Property.  We
are currently an exploration stage mining company. Our only mining asset is one
group of four mining claims on the Property. The Property does not have any
proven or probable reserves.” reserve,” as defined by the U. S. Securities and
Exchange Commission (the “SEC”), is that part of a mineral deposit which could
be economically and legally extracted or produced at the time of the reserve
determination. A reserve requires a feasibility study demonstrating with
reasonable certainty that the deposit can be economically extracted and
produced.  We have not carried out any feasibility study with regard to
the Property. As a result, we currently have no reserves and there are no
assurances that we will be able to prove that there are reserves on the
Property.  Our
auditors have expressed substantial doubt about our ability to continue in
business as a going concern.  Our
auditors have issued a going concern opinion. This means that there is
substantial doubt that we will be an ongoing business for the next twelve
months. As of the date of this Prospectus, we have not commenced operations.  We
may never find commercially viable reserves.  Mineral
exploration and development involve a high degree of risk and few properties
that are explored are ultimately developed into producing mines. We cannot
assure you that any future mineral exploration and development activities will
result in any discoveries of proven or probable reserves as defined by the SEC
since such discoveries are remote. Further, we cannot provide any assurance
that, even if we discover commercial quantities of mineralization, a mineral
property will be brought into commercial production. Development of our mineral
property will follow only upon obtaining sufficient funding and satisfactory
exploration results.  We
will require significant additional capital to continue our exploration
activities, and, if warranted, to develop mining operations.  Exploration
activities and, if warranted, development of the Property will involve
significant expenditures. We will be required to raise significantly additional
capital in order to fully develop the Property for mining production assuming
that economically viable reserves exist. Following our public offering of
common stock, we will need additional funds if we determine to proceed with the
next phase of our exploration program. There is no assurance that the
exploration will disclose potential for mineral development and no assurance
that any such development would be financially productive. Our ability to
obtain additional necessary funding depends upon a number of factors,
including, among others, the price of gold and other base metals and minerals
which we are able to locate and mine, the status of the national and worldwide
economy and the availability of funds in the capital markets. If we are unable
to obtain the required financing for these or other purposes, our exploration
and any production activities would be delayed or indefinitely postponed, and
this would likely, eventually, lead to failure of our Company. Even if
financing is available, it may be on terms that are not favorable to us, in
which case, our ability to become profitable or to continue operating would be
adversely affected. If we are unable to raise funds to continue our exploration
and feasibility work on the Property, or if commercially viable reserves are
not present, the market value of our securities will likely decline, and our
investors may lose some or all of their investment.  Very few mineral properties are ultimately developed into producing mines.  The
business of exploration for minerals and mining involves a high degree of risk.
Few properties that are explored are ultimately developed into producing mines.
At present, the Claim has no known body of commercial
mineralization.  Most exploration projects do not result in the
discovery of commercially mineable deposits of mineralization.  Substantial
expenditures are required for the Company to establish mineralization reserves
through drilling, to develop metallurgical processes, to extract the metal from
the ore and, in the case of new properties, to develop the mining and
processing facilities and infrastructure at any site chosen for mining.
     Although
substantial benefits may be derived from the discovery of a major mineral
deposit, we cannot assure you that the Company will discover minerals in
sufficient quantities to justify commercial operations or that it can obtain
the funds required for development on a timely basis. The economics of
developing precious and base metal mineral properties is affected by many
factors including the cost of operations, variations in the grade of ore mined,
fluctuations in metal markets, costs of processing equipment and other factors
such as government regulations, including regulations relating to royalties,
allowable production, importing and exporting of minerals and environmental
protection.  Fluctuating
metal and mineral prices could negatively impact our business plan.  The
potential for profitability of metal and mineral mining operations which we
commence, if any, and the value of the Property will be directly related to the
market price of the metals and minerals that we mine. Historically, metal and
mineral prices have widely fluctuated and are influenced by a wide variety of factors,
including inflation, currency fluctuations, regional and global demand and
political and economic conditions. Fluctuations in the price of metal and
minerals that we mine, if any, may have a significant influence on the market
price of our common stock, and a prolonged decline in these prices will have a
negative effect on our results of operations and financial condition.  Reclamation
obligations on the Property and our mining operations, if any, could require
significant additional expenditures.  We
are responsible for the reclamation obligations related to any exploratory and
mining activities located on the Property.  Since we have only begun
exploration activities, we cannot estimate these costs at this time. We may be
required to file for a reclamation bond for any mining operations which we
conduct, and the cost o such a bond will be significant. We do not currently
have an estimate of the total reclamation costs for mining operations on the
Property. The satisfaction of current and future bonding requirements and
reclamation obligations will require a significant amount of capital. There is
a risk that we will be unable to fund these additional bonding requirements,
and further, that increases to our bonding requirements or excessive actual reclamation
costs will negatively affect our financial   position and
results of operation.  Title
to mineral properties can be uncertain, and we are at risk of loss of ownership
of the Claim.  Our
ability to explore and mine the Property depends on the validity of title to
the Claim. The Property consists of four mining claims. Unpatented mining cl
effectively only a lease from the government to extract minerals; thus an
unpatented mining claim is subject to contest by third parties or the
government. These uncertainties relate to such things as the sufficiency of
mineral discovery, proper posting and marking of boundaries, failure to meet
statutory guidelines, assessment work and possible conflicts with other claims
not determinable from descriptions of record. Since a substantial portion of
all mineral exploration, development and mining now occurs on unpatented mining
claims, this uncertainty is inherent in the mining industry. We have not
obtained a title opinion on the Claims. Thus, there may be challenges to
the title to the Claims which, if successful, could impair future development
and/or operations.  Our
operations, if any, will be subject to environmental risks, which could expose
us to significant liability and delay, suspension or termination of our
operations.  Mining
exploration and exploitation activities are subject to national, provincial and
local laws, regulations and policies, including laws regulating the removal
of  natural resources from the ground and the discharge of materials
into the environment. These regulations mandate, among other things, the
maintenance of air and water quality standards and land reclamation.They also
set forth limitations on the generation, transportation, storage and disposal
of solid and hazardous waste. Exploration and exploitation activities are also
subject to national, provincial and local laws and regulations which seek to
maintain health and safety standards by regulating the design and use of
exploration methods and equipment.  National
and state agencies may initiate enforcement activities against our Company. The
agencies involved, generally, can levy significant fines per day of each
violation, issue and enforce orders for clean-up and removal, and enjoin
ongoing and future activities. Our inability to reach acceptable agreements
with agencies in question would have a material adverse effect on us and our
ability to continue as a going concern.
     Environmental
and other legal standards imposed by national, provincial or local authorities
are constantly evolving, and typically in a manner which will require stricter
standards and enforcement, and increased fines and penalties for
non-compliance. Such changes may prevent us from conducting planned activities
or increase our costs of doing so, which would have material adverse effects on
our business. Moreover, compliance with such laws may cause substantial delays
or require capital outlays in excess of those anticipated, thus causing an
adverse effect on us. Additionally, we may be subject to liability for
pollution or other environmental damages that we may not be able to or elect
not to insure against due to prohibitive premium costs and other reasons.
Unknown environmental hazards may exist on the Property or upon properties that
we may acquire in the future caused by previous owners or operators, or that
may have occurred naturally.  Our
industry is highly competitive, attractive mineral lands are scarce and we may
not be able to obtain quality properties or recruit and retain qualified
employees.  We
compete with many companies in the mining industry, including large,
established mining companies with capabilities, personnel and financial
resources that far exceed our limited resources. In addition, there is a
limited supply of desirable mineral lands available for claim staking, lease or
acquisition in North America, and other areas where we may conduct exploration
activities. We are at a competitive disadvantage in acquiring mineral
properties, since we compete with these larger individuals and companies, many
of which have greater financial resources and larger technical staffs.
Likewise, our competition extends to locating and employing competent personnel
and contractors to prospect, develop and operate mining properties. Many of our
competitors can offer attractive compensation packages that we may not be able
to match. Such competition may result in our Company being unable not only to
acquire desired properties, but to recruit or retain qualified employees or to
acquire the capital necessary to fund our operation and advance our properties.
Our inability to compete with other companies for these resources would have a
material adverse effect on our results of operation and business.  The
nature of mineral exploration and production activities involves a high degree
of risk and the possibility of uninsured losses that could materially and
adversely affect our operations.  Mineral
exploration and production activities are highly speculative activities and
involve greater risk than many other businesses. Many exploration programs do
not result in the discovery of economically feasible mineralization. Few
properties that are explored are ultimately advanced to the stage of producing
mines. We are subject to all of the operating hazards and risks normally
incident to exploring for and developing mineral properties. The primary risk
related to exploration activities is that the exploration activity will reveal
that there are no mineral deposits on the Property to warrant the commencement
of production activities, in which case the expenses for the exploration
activity will have been spent with no prospect of recovery. Risks which we
expect to experience in the production phase of our operations, if operations
are warranted based upon the results of our exploration phase, include but are
not limited to:  •
 economically insufficient mineralized material•
 fluctuations in production costs that may make mining uneconomical•
 labor
  disputes•
 unanticipated variations in grade and other geologic problems•
 environmental hazards•
 water conditions•
 difficult surface or underground conditions•
 industrial accidents; personal injury, fire, flooding, cave-ins
  and landslides•
 metallurgical and other processing problems•
 mechanical and equipment performance problems; and•
 decreases in revenues and reserves due to lower gold and mineral prices
  Any
of these risks can materially and adversely affect, among other things, the
development of properties, production quantities and rates, costs and
expenditures and production commencement dates. We currently have no insurance
to guard against any of these risks. If we determine that capitalized costs
associated with any of our mineral interests are not likely to be recovered, we
would incur a write-down of our investment in these interests. All of these
factors may result in losses in relation to amounts spent which are not
recoverable.
     Our
operations are subject to permitting requirements which could require us to delay,
suspend or terminate our operations on our mining property.  Our
operations, including our planned exploration activities on the Property,
require permits from governmental agencies. We may be unable to obtain these
permits in a timely manner, on reasonable terms or at all. If we cannot obtain
or maintain the necessary permits, or if there is a delay in receiving these
permits, our timetable and business plan for exploration of the Property will
be adversely affected.  Mineral exploration involves a high degree of risk against which the Company is not currently insured.  Unusual
or unexpected rock formations, formation pressures, fires, power outages, labor
disruptions, flooding, cave-ins, landslides and the inability to obtain
suitable   or adequate machinery, equipment or labor are risks
involved in the operation of mines and the conduct of exploration programs. The
Company has relied on and will continue to rely upon consultants and others for
exploration expertise.  It
is not always possible to fully insure against such risks, and the Company may
decide not to take out insurance against such risks as a result of high
premiums or other reasons.  Should such liabilities arise, they could
reduce or eliminate any future profitability and result in increasing costs and
a decline in the value of the Company’s shares. The Company does not currently
maintain insurance relating to the Property.  Mining accidents or other material adverse events at our mining location may reduce our production levels.  If we
commence mining operations on the Property, production may fall below estimated
levels as a result of mining accidents, such as a pit wall failure in an open
pit mine, or cave-ins or flooding at underground mines. In addition, production
may be unexpectedly reduced at a location if, during the course of mining,
unfavorable ground conditions or seismic activity are encountered, ore grades
are lower than expected, the physical or metallurgical characteristics of the
ore are less amenable to mining or treatment than expected, or our equipment,
processes or facilities fail to operate properly or as expected.  Risks
Related to Our Common Stock  The
Company has a lack of dividend payments.  The
Company has no plans to pay any dividends in the foreseeable future.  Certain
Company actions and the interests of stockholders may differ.  The
voting control of the Company could discourage others from initiating a
potential merger, takeover or another change-of-control transaction that could
be beneficial to stockholders. As a result, the value of stock could be harmed.
Purchasers should be aware that after completion of our pending offering of
common stock, a single stockholder who is our president and director will own
44.4% of the Company’s issued and outstanding common stock if the maximum
amount of the offering is sold. This stockholder will own a greater percentage
if less than the maximum offering is sold.  Currently,
there is no public market for our securities, and we cannot assure you that any
public market will ever develop and it is likely to be subject to significant
price fluctuations.  Currently,
there is no public market for our stock and our stock may never be traded on
any exchange, or, if traded, a public market may not materialize. Even if we are
successful in developing a public market, there may not be enough liquidity in
such market to enable stockholders to sell their stock.  Our
common stock is unlikely to be followed by any market analysts, and there may
be few or no institutions acting as market makers for the common stock. Either
of these factors could adversely affect the liquidity and trading price of our
common stock. Until our common stock is fully distributed and an orderly market
develops in our common stock, if ever, the price at which it trades is likely
to fluctuate significantly. Prices for our common stock will be determined in
the marketplace and may be influenced by many factors, including the depth and
liquidity of the market for shares of our common stock, developments affecting
our business, including the impact of the factors referred to elsewhere in
these Risk Factors, investor perception of the Company, and general economic
and market conditions. No assurances can be given that an orderly or liquid
market will ever develop for the shares of our common stock.
     Our
Common Stock will be subject to “penny stock” rules which may be detrimental to
investors.  The
SEC has adopted regulations which generally define “penny stock” to be any
equity security that has a market price (as defined) of less than $5.00 per
share or an exercise price of less than $5.00 per share. Such securities are
subject to rules that impose additional sales practice requirements on
broker-dealers who sell them.  For transactions covered by these rules,
the broker-dealer must make a special suitability determination for the
purchaser of such securities and have received the purchaser’s written consent
to the transaction prior to the purchase. Additionally, for any transaction
involving a penny stock, unless exempt, the rules require the delivery, prior
to the transaction, of a disclosure schedule prepared by the SEC relating to
the penny stock market. The broker-dealer also must disclose the commissions
payable to both the broker-dealer and the registered representative, current
quotations for the securities and, if the broker-dealer is the sole
market-   maker, the broker-dealer must disclose this fact and
the broker-dealer’s presumed control over the market.  Finally, among
other requirements, monthly statements must be sent disclosing recent price
information for the penny stock held in the account and information on the
limited market in penny stocks. As the shares immediately following this
Offering will likely be subject to such penny stock rules, purchasers in this
Offering will in all likelihood find it more difficult to sell their Shares in
the secondary market.  We have not voluntarily implemented various corporate governance measures, in the absence of which, stockholders may have more limited protections against
interested director transactions, conflicts of interest and similar matters.  Recent
U. S. legislation, including the Sarbanes-Oxley Act of 2002, has resulted in
the adoption of various corporate governance measures designed to promote the
integrity of the corporate management and the securities markets. Some of these
measures have been adopted in response to legal requirements. Others have been
adopted by companies in response to the requirements of national securities
exchanges, such as the NYSE or The NASDAQ Stock Market, on which their
securities are listed. Among the corporate governance measures that are
required under the rules of national securities exchanges and NASDAQ are those
that address board of directors’ independence, audit committee oversight and
the adoption of a code of ethics. We have not yet adopted any of these
corporate governance measures and, since our securities are not listed on a
national securities exchange or NASDAQ, we are not required to do so. It is possible
that if we were to adopt some or all of these corporate governance measures,
stockholders would benefit from somewhat greater assurances that internal
corporate decisions were being made by disinterested directors and that
policies had been implemented to define responsible conduct. For example, in
the absence of audit, nominating and compensation committees comprised of at
least a majority of independent directors, decisions concerning matters such as
compensation packages to our senior officers and recommendations for director
nominees may be made by a majority of directors who have an interest in the
outcome of the matters being decided. Prospective investors should bear in mind
our current lack of corporate governance measures in formulating their investment
decisions.  FINRA
sales practice requirements may limit a stockholder’s ability to buy and sell
our stock.  FINRA
has adopted rules that require that in recommending an investment to a
customer, a broker-dealer must have reasonable grounds for believing that the
investment is suitable for that customer. Prior to recommending speculative low
priced securities to their non-institutional customers, broker-dealers must
make reasonable efforts to obtain information about the customer’s financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, FINRA believes that there is a high probability that
speculative low priced securities will not be suitable for certain customers.
FINRA requirements will likely make it more difficult for broker-dealers to
recommend that their customers buy our common stock, which may have the effect
of reducing the level of trading activity in our common stock. As a result,
fewer broker-dealers may be willing to make a market in our common stock,
reducing a stockholder’s ability to resell shares of our common stock.
     If
quoted on the OTCBB, the price of our common stock may be volatile, which may
substantially increase the risk that you may not be able to sell your shares at
or above the price that you may pay for the shares.  Currently,
there is no public market for our stock and our stock may never be traded on
any exchange, or, if traded, a public market may not
materialize.    Even if our shares are quoted for trading
on the OTCBB following this offering and a public market develops for our
common stock, the market price of our common stock may be volatile. It may
fluctuate significantly in response to the following factors:  •
 variations in quarterly operating results;•
 our announcements of significant commissions and achievement of milestones;•
 our relationships with other companies or capital commitments;•
 additions
  or departures of key personnel;•
 sales of common stock or termination of stock transfer restrictions;•
 changes in financial estimates by securities analysts, if any; and•
 fluctuations in stock market price and volume.
  Your
inability to sell your shares during a decline in the price of our stock may
increase losses that you may suffer as a result of your investment.  Because
we do not intend to pay any dividends on our common stock, holders of our
common stock must rely on stock appreciation for any return on their
investment.  We
have not declared or paid any dividends on our common stock since our
inception, and we do not anticipate paying any such dividends for the
foreseeable future. Accordingly, holders of our common stock will have to rely
on capital appreciation, if any, to earn a return on their investment in our
common stock.  The
Company will deposit offering proceeds into its operating account upon receipt
and use them to conduct its business and operations, and proceeds are
non-refundable.  Subscription
funds submitted by subscribers will be deposited into the Company’s operating
account upon receipt and used to conduct the Company’s business and
operations.  All proceeds from the sale of the Shares are non refundable.  ITEM
1B. UNRESOLVED STAFF COMMENTS.  Not
applicable.  ITEM
2. PROPERTIES.  Our
office address is 18444 N 25th Ave. Suite #420–711, Phoenix, AZ 85023 . ITEM
3. LEGAL PROCEEDINGS.  We
currently have no legal proceedings pending nor have any legal proceeding been
threatened against us or any of our officers, directors or control persons of which
we are aware.  ITEM
4. MINE SAFETY DISCLOSURES.  Not
applicable, as we have not yet commenced mining operations.   PART II
     ITEM
5. MARKET FOR REGISTRANT’S COMMON EQUITY AND ISSUER PURCHASES of EQUITY
SECURITIES.  Market
Information  Our
stock is not quoted on any exchange.  Holders  As
of December 31, 2015, we had 69 shareholder of record and 127,407,500 shares of
class A & B issued and outstanding.  Dividend
Policy  We
have not declared or paid any dividends on our common stock to date. We
anticipate that any future earnings will be retained as working capital and
used for business purposes. Accordingly, it is unlikely that we will declare or
pay any such dividends in the foreseeable future.  Securities
Authorized for Issuance under Equity Compensation Plans  To
date, we have 19,000,000 unexercised stock options via an agreement with our
Director, and no warrants or any other securities convertible into shares of
our common stock.  Recent
Sales of Unregistered Securities  None.  Registered
Offering of Securities – Use of Proceeds  On
1/2/2015, the SEC declared effective our Registration Statement on Form S-1 of
100,000,000 shares at an offering price of $0.25 per share.  Later, we
filed a post-effective amendment adjusting the price per share to
$1/share.  That post-effective amendment was declared effective on
7/31/2015.  The total offering amount remained at
$25,000,000.  To date, we have sold 1,000 shares.   ITEM
6. SELECTED FINANCIAL DATA.  Because
the Company is a smaller reporting company, it is not required to provide the
information required by this Item 6.  ITEM
7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF
OPERATION  Operations  We
are an exploration stage company. We have not yet started operations or
generated or realized any revenues from our business operations.  Our
auditors have issued a going concern opinion. This means that there is
substantial doubt that we can continue as an ongoing business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have not generated any revenues and no revenues are anticipated
until we begin removing and selling minerals. Accordingly, we must raise cash
from sources other than the sale of minerals found on the Property. Our only
other sources for cash at this time are loans from related parties and
additional sales of common stock. Our success or failure will be determined by
what additional financing we obtain and what we find under the ground.
     If
we find mineralized material and it is economically feasible to remove the
mineralized material, we will attempt to raise additional money through our
current public offering or through loans.  Results
of Operations  Revenue  We
did not earn any revenues from our incorporation on 11/6/13 to 12/31/15. 
We have obtained $1,000 from sales of our stock from our offering. We are in
the exploration stage of our business and can provide no assurance that we will
discover economic mineralization on our mineral property.  Expenses  For
the year ended December 31, 2015, we incurred operating expenses in the amount
of $3,292 which was comprised of general and administrative expenses, relating
to filing fees and professional fees.  We
incurred total operating expenses in the amount of $39,246 for the period from
our inception on November 6, 2013 to December 31, 2015. These operating
expenses were comprised of filing fees and professional fees.  Net
Loss  Our
net loss decreased from $25,088 in 2014 to $3,292 for the fiscal year ended
December 31, 2015. This loss was mainly due to the decrease in expenses noted
above.  Liquidity  As
of December 31, 2015, we had total assets of $50,372, including liquid assets
of $372. As of December 31, 2014, we had total assets of $50,000. We had an
accumulated deficit $39,246 and current liabilities of $20,700 at December 31,
2015.  We had an accumulated deficit of $35,954 and current liabilities of
$19,766 at December 31, 2014.  Recently
Issued Accounting Pronouncements  In February
2010, the FASB issued Accounting Standards Update ("ASU") No. 2010-09
("ASU 2010-09"), which is included in the FASB Accounting Standards
Codification (the "ASC") Topic 855. ASU 2010-09 clarifies that an SEC
filer is required to evaluate subsequent events through the date that the
financial statements are issued. ASU 2010-09 is effective upon the issuance of
the final update and did not have a significant impact on the Company's
financial statements.  Generally
Accepted Accounting Principles  In June
2009, the FASB issued guidance now codified as ASC 10 as the single source of
authoritative accounting principles recognized by the FASB to be applied by
nongovernmental entities in the preparation of financial statements in
conformity with U.S. GAAP, aside from those issued by the SEC. ASC 105 does not
change current U.S. GAAP, but is intended to simplify user access to all
authoritative U.S. GAAP by providing all authoritative literature related to a
particular topic in one place. The adoption of ASC 105 did not have a material
impact on the Company's financial statements, but did eliminate all references
to pre-codification standards.  The
Company has implemented all new accounting pronouncements that are in effect
and that may impact its financial statements and does not believe that there
are any other new accounting pronouncements that have been issued that might
have a material impact on its financial position or results of operations.  Critical
Accounting Policies
     The
preparation of financial statements and related notes requires us to make
judgments, estimates, and assumptions that affect the reported amounts of
assets, liabilities, revenue and expenses, and related disclosure of contingent
assets and liabilities.  An
accounting policy is considered to be critical if it requires an accounting
estimate to be made based on assumptions about matters that are highly
uncertain at the time the estimate is made, and if different estimates that
reasonably could have been used, or changes in the accounting estimates that
are reasonably likely to occur periodically, could materially impact the
financial statements.  Financial
Reporting Release No. 60 requires all companies to include a discussion of
critical accounting policies or methods used in the preparation of financial
statements. There are no critical policies or decisions that rely on judgments
that are based on assumptions about matters that are highly uncertain at the
time the estimate is made. Note 1 to the financial statements, included elsewhere
in this report, includes a summary of the significant accounting policies and
methods used in the preparation of our financial statements.  Off-Balance
Sheet Arrangements  We
have no off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of
Regulation S-K, obligations under any guarantee contracts or contingent
obligations. We also have no other commitments, other than the costs of being a
public company that will increase our operating costs or cash requirements in
the future.  ITEM
7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.  Not
applicable.  ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.  Our
financial statements for the years ended December 31, 2015, and the reports
thereon of John Scrudato, CPA are included following the signature page.  ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE.  None.  ITEM
9A. CONTROLS AND PROCEDURES.  Disclosure
Controls and Procedures  We
maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under
the Exchange Act) that are designed to ensure that information that would be
required to be disclosed in Exchange Act reports is recorded, processed,
summarized and reported within the time period specified in the SEC’s rules and
forms, and that such information is accumulated and communicated to our
management, including to our chief executive officer and chief financial
officer, as appropriate, to allow timely decisions regarding required
disclosure.  As
required by Rule 13a-15 under the Exchange Act, our management, our CEO,
evaluated the effectiveness of the design and operation of our disclosure
controls and procedures as of December 31, 2015. Based on that evaluation, our
CEO concluded that as of December 31, 2015, and as of the date that the
evaluation of the effectiveness of our disclosure controls and procedures was
completed, our disclosure controls and procedures were not effective to satisfy
the objectives for which they are intended.  Management’s
Annual Report on Internal Control over Financial Reporting  Changes
In Internal Control Over Financial Reporting
     There
were no changes in our internal control over financial reporting that occurred
during the year ended December 31, 2015, that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting  ITEM
9B. OTHER INFORMATION.  None.  PART III  ITEM
10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.  Directors,
Executive Officers and Significant Employees  The
directors of the Company hold office for annual terms and will remain in their
positions until successors have been elected and qualified. The officers are
appointed by the board of directors of the Company and hold office until their
death, resignation or removal from office. The ages, positions held, and
duration of terms of the directors and executive officers are as follows:  Name
 Age
 PositionMichael H. Brown
 72
 President, Chief
  Executive Officer and DirectorJoseph LaCome
 37
 Director
  The
persons named above expect to hold their offices/positions until the next
annual meeting of our stockholders.  Both
Mr. Brown and Mr. LaCome devote a minimum amount of time as is required by this
early stage company and have agreed to spend as much time as may be required at
this early stage.  Biographical
Information  Set
forth below is a brief description of the background and business experience of
our President Michael Brown and Director Joseph LaCome  Mr. Michael
Brownhas acted as our president, treasurer, chief executive
officer and as a director since June 13, 2014.  He is 72 years old. 
He has extensive training in chemistry and industrial arts (power mechanics,
machine shop, foundry practice, and electronics) from Berea College, in Berea,
Kentucky, from 1978 to 1981, and also from Palomar College, in San Marcos from
1987 to 1989.  In 1981 he had his own manufacturing company that produced
the Fish carburetor.  He managed up to 10 employees at a time.  The
company continued to produce the carburetors for a total of 15 years.  He
discontinued production in 1996, however in that same year he focused on
engineering and manufacturing piston steam engines.  In that year he
formed the Mike Brown Steam Engine Company.  The company manufactures, and
continues to produce, 1hp, 3hp, and 20 hp steam engines.  He recently
joined Sierra Madre Mining Co. in June, 2014.  Based on his previous and
extensive experience in business and various technical fields, we feel he is
more than qualified to serve as our CEO, CFO, Chairman & President.  Joseph LaCome has acted as our Director since our
inception.  He has been an attorney since June 2010.  He has a
private practice.  He holds a Bachelor’s degree in Liberal Studies and a
Juris Doctorate.  His practice has been a mix of immigration law,
securities law, criminal law and business law.  His experience in the
mining industry is limited to small scale placer mining in Mexico and Arizona
in 2013.  He has also taken several college courses in geology. 
While in Mexico he gained knowledge of placer mining, including identifying
where ore-bearing deposits are located, learned how to operate a dredge
machine, and learned how to operate a trammel and highbanker. Since our
inception he has visited several mines Sierra was interested in forming a joint
venture on, and has read and reviewed dozens of technical reports on
prospective mines.  We believe that, although he has limited experience in
mining, his experience as a lawyer, and entrepreneurial drive to create our
company, provides him with the necessary skills to serve as a member of our
board of directors and will enable him to provide valuable insight to the board
regarding operational, legal and management issues.
     There
are no family relationships among our officers and directors.  Involvement
in Certain Legal Proceedings  During
the past ten years neither of our Officers/Directors above have been the
subject of the following events:  Any
bankruptcy petition filed by or against any business of which either was a
general partner or executive officer either at the time of the bankrupt within
two years prior to that time.  1.
 Any
  conviction in a criminal proceeding or being subject to a pending criminal
  proceeding.2.
 An
  order, judgment, or decree, not subsequently reversed, suspended or vacated,
  or any court of competent  jurisdiction, permanently or temporarily
  enjoining, barring, suspending or otherwise limiting involvement in any type
  of business, securities or banking activities.3.
 Found
  by a court of competent jurisdiction (in a civil action), the SEC or the
  Commodity Future Trading Commission to have violated a federal or state sec
  or commodities law, and the judgment has not been reversed, suspended or
  vacated.
  Term
of Office  Our
directors are appointed for one-year terms to hold office until the next annual
meeting of our stockholders or until removed from office in accordance with our
By- Laws. Our officers are appointed by our board of directors and hold office
until removed by the board.  Committees
of the Board and Financial Expert  We
do not have a separately-designated audit or compensation committee of the
Board or any other Board-designated committee. Audit and compensation committee
functions are performed by our Board of Directors. We will form such committees
in the future as the need for such committees may arise. In addition, at this
time we have determined that we do not have an “audit committee financial
expert” as defined by the SEC on our Board. We have a code of ethics that
covers our directors, officers, and employees. It was previously filed as an
exhibit with our S-1 registration statement  ITEM
11. EXECUTIVE COMPENSATION.  The
following Summary Compensation Table shows the compensation awarded to or
earned by our Chief Executive Officer and other most highly compensated
executive officers for fiscal year 2015. The persons listed in the following
Summary Compensation Table are referred to herein as the “Named Executive Officers.”   Name
  and
  Principal
  position
 Year
 Salary
 Bonus
 Stock Awards
 Option
  Awards
 Non-Equity
  Incentive Plan
  Compensation
 Non-Qualified
  Deferred
  Compensation
  Earnings
 All
  Other
  Compensation
 TotalMichael
  Brown
  President
  & CEO
 2015
 0
 0
 0
 0
 0
 0
 0
 0Joseph
  LaCome
  Director
 2015
 0
 0
 0
 6,922
 0
 0
 0
 0
  Since
our incorporation on November 6, 2013, we have not compensated and have no
arrangements to compensate our officers and directors for their services to us
as officers and directors.  We issued stock options for 19,000,000 shares
of stock to Mr. LaCome. There are no arrangements or plans in which we provide
pension, retirement or similar benefits for directors or executive officers. We
do not have any material bonus or profit sharing plans pursuant to which cash
or non-cash compensation is or may be paid to our directors or executive
officers, except that stock options may be granted at the discretion of our board of
directors from time to time. We have no plans or arrangements in respect of
remuneration received or that may be received by our executive officers to
compensate such officers in the event of termination of employment (as a result
of resignation, retirement, change of control) or a change of responsibilities
following a change of control.
     ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS.  On
November 7, 2013, we issued an aggregate of 100,000,000 shares of our common
stock to our founder for par value.  We
have determined beneficial ownership in accordance with the rules of the SEC.
These rules generally attribute beneficial ownership of securities to persons
who possess sole or shared voting power or investment power with respect to
those securities. The person is also deemed to be a beneficial owner of any
security of which that person has a right to acquire beneficial ownership
within 60 days. Unless otherwise indicated, the person identified in this table
has sole voting and investment power with respect to all shares shown as
beneficially owned by him.  The
following table provides information regarding the beneficial ownership of our
common stock as of the date of this Prospectus by:  •
 each person known to us to be the beneficial owner of more than 5% of our outstanding shares of common stock;•
 each of our executive officers and directors; and•
 all of our officers and directors as a group
   Name,
  Address and Title
 Title of
  Class
 Amount and
  Nature of
  Beneficial
  Ownership
 Percentage
  of
  Class (1)Joseph
  LaCome
  Director
  18444
  N 25th Ave. Suite #420–711
  Phoenix,
  AZ 85023
 Class A
  Class B
 5,000,000
  95,000,000
 100.0%
  77.55%Michael
  Brown
  President,
  CEO
  18444
  N 25th Ave. Suite #420–711
  Phoenix,
  AZ 85023
 Class B
 10,000,000
 8.1%All
  officers & directors as
  a
  group consisting of two
  persons.
 Class A & B
 105,000,000
 100.0%
  Changesin
Control  We
know of no contractual arrangements which may at a subsequent date result in a
change of control in the Company.  ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.  Related
Transactions
     During
the fiscal year ended 12/31/15, the Company received $0 in cash from related
parties and had $934 in expenses paid on its behalf, leaving a balance due to
related parties of $13,139 as of December 31, 2015.  During the year
ended December 31, 2013, the Company received $0 in cash from related parties and
had $5,171 of expenses paid on its behalf. As of December 31, 2013 the balance
due to related parties was $12,205. The related party payables are unsecured,
bear no interest and are due on demand.   Director
Independence  As
of the date of this report we have no independent directors.  ITEM
14. PRINCIPAL ACCOUNTING FEES AND SERVICES.  The
aggregate fees billed by the Company’s auditors for professional services
rendered in connection with the audit of the Company’s annual financial
statements for the year ended December 31, 2014 in the Company’s Form 10-K and
reviews of the financial statements included in the Company’s Form 10-Q or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements wasapproximately
$1,000    which waspaid to John Scrudato, CPA, our
independent registered public accounting firm.  We did not pay our
independent registered public accounting firm any fees for tax compliance
assurance or other non-audit services during the fiscal year ended December 31,
2015. All services provided by our independent registered public accounting
firm were approved by our directors.   PART IV  ITEM
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES  Exhibit
  No.
 
 Description3.1
 
 Articles
  of Incorporation (incorporated by reference to Exhibit 3.1 to our Form 10
  filed on May 2, 2011)3.2
 
 By–Laws
  (incorporated by reference to Exhibit 3.2 filed to our Form 10 filed on May
  2, 201131.1
 
 Certifications
  of the Chief Executive Officer and Chief Financial Officer pursuant to Rule
  13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
  200232.1
 
 Certifications
  of the Chief Executive Officer and Chief Financial Officer pursuant to 18
  U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
  Act of 2002
    SIGNATURES   Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized on February 10, 2016 .   SIERRA
  MADRE MINING, INC.By:
 /s/
  Michael H. BrownMichael
  H. BrownChief
  Executive Officer (Principal Executive, Financial and Accounting Officer)
     Pursuant
to the requirements 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.  Signature
 Title
 Date/s/ Michael H. Brown
  Michael H. Brown
 CEO, CFO, PAO, President
 2/10/2016
   /s/ Joseph LaCome
  Joseph LaCome
 Director
 2/10/2016
     Sierra Madre Mining, Inc.  Contents
 PageFinancial
  Statements:Balance
  Sheet at December 31, 2015 (audited) and December 31, 2014 (audited)
 1Statements
  of Operations for the period  January 1, 2014 through December 31, 2014
  (audited) and January 1, 2015 through  December 31, 2015 (audited)
 2Statements
  of Cash Flows for the  period  January 1, 2014 through December 31,
  2014 (audited) and January 1, 2015 through  December 31, 2015 (audited)
 3Statements
  of Shareholder's Equity for  the  period  January 1, 2014
  through December 31, 2014 (audited) and January 1, 2015 through
   December 31, 2015
 5Notes to Financial Statements
 6-11Report of Independent Registered Public Accounting Firm
 12
     SIERRA MADRE MINING, INC.(AN EXPLORATION STAGE COMPANY)BALANCE SHEETDecember 31, 2015
 
 December 31, 2014(Audited)
 
 (Audited)AssetsCurrent
  assetsCash and cash equivalents
 $
 372
 
 $
 0Total Current assets
 
 272
 
 
 0Property, Plant and Equipment(Net)
 
 25,000
 
 
 25,000Mining Claims
 
 
 25,000
 
 
 25,000Total Assets
 
 $
 50,372
 
 $
 50,000Liabilities and Equity(Deficit)Current liabilitiesAccrued
  Expenses
 $
 7,561
 
 $
 7,561Related
  Party Notes Payable
 
 13,139
 
 
 12,205Total Current Liabilities
 
 20,700
 
 
 19,766Commitments
  and Contingencies - Note 7SIERRA MADRE MINING, INC. Shareholder's DeficitCommon Stock, $0.000001 par value; 300,000,000,000 sharesauthorized
  at 12/31/2015 and 12/31/2014  all classesClass A Stock  5,000,000 and 5,000,000 issued andoutstanding  at 12/31/2015  and 12/31/2014
 
 5
 
 
 5Class B Stock  122,301,000 and 122,300,000 issued and
  outstandingat 12/31/2015  and 12/31/2014
 
 122
 
 
 122Additional
  Paid in Capital
 
 68,791
 
 
 66,061Accumulated deficit
 
 (39,246)
 
 
 (35,954)Total Equity(Deficit)
 
 29,672
 
 
 30,234Total liabilities and equity(Deficit)
 $
 50,372
 
 $
 50,000"The accompanying notes are an integral part of
  these financial statements"
   SIERRA MADRE MINING, INC.(AN EXPLORATION STAGE COMPANY)STATEMENT OF OPERATIONSFor the period January 1, 2015 to
  December 31, 2015
 
 For the period January 1,  2014 to
  December 31, 2014(Audited)
 
 (Audited)Revenues
 
 
 
 $
 0
 
 $
 0Cost
  of Sales
 
 
 
 
 0
 
 
 0Gross
  Profit
 
 
 
 
 0
 
 
 0Operating
  Expenses
 
 
 
 
 3,292
 
 
 25,088Net
  Income(Loss) from Operations
 
 
 
 
 (3,292)
 
 
 (25,088)Other
  Income (Expense)
 
 
 
 
 0
 
 
 0Net
  Income(Loss) BeforeProvision for Income Taxes
 
 
 
 
 (3,292)
 
 
 (25,088)Provision for income taxes
 
 
 
 
 0
 
 
 0Net
  Income(Loss)
 
 
 
 $
 (3,292)
 
 $
 (25,088)Basic
  and Diluted Loss Per Share
 
 
 
 
 (0.00)
 
 
 (0.00)Weighted
  average numberof shares outstanding
 
 
 
 
 122,300,500
 
 
 115,884,444"The accompanying notes are an integral part of
  these financial statements"
     SIERRA MADRE MINING, INC.(AN EXPLORATION STAGE COMPANY)STATEMENT OF CASH FLOWSFor the period January 1, 2015 to
  December 31, 2015
 
 For the period January 1, 2014 to
  December 31, 2014(Audited)
 
 (Audited)Cash flows from operating activities:Net income (loss)
 $
 (3,292)
 
 $
 (25,088)
 
 $Stock issued for compensation
 
 1,730
 
 
 12,356Increase(decrease) in  accrued
  expenses
 
 0
 
 
 7,561Net cash used in operating activities
 
 (1,562)
 
 
 (7,034)Cash flows from investing activities:None
 
 0
 
 
 0Net cash provided(used) by investing
  activities
 
 0
 
 
 0Cash flows from financing activities:
  Net proceeds from sale of stock
 
 1,000Net proceeds from related party loans
 
 934
 
 
 5,171Net cash provided(used) by financing
  activities
 
 1,934
 
 
 5,171Increase in cash and equivalents
 
 372
 
 
 0Cash and cash equivalents at beginning of period
 
 0
 
 
 0Cash and cash equivalents at end of period
 $
 372
 
 $
 0
 
 $"The accompanying notes are an
  integral part of these financial statements"
     SIERRA MADRE MINING, INC.(AN EXPLORATION STAGE COMPANY)STATEMENT OF CASH FLOWS - CONTINUEDFor the period January 1, 2015 to
  December 31, 2015
 
 For the period Januray 1, 2014 to
  December 31, 2014(Audited)
 
 (Audited)SUPPLEMENTAL DISCLOSURE OFCASH FLOW INFORMATIONNone
 
 $
 0
 
 $
 0
 
 $Stock issued for compensation
 $
 1,730
 
 $
 12,356
 
 $Stock issued for equipment
 $
 
 
 $
 25,000
 
 $Stock issued for equipment
 $
 
 
 $
 25,000
 
 $"The accompanying notes are an
  integral part of these financial statements"
     SIERRA MADRE MINING, INC.STATEMENT OF STOCKHOLDER'S EQUITY(AN EXPLORATION STAGE COMPANY)FOR THE PERIOD ENDED January 1, 2014,
  THROUGH DECEMBER 31 2015(Audited)Common Stock Class A
 
 
 Common Stock Class A
 
 Common Stock Class B
 
 
 Common Stock Class B
 
 
 
 
 
 AccumulatedShares
 
 
 Amount
 
 Shares
 
 
 Amount
 
 
 ACIP
 
 
 Deficit
 
 
 TotalBalance December 31, 2013
 
 5,000,000
 
 $
 5
 
 97,000,000
 
 $
 97
 
 $
 3,730
 
 $
 (10,866)
 
 $
 (7,034)Capital stock issuance
 
 0
 
 
 0
 
 25,300,000
 
 
 25
 
 
 60,601
 
 
 0
 
 
 60,626Stock option compensation
 
 0
 
 
 0
 
 0
 
 
 0
 
 
 1,730
 
 
 0
 
 
 1,730Net Income(loss) 1/1/14 to 12/31/2014
 
 0
 
 
 0
 
 0
 
 
 0
 
 
 0
 
 
 (25,088)
 
 
 (25,088)Balances December 31, 2013
 
 5,000,000
 
 $
 5
 
 122,300,000
 
 $
 122
 
 $
 66,061
 
 $
 (35,954)
 
 $
 30,234Capital stock issuance
 
 0
 
 
 0
 
 0
 
 
 0
 
 
 1,000
 
 
 0
 
 
 1,000Stock option compensation
 
 0
 
 
 0
 
 0
 
 
 0
 
 
 1,730
 
 
 0
 
 
 1,730Net Income(loss) 1/1/2015 to 
  12/31/2015
 
 0
 
 
 0
 
 0
 
 
 0
 
 
 0
 
 
 (3,2 92)
 
 
 (3,292)Balances December 31, 2015
 
 5,000,000
 
 $
 5
 
 122,300,000
 
 $
 122
 
 $
 68,791
 
 $
 (39,246)
 
 $
 29,672"The accompanying notes are an
  integral part of these financial statements"
     Note1.     Organization, History and Business  Sierra Madre Mining, Inc. (“the Company”) was
incorporated in Delaware on November 1, 2013. The Company has adopted a year
end of December 31.  The Company is in the business of mining for precious metals. It
is currently an exploration stage company as set forth in Securities and
Exchange Commission (SEC) Industry Guide #7 and, accordingly, expenses all
exploration costs until proven and probable reserves are established.  Note
2.     Summary of Significant Accounting Policies  Revenue Recognition  Revenue is derived from sales of products to
distributors and consumers. Revenue is recognized in accordance with Staff
Accounting Bulletin (“SAB”) No. 101, “Revenue Recognition in Financial
Statements,” as revised by SAB No. 104. As such, the Company recognizes revenue
when persuasive evidence of an arrangement exists, title transfer has occurred,
the price is fixed or readily determinable, and collectability is probable.
Sales are recorded net of sales discounts and terms are recorded by contract.  Accounts Receivable  Accounts receivable is reported at the customers’
outstanding balances, less any allowance for doubtful
accounts.  Interest is not accrued on overdue accounts receivable.  Allowance for Doubtful Accounts  An allowance for doubtful accounts on accounts
receivable is charged to operations in amounts sufficient to maintain the
allowance for uncollectible accounts at a level management believes is adequate
to cover any probable losses.  Management determines the adequacy of
the allowance based on historical write-off percentages and information
collected from individual customers.  Accounts receivable are charged
off against the allowance when collectability is determined to be permanently
impaired.   Stock Based Compensation  When applicable, the Company will account for
stock-based payments to employees in accordance with ASC 718, “Stock
Compensation” (“ASC 718”).  Stock-based payments to employees include
grants of stock, grants of stock options and issuance of warrants that are
recognized in the consolidated statement of operations based on their fair
values at the date of grant.  The Company accounts for stock-based payments to
non-employees in accordance with ASC 505-50, “Equity-Based Payments to
Non-Employees.”  Stock-based payments to non-employees include grants
of stock, grants of stock options and issuances of warrants that are recognized
in the consolidated statement of operations based on the value of the vested
portion of the award over the requisite service period as measured at its
then-current fair value as of each financial reporting date.  The Company calculates the fair value of option grants
and warrant issuances utilizing the Binomial pricing model.  The
amount of stock-based compensation recognized during a period is based on the
value of the portion of the awards that are ultimately expected to vest.  ASC
718 requires forfeitures to be estimated at the time stock options are granted
and warrants are issued to employees and non-employees, and revised, if
necessary, in subsequent periods if actual forfeitures differ from those
estimates.  The term “forfeitures” is distinct from “cancellations”
or “expirations” and represents only the unvested portion of the surrendered
stock option or warrant.  The Company estimates forfeiture rates for
all unvested awards when calculating the expense for the period.  In
estimating the forfeiture rate, the Company monitors both stock option and
     Note
2.     Summary of Significant Accounting Policies
(continued)  warrant exercises as well as employee termination
patterns.  The resulting stock-based compensation expense for both
employee and non-employee awards is generally recognized on a straight-line
basis over the period in which the Company expects to receive the benefit,
which is generally the vesting period.   Loss per Share  The Company reports earnings (loss) per share in
accordance with ASC Topic 260-10,"Earnings per Share."Basic earnings (loss) per share is computed by dividing income (loss) available
to common shareholders by the weighted average number of common shares
available. Diluted earnings (loss) per share is computed similar to basic
earnings (loss) per share except that the denominator is increased to include
the number of additional common shares that would have been outstanding if the
potential common shares had been issued and if the additional common shares
were dilutive.  Diluted earnings (loss) per share has not been presented
since there are no dilutive securities.  Cash and Cash Equivalents  For purpose of the statements of cash flows, the
Company considers cash and cash equivalents to include all stable, highly
liquid investments with maturities of three months or less.  Organization and Offering
Cost  The Company has a policy to expense organization and
offering cost as incurred. To datefor periodNovember
1, 2013(inception) through December 31, 2015 the Company has incurred $229 in
organization cost and $3,500 in offering cost.  Concentration
of Credit Risk  The Company primarily transacts its business with one
financial institution. The amount on deposit in that one institution may from
time to time exceed the federally-insured limit.  Use of Estimates  The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period.  Actual results could
differ from those estimates.  Business segments  ASC 280,“Segment Reporting”requires use of
the“management approach”model for segment reporting. The management
approach model is based on the way a company’s management organizes segments
within the company for making operating decisions and assessing performance.
The Company determined it has one operating segment as of December 31, 2015.  Income Taxes  The
Company accounts for its income taxes under the provisions of ASC Topic 740,
“Income Taxes.”The method of accounting for income taxes under ASC 740
is an asset and liability method. The asset and  Note
2.     Summary of Significant Accounting Policies
(continued)  liability method requires the recognition of deferred
tax liabilities and assets for the expected future tax consequences of temporary differences between tax
bases and financial reporting bases of other assets and liabilities.
     Recent Accounting Pronouncements  The Company continually assesses any new accounting
pronouncements to determine their applicability to the Company. Where it is
determined that a new accounting pronouncement affects the Company’s financial
reporting, the Company undertakes a study to determine the consequence of the
change to its financial statements and assures that there are proper controls
in place to ascertain that the Company’s financials properly reflect the
change. The Company currently does not have any recent accounting
pronouncements that they are studying and feel may be applicable.  Note
3.     Income Taxes  Deferred income tax assets and liabilities are
computed annually for differences between financial statement and tax bases of
assets and liabilities that will result in taxable or deductible amounts in the
future based on enacted tax laws and rates applicable to the periods in which
the differences are expected to affect taxable income. Valuation allowances are
established when necessary to reduce deferred tax assets to the amount expected
to be realized. Income tax expense is the tax payable or refundable for the
period plus or minus the change during the period in deferred tax assets and
liabilities.  The effective tax rate on the net loss before income
taxes differs from the U.S. statutory rate as follows:  12/31/2015
 
 12/31/2014U.S statutory rate
 
 
 
 
 34.00%
 
 
 34.00%Less valuation allowance
 
 
 
 -34.00%
 
 
 -34.00%Effective tax rate
 
 
 
 
 0.00%
 
 
 0.00%
  The significant components of deferred tax assets and
liabilities are as follows:  12/31/2015
 
 12/31/2014Deferred tax assetsNet operating losses
 
 
 
 $
 (39,246)
 
 $
 (35,954)Deferred tax liabilityNet deferred tax assets
 
 
 
 (13,344)
 
 
 (12,224)Less valuation allowance
 
 
 
 13,344
 
 
 12,224Deferred tax asset - net valuation allowance
 
 $
 0
 
 $
 0
     Note
3.     Income Taxes (Continued)  On an interim basis, the Company has a net operating
loss carryover of approximately $39,246 available to offset future income for
income tax reporting purposes, which will expire in various years through 2032,
if not previously utilized. However, the Company’s ability to use the carryover
net operating loss may be substantially limited or eliminated pursuant to
Internal Revenue Code Section 382. The Company adopted the provisions of
ASC 740-10-50, formerly FIN 48, and “Accounting for Uncertainty in Income
Taxes”. The Company had no material unrecognized income tax assets or
liabilities as of December 31, 2015.
     The Company’s policy regarding income tax interest and
penalties is to expense those items as general and administrative expense but
to identify them for tax purposes. During the period January 1, 2015 through
December 31, 2015, there were no income tax, or related interest and penalty
items in the income statement, or liabilities on the balance sheet. The Company
files income tax returns in the U.S. federal jurisdiction and Arizona state
jurisdiction.  We are not currently involved in any income tax
examinations.  Note
4.   Related Party Transactions  Related Party Stock Issuances since Inception:  The following stock issuances were made to officers of
the company as compensation for services:  On November 1, 2013 the Company issued 100,000,000 of
its authorized common stock class A shares to Joseph Lacome in exchange for
$100.  On November 1, 2013 the Company issued 10,000,000 of
its authorized common stock class A shares to Michael Brown in exchange for
$100.  Thomas Arkoosh, John Arkoosh and Keith S. Jay, and
other members of Gold Basin Mining LLC & AJA Mining LLC, joint venture
operators have received 15,000,000 of common stock class B shares for an
ownership interest in the mining claims.  Additionally, the company currently has no cash
account most of the year and has funded operations to this point through the
issuance of common stock as well as short term advances from related parties.
These loans are due on demand, carry a zero percent interest rate and the
balance now owed by the Company at December 31, 2015 was $13,139.  Note
5.   Stockholders’ Equity  Common
Stock  The holders of the Company's common stock class A are
entitled to one vote per share of common stock held. As of December 31, 2015
there were 5,000,000 shares issued and outstanding.  As of December 31, 2015 the Company had 122,407,500
shares of common stock class B which are nonvoting shares issued and
outstanding.  Note 6.    Commitments and Contingencies  Commitments:  The
Company currently has no long term commitments as of our balance sheet date.  Contingencies:  None
as of our balance sheet date.  Note
7 – Net Income(Loss) Per Share  The
following table sets forth the information used to compute basic and diluted
net income per share attributable to Sierra Madre Mining, Inc.  for the
year ended December 31, 2015 and the year ended December 31, 2014:
     31-Dec-15
 
 31-Dec-14Net Income (Loss)
 
 
 
 
 $
 (3,292)
 
 $
 (25,088)Weighted-average common shares outstanding  basic:Weighted-average common stock
 
 
 
 
 122,301,000
 
 
 115,884,444EquivalentsStock options
 
 
 
 
 
 0
 
 
 0Warrants
 
 
 
 
 
 0
 
 
 0Convertible Notes
 
 
 
 
 
 0
 
 
 0Weighted-average common sharesoutstanding-  Diluted
 
 
 
 
 
 122,301,000
 
 
 115,884,444
      Note
8.    Notes Payable    Notes payable consist of the following for the periods ended;
 
 12/31/2015
 
 12/31/2014Officer related party working capital notes with no stated
  interest rate. Note is payable on demand .$
 13,139
 
 $
 12,205Total Notes Payable
 
 
 
 
 
 13,139
 
 
 12,205Less Current Portion
 
 
 
 
 
 (13,139)
 
 
 (12,205)Long Term Notes Payable
 
 
 
 
 $
 0
 
 $
 0
  Note 9.    Going Concern  The accompanying financial statements have been
prepared assuming that the Company will continue as a going concern. Currently,
the Company has no operating history and has incurred operating losses, and as
of December 31, 2015 the Company had a working capital deficit and an
accumulated deficit. These factors raise substantial doubt about the Company’s
ability to continue as a going concern. Management believes that the Company’s
capital requirements will depend on many factors including the success of the
Company’s development efforts and its efforts to raise capital. Management also
believes the Company needs to raise additional capital for working capital
purposes. There is no assurance that such financing will be available in the
future.   The conditions described above raise substantial doubt
about our ability to continue as a going concern. The financial statements of
the Company do not include any adjustments relating to the recoverability and
classification of recorded assets, or the amounts and classifications of
liabilities that might be necessary should the Company be unable to continue as
a going concern.
     Note
10.    Subsequent Events  The
Company is currently in the process of registering 110,000,000 Class B shares
through a S-1 registration and expects this registration to become effective at
some point during the current fiscal year.
     John Scrudato CPA CERTIFIED PUBLIC ACCOUNTING FIRM   Report of Independent Registered Public
Accounting Firm  Board
of Directors and Stockholders Sierra
Madre Mining, Inc.  We have audited the accompanying balance sheets of
Sierra Madre Mining, Inc. (“the Company”) as of December 31, 2015 and 2014 and
the related statements of operations,  stockholder's equity, and cash
flows for the year ended December 31, 2015 and December 31, 2014.  These
financial statements are the responsibility of the Company’s management. Our
responsibility is to express an opinion on these financial statements based on
our audit.  We conducted our audit in accordance with the standards
of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. The Company is not required to have, nor were we engaged to
perform, an audit of its internal controls over financial reporting. Our audit
included consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control over financial reporting. Accordingly, we express no
such opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.  In our opinion, the financial statements referred to
above present fairly, in all material respects, the financial position of
Sierra Madre Mining, Inc. as of December 31, 2015 and 2014 and the year ended
December 31, 2015 and December 31, 2014, and the results of its operations and
its cash flows for the periods then ended, in conformity with accounting
principles generally accepted in the United States.  The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in
Note 9, the Company has limited operating history and has incurred losses since
inception and also has a working capital deficit. These factors raise
substantial doubt about the Company's ability to continue as a going concern.
Management's plans in regard to these matters are also discussed in Note 9. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.   /s/
John Scrudato CPA Califon,
New Jersey  February
10, 2016  7 Valley View Drive Califon, New Jersey 07830
 Registered
Public Accounting Company Oversight Board Firm