UNITED
STATES SECURITIES AND

EXCHANGE
COMMISSION

Washington, D.C.
20549





---



FORM 10-Q



(Mark One)

|☒ | QUARTERLY
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | -------------------------------------------------------------------------------------------



For the Quarterly Period Ended December 31,
2017



or



|☐ | TRANSITION
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | --------------------------------------------------------------------------------------------



For the transition period from _______________
to _______________



Commission file number: 1-03319



Mineral Mountain
Mining & Milling Company

(Exact name of registrant as specified in its
charter)





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|Idaho                                                          |  |  |  | 82-0144710                             
|-------------------------------------------------------------- |  |  |  | ---------------------------------------
|(State or Other
Jurisdiction of
Incorporation or Organization) |  |  |  | (I.R.S. Employer
Identification
Number)



Mineral Mountain
Mining & Milling Company

13 Bow Circle,
Suite 170

Hilton Head, South
Carolina 29928

(917) 587-8153

(Address, Including
Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)





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(Former name and former address, if changed
since last report)



Indicate
by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  ☒  No  ☐



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files). Yes  ☒  No  ☐













Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth
company. See definitions of “large accelerated filer”, “accelerated filer,” “smaller reporting company”
and “emerging growth company” in Rule 12b-2 of the Exchange Act.



|Large accelerated filer | ☐ |  | Accelerated filer         | ☐
|----------------------- | - |  | ------------------------- | -
|Non-accelerated filer   | ☒ |  | Smaller reporting company | ☒
|Emerging growth company | ☒ |  |                           |  



If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐



Indicate
by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Act): Yes  ☐  No  ☒



As
of November 27, 2018, there were 65,024,733 shares of the issuer’s common stock outstanding.





2







Mineral Mountain Mining & Milling Company

Form 10-Q

Table of Contents



|                                                                                                                              | Page
|----------------------------------------------------------------------------------------------------------------------------- | ----
|Part I. Financial Information                                                                                                 |     
|Item 1. Financial Statements                                                                                                  |     
|Condensed Consolidated Balance Sheets as of December 31, 2017 (unaudited) and September 30, 2017                              | 4   
|Condensed Consolidated Statements of Operations for the Three Months Ended December 31, 2017 (unaudited) and 2016 (unaudited) | 5   
|Condensed Consolidated Statements of Cash Flows for the Three Months Ended December 31, 2017(unaudited) and 2016 (unaudited)  | 6   
|Notes to Condensed Consolidated Financial Statements (unaudited)                                                              | 7   
|Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations                                 | 14  
|Item 3. Quantitative and Qualitative Disclosures about Market Risk                                                            | 17  
|Item 4. Controls and Procedures                                                                                               | 17  
|                                                                                                                              |     
|Part II. Other Information                                                                                                    |     
|Item 1. Legal Proceedings                                                                                                     | 18  
|Item 1A. Risk Factors                                                                                                         | 18  
|Item 2. Unregistered Sales of Equity Securities and Use of Proceeds                                                           | 18  
|Item 3. Defaults upon Senior Securities                                                                                       | 19  
|Item 4. Mine Safety Disclosures                                                                                               | 19  
|Item 5. Other Information                                                                                                     | 19  
|Item 6. Exhibits                                                                                                              | 19  
|                                                                                                                              |     
|Signatures                                                                                                                    | 19  





3







PART I - FINANCIAL INFORMATION



Item 1. Financial Statements



|MINERAL MOUNTAIN MINING AND MILLING COMPANY
|-------------------------------------------
|CONDENSED CONSOLIDATED BALANCE SHEETS      



|                                                                                           |  | December 31,   2017 |            | September 30, 2017
|------------------------------------------------------------------------------------------ |  | ------------------- | ---------- | ------------------
|                                                                                           |  | (unaudited)         |            |                   
|                                                                                           |  |                     |            |                   
|ASSETS                                                                                     |  |                     |            |                   
|CURRENT ASSETS                                                                             |  |                     |            |                   
|Cash and cash equivalents                                                                  |  | $                   | 75,229     |                   
|Prepaid expense                                                                            |  |                     | 1,397      |                   
|Total Current Assets                                                                       |  |                     | 76,626     |                   
|OTHER ASSETS                                                                               |  |                     |            |                   
|Investment in mineral lease                                                                |  |                     | 336,000    |                   
|Mineral lease, net                                                                         |  |                     | 176,818    |                   
|Total Other Assets                                                                         |  |                     | 512,818    |                   
|TOTAL ASSETS                                                                               |  | $                   | 589,444    |                   
|LIABILITIES AND STOCKHOLDERS’ EQUITY                                                       |  |                     |            |                   
|CURRENT LIABILITIES                                                                        |  |                     |            |                   
|Accounts payable                                                                           |  | $                   | —          |                   
|Accrued interest                                                                           |  |                     | 3,652      |                   
|Accrued lease payments                                                                     |  |                     | 10,000     |                   
|Notes payable - related party                                                              |  |                     | 57,000     |                   
|Total Current Liabilities                                                                  |  |                     | 70,652     |                   
|LONG TERM LIABILITIES                                                                      |  |                     |            |                   
|Mineral Lease                                                                              |  |                     | 232,318    |                   
|Total Long Term Liabilities                                                                |  |                     | 232,318    |                   
|TOTAL LIABILITIES                                                                          |  |                     | 302,970    |                   
|COMMITMENTS AND CONTINGENCIES                                                              |  |                     | —          |                   
|STOCKHOLDERS’ EQUITY                                                                       |  |                     |            |                   
|Preferred stock, $.10 par value, 10,000,000 shares authorized, none issued and outstanding |  |                     | —          |                   
|Common stock, $0.001 par value, 100,000,000 shares authorized;                             |  |                     |            |                   
|57,516,162 and 53,816,162 shares issued and outstanding, respectively                      |  |                     | 57,516     |                   
|Additional paid-in capital                                                                 |  |                     | 2,571,987  |                   
|Accumulated deficit                                                                        |  |                     | (2,343,029 | )                 
|Total Stockholders’ Equity                                                                 |  |                     | 286,474    |                   
|TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY                                                 |  | $                   | 589,444    |                   



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





4







|MINERAL
    MOUNTAIN MINING AND MILLING COMPANY    
|---------------------------------------------------
|CONDENSED
    CONSOLIDATED STATEMENTS OF OPERATIONS





|                                                                              |  | Three Months Ended
|----------------------------------------------------------------------------- |  | ------------------
|                                                                              |  | December 31       
|                                                                              |  | 2017              
|                                                                              |  | (unaudited)       
|REVENUES                                                                      |  | $                 
|OPERATING EXPENSES                                                            |  |                   
|Professional fees                                                             |  |                   
|General and administrative                                                    |  |                   
|TOTAL OPERATING EXPENSES                                                      |  |                   
|                                                                              |  |                   
|LOSS FROM OPERATIONS                                                          |  |                   
|OTHER INCOME (EXPENSES)                                                       |  |                   
|Interest expense                                                              |  |                   
|TOTAL OTHER INCOME (EXPENSES)                                                 |  |                   
|                                                                              |  |                   
|LOSS BEFORE TAXES                                                             |  |                   
|                                                                              |  |                   
|INCOME TAXES                                                                  |  |                   
|                                                                              |  |                   
|NET LOSS                                                                      |  | $                 
|NET LOSS PER COMMON SHARE, BASIC AND DILUTED                                  |  | $                 
|WEIGHTED AVERAGE NUMBER OF COMMON STOCK SHARES OUTSTANDING, BASIC AND DILUTED |  |                   



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





5







|MINERAL
    MOUNTAIN MINING AND MILLING COMPANY     |  |  |  |  | 
|--------------------------------------------------- |  |  |  |  | 
|CONDENSED
    CONSOLIDATED STATEMENTS OF CASH FLOWS



|                                                                                                |  | Three Months Ended
|----------------------------------------------------------------------------------------------- |  | ------------------
|                                                                                                |  | December 31,      
|                                                                                                |  | 2017              
|                                                                                                |  | (unaudited)       
|                                                                                                |  |                   
|CASH FLOWS FROM OPERATING ACTIVITIES:                                                           |  |                   
|Net income (loss)                                                                               |  | $                 
|Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities: |  |                   
|Changes in assets and liabilities:                                                              |  |                   
|Decrease (increase) in prepaid expense                                                          |  |                   
|Increase (decrease) in accounts payable                                                         |  |                   
|Increase (decrease) in accrued interest                                                         |  |                   
|Net cash used by operating activities                                                           |  |                   
|                                                                                                |  |                   
|CASH FLOWS FROM INVESTING ACTIVITIES:                                                           |  |                   
|                                                                                                |  |                   
|CASH FLOWS FROM FINANCING ACTIVITIES:                                                           |  |                   
|Proceeds from sale of common stock and warrants                                                 |  |                   
|Payment of note payable                                                                         |  |                   
|Net cash provided by financing activities                                                       |  |                   
|                                                                                                |  |                   
|INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS                                                 |  |                   
|Cash, beginning of period                                                                       |  |                   
|Cash, end of period                                                                             |  | $                 
|SUPPLEMENTAL CASH FLOW INFORMATION:                                                             |  |                   
|Interest paid                                                                                   |  | $                 
|Income taxes paid                                                                               |  | $                 



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





6







MINERAL MOUNTAIN MINING & MILLING COMPANY

Notes to Condensed Consolidated Financial
Statements

(Unaudited)

December 31, 2017



NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS



Mineral Mountain Mining and Milling Company
(“the Company”) was incorporated under the laws of the State of Idaho on August 4, 1932 and is publicly held. The Company
was incorporated for the purpose of mining and exploring for non-ferrous and precious metals, primarily silver, lead and copper.
The Company has two wholly owned subsidiaries, Nomadic Gold Mines, Inc. an Alaska corporation and Lander Gold Mines, Inc. a Wyoming
corporation. The Company currently holds 36 claim blocks in Alaska, through its subsidiary, Nomadic Gold Mines, Inc.



The foregoing unaudited interim financial statements
have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly,
these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United
States of America for complete financial statements. These unaudited interim financial statements should be read in conjunction
with the Company’s audited financial statements for the year ended September 30, 2017. In the opinion of management, the
unaudited interim financial statements furnished herein includes all adjustments, all of which are of a normal recurring nature,
necessary for a fair statement of the results for the interim period presented. Operating results for the three month period ended
December 31, 2017 are not necessarily indicative of the results that may be expected for the year ending September 30, 2018



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



The accompanying consolidated financial statements
include the accounts of Mineral Mountain Mining & Milling Company and its wholly-owned subsidiaries. All intercompany accounts
and transactions have been eliminated in consolidation. The above unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim financial information



Accordingly, these unaudited interim consolidated
financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States
of America for complete financial statements and the rules of the SEC. These unaudited interim consolidated financial statements
should be read in conjunction with the Company’s audited financial statements for the year ended September 30, 2017.



In the opinion of management, the unaudited
interim consolidated financial statements furnished herein include all adjustments, all of which are of a normal recurring nature,
necessary for a fair statement of the results for the interim periods presented. Operating results for the three month period ended
December 31, 2017 are not necessarily indicative of the results that may be expected for the year ended September 30, 2018.



Fair Value of Financial Instruments

The Company’s financial instruments as
defined by ASC 825-10-50, include cash, receivables, accounts payable and accrued expenses. All instruments are accounted for on
a historical cost basis, which, due to the short maturity of these financial instruments, approximates fair value at December 31,
2017 and 2016.



The standards under ASC 820 defines fair value,
establishes a framework for measuring fair value in accordance with generally accepted accounting principles, and expands disclosures
about fair value measurements. FASB ASC 820 establishes a three-tier fair value hierarchy which prioritizes the inputs used in
measuring fair value as follows:



Level 1. Observable inputs
such as quoted prices in active markets;



Level 2. Inputs, other than the
quoted prices in active markets, that are observable either directly or indirectly; and





7







Level 3. Unobservable
inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.



The Company had mineral leases of $232,318
measured at fair value at December 31, 2017.



Going Concern



As shown in the accompanying financial statements,
the Company has incurred cumulative operating losses since inception. As of December 31, 2017, the Company has limited financial
resources with which to achieve its objectives and attain profitability and positive cash flows from operations. As shown in the
accompanying balance sheets and statements of operations, the Company has an accumulated deficit of $2,343,029. The Company’s
working capital is $5,974.



Achievement of the Company’s objectives
will depend on its ability to obtain additional financing, to generate revenue from current and planned business operations, and
to effectively control operating and capital costs.



The Company plans to fund its future operations
by potential sales of its common stock or by issuing debt securities. However, there is no assurance that the Company will be able
to achieve these objectives, therefore substantial doubt about its ability to continue as a going concern exists.



Provision for Taxes



Income taxes are provided based upon the liability
method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition. Under the approach, deferred income taxes
are recorded to reflect the tax consequences in future years of differences between the tax basis of assets and liabilities and
their financial reporting amounts at each year-end. A valuation allowance is recorded against deferred tax assets if management
does not believe the Company has met the “more likely than not” standard imposed by ASC 740-10-25-5 to allow recognition
of such an asset. See Note 5.



NOTE 3 – MINING CLAIMS AND LAND



Alaska Mineral Lease and Option to Purchase



On April 5, 2016, the Company signed a Lease
Agreement with Option to Purchase thirty contiguous mining claims known as the Caribou Mining Claims consisting of 4,800 acres
in the State of Alaska. The agreement consists of two parts, an option to purchase and until such time as the Option to Purchase
is exercised, the Agreement is considered a lease. The Company has chosen to make an early adoption of ASC 842-Lease,as
aresult the Company initially recognized an Investment in Mineral Lease asset of $336,000, and a Mineral Lease liability
of $336,000, based on the discounted future lease payments. The balance of the Mineral Lease liability was $232,318 at December
31, 2017 and $212,318 at September 30, 2017. This was a related party transaction as additional consideration of 11,200,000 shares
of common stock were issued to Ben Porterfield making him an affiliate of the Company.



Option to Purchase



The Option to Purchase (as amended) may be
exercised without pre-payment penalty at any time prior to the ninth anniversary of the effective date of the agreement which would
be April 5, 2025 by remitting $5,000,000. In order to maintain the Option to Purchase the Company must make expenditures for work
on the property as follows:



|Work Expenditure Commitments
|----------------------------
|                            
|Due Before                  
|                            
|December 1, 2019            
|December 1, 2020            
|December 1, 2021            
|December 1, 2022            
|December 1, 2023            
|December 1, 2024            
|Total                       





8







Lease



In order to maintain the Option to Purchase
the Company shall make the following lease payments.



|Lease
    Payment Obligations                       
|----------------------------------------------------
|Date
    Due                                        
|                                                    
|April
    5, 2016                                   
|April
    5, 2016                                   
|April
    5, 2019                                   
|April
    5, 2020                                   
|April
    5, 2021                                   
|April
    5, 2022                                   
|April
    5, 2023                                   
|                                                    
|Total                                               
|Paid
    during year ended September 30, 2016       
|Balance
    at September 30, 2016                   
|Paid
    during year ended September 30, 2017       
|Balance
    at September 30, 2017                   
|Paid during the period
    ended   December 31, 2017
|Balance
    at December 31, 2017                    



There was additional consideration of 11,200,000
shares of common stock valued at $336,000 recorded as investment in mineral lease.



In addition, under the agreement a royalty
equal to two percent (2%) of the net smelter returns derived by the Company shall be payable, without regard to whether the Option
to Purchase has been exercised. No royalties have been incurred as of December 31, 2017.



The parties to the Lease Agreement with Option
to Purchase agreed to an amendment on August 17, 2018 modifying the payment schedules to accommodate the Company’s efforts
to secure additional capital investment for the Caribou Mining Claims resulting in significant savings and flexibility to the Company.
See Note 7.



Lewis Mineral Lease and Option to Purchase



On December 18, 2017, the Company signed a
Lease Agreement with Option to Purchase sixteen unpatented mining claims known as the Lewiston Claims and three patented mining
claims known as the Hidden Hand, Morris and Casselton Claims, located in the State of Wyoming. The agreement consists of two parts,
an option to purchase and until such time as the Option to Purchase is exercised, the Agreement is considered a lease.





9







Option to Purchase



The Option to Purchase may be exercised without
pre-payment penalty at any time prior to the seventh anniversary of the effective date of the agreement which would be December
14, 2024 by remitting $1,000,000. In order to maintain the Option to Purchase the Company must make six annual payments all of
which will be credited to the purchase price beginning on December 14, 2018 and continuing until December 14, 2023.



Lease



In order to maintain the Option to Purchase
the Company shall make the following lease payments.



|Lease Payment Obligations
|-------------------------
|                         
|Date Due                 
|                         
|June 14, 2018            
|December 14, 2018        
|December 14, 2019        
|December 14, 2020        
|December 14, 2021        
|December 14, 2022        
|December 14, 2023        
|                         
|Total                    



There was additional consideration of 500,000
warrants to purchase shares of common stock value.



In addition, under the agreement a royalty
equal to three percent (3%) of the net smelter returns derived by the Company shall be payable, without regard to whether the Option
to Purchase has been exercised. No royalties have been incurred as of December 31, 2017.



The parties to the lease amended the payment
schedule to defer $7,500 in lease payments indefinitely.



NOTE 4 – COMMON STOCK



Upon formation
the authorized capital of the Company was 2,000,000 shares of common stock with a par value of $.05, in 1953 the Company increased
the authorized capital to 3,000,000 shares of common stock, in 1985 the authorized capital was again increased to 10,000,000 shares
of common stock.



During the year ended September 30, 2017, the
Company issued 3,000,000 shares of common stock and 1,000,000 warrants for cash of $60,000; $40,000 of this was received during
the year ended September 30, 2016; and 2,000,000 shares of common stock for services valued at $40,000.



The 1,000,000 warrants were issued for cash
at an exercise price of $0.05 and a term of five years. The fair value of the warrants was estimated using the Black Scholes Option
Price Calculation. The following assumptions were made to value the warrants on the date of issuance: strike price of $0.05, risk
free interest rate of 1.84%, expected life of five years, and expected volatility of 736.39% with no dividends expected to be issued.
The fair value of the warrants totaled $6,667 at the issuance date and this amount was recorded as equity.



During the three month period ended December
31, 2017, the Company issued 3,700,000 shares of common stock for cash of $145,000 less $13,500 in commissions.





10







The following warrants were outstanding at
December 31, 2017:



|Warrant Type |  | Warrants Issued and Unexercised |           | Exercise Price |  | Expiration Date
|------------ |  | ------------------------------- | --------- | -------------- |  | ---------------
|Warrants     |  |                                 | 1,000,000 |                |  | $              



NOTE 5 – INCOME TAXES



Income taxes are provided based upon the liability
method of accounting pursuant to ASC 740-10-25 Income Taxes – Recognition. Under this approach, deferred income taxes
are recorded to reflect the tax consequences in future years of differences between the tax basis of assets and liabilities and
their financial reporting amounts at each year-end. A valuation allowance is recorded against deferred tax assets if management
does not believe the Company has met the “more likely than not” standard imposed by ASC 740-10-25-5.



Topic 740 in the Accounting Standards Codification
(ASC 740) prescribes recognition threshold and measurement attribute for the financial statement recognition and measurement of
a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on de-recognition, classification,
interest and penalties, accounting in interim periods, disclosure and transition. At September 30, 2017 and 2016 the Company had
taken no tax positions that would require disclosure under ASC 740.



The Company files income tax returns in the
U.S. federal jurisdiction and the State of Idaho. The Company is currently in arrears in filing their federal and tax returns,
both jurisdictions statute of limitations of three years does not begin until the tax returns are filed.



Deferred income taxes reflect the net tax effects
of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount
used for income tax purposes.



Significant components of the deferred tax
assets at an anticipated tax rate of 34% for the periods ended December 31, 2017 and September 30, 2017 are as follows:



|                                       |  | December 31,   2017 |           | September 30,   2017
|-------------------------------------- |  | ------------------- | --------- | --------------------
|Net operating loss carryforwards       |  |                     | 2,343,029 |                     
|Deferred tax asset                     |  |                     | 796,630   |                     
|Valuation allowance for deferred asset |  |                     | (796,630  | )                   
|Net deferred tax asset                 |  |                     | —         |                     



At December 31, 2017 and September 30, 2017,
the Company has net operating loss carryforwards of approximately $2,343,029 and $2,282,645 which will begin to expire in the year
2031. The change in the allowance account from September 30, 2017 to December 31, 2017 was $20,531.



NOTE 6 – RELATED PARTY TRANSACTIONS



During the year ended September 30, 2016 the
Company issued a note payable to a family member of an officer in the amount of $15,000. $3,000 was converted to 300,000 shares
of common stock and $5,000 was repaid in cash. The note bears interest at a rate of 10% beginning on July 24, 2016, the balance
of principal and interest at December 31, 2017 and 2016 was $8,750 and $7,227, respectively.



During the year ended September 30, 2017 the
Company issued two notes payable to Premium Exploration Mining in the amount of $35,000 and $15,000 each having an interest rate
of 5%, the balance of principal and interest at December 31, 2017 was $51.902 and $0, the companies have directors in common.





11







A family member of an officer provides consulting
services to the Company, during the period ended December 31, 2017, $4,500 was paid in cash for consulting, during the period ended
December 31, 2016 $7,500 was paid in cash.



NOTE 7 – SUBSEQUENT EVENTS



Mineral Mountain
is actively evaluating additional properties for mineral exploitation, is securing additional claims at its existing properties
and is seeking additional sources of capital to fund ongoing and prospective mineral development and exploitation operations.The
Company’s long-term goals are: (i) to develop both properties; (ii) to position the Company for a possible acquisition by
a major mining company; and (iii) to pursue other business opportunities, both related
and unrelated to our existing mining activities with the view of generating cash flow from operations, which our existing mining
activities have not accomplished.



On March 8, 2018, the Company signed a Lease
Agreement for three patented mining claims known as the Helen G. (a/k/a Allen G), Mill and Star Lode Claims, located in the State
of Wyoming. In order to maintain its lease the Company shall make a $2,500 advance royalty payments at execution of the agreement
and on each yearly anniversary for as long as the agreement is in effect. These advance royalty payments will be credited to the
production royalty payments owed above. The failure of the Company to timely tender the advance royalty payment may terminate this
lease.



Under the Helen G lease agreement a royalty
shall be paid as follows:

| | ● | If the monthly average per troy ounce of gold is over $1,500 the royalty shall be
3.5% of net smelter returns.                              
| | - | --------------------------------------------------------------------------------------------------------------------------------------------
| | ● | If the monthly average per troy ounce of gold is greater than $1,400 but less than
$1,500, the royalty shall be 3.0% of net smelter returns.
| | ● | If the monthly average per troy ounce of gold is greater than $1,300 but less than
$1,400, the royalty shall be 2.5% of net smelter returns.
| | ● | If the monthly average per troy ounce of gold is $1,300 or less the royalty shall
be 2.0% of net smelter returns.                           





No royalties have been incurred as of November
16, 2018.



On August 17, 2018, the Company agreed to an
amendment to Lease Agreement with Option to Purchase, with effect on April 18, 2016, for the Caribou Mining Claims modifying the
payment schedules for the lease payments and option to purchase.



The Company entered into an equity line of
credit purchase agreement, dated as of October 1, 2018 (the “Equity Purchase Agreement”), by and between the Company
and Crown Bridge Partners, LLC, 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the “Investors”) pursuant to which
the Company has agreed to issue to the Investors shares of the Company’s Common Stock, $0.001 par value (the “Common
Stock”), in an amount up to Five Million Dollars ($5,000,000.00) (the “Put Shares”), in accordance with the terms
of the Equity Purchase Agreement. In connection with the transactions contemplated by the Equity Purchase Agreement, the Company
is required to register with the SEC the following shares of Common Stock: (1) 8,000,000 Put Shares to be issued to the Investors
upon purchase from the Company by the Investors from time to time pursuant to the terms and conditions of the Equity Purchase Agreement;
(2) 1,428,571 shares of Common Stock to be issued by the Company to the Investors as a commitment fee pursuant to the Equity Purchase
Agreement; and (3) the Company also has entered into a Registration Rights Agreement, of even date with the Equity Purchase Agreement
with the Investors (the “Registration Rights Agreement”) pursuant to which the Company agreed, among other things,
to register the Put Shares under the Securities Act of 1933, as amended (the “Securities Act”) relating to the resale
of the Put Shares.



By Board of Directors resolution dated January
15, 2018, 280,000 warrants were issued for directors fees at an exercise price of $0.02 and a term of two years. The fair value
of the warrants was estimated using the Black Scholes Option Price Calculation. The following assumptions were made to value the
warrants on the date of issuance: strike price of $0.02, risk free interest rate of 1.99%, expected life of two years, and expected
volatility of 495.28%. The fair value of the warrants totaled 39,194 at the issuance date and this amount was recorded as equity.
Also during the first quarter period 60,000 options were exercised at a price of $.02 for cash in the amount of $1,200.00 by Director
Felix Keller. Additionally, the Board of Directors resolution approved an annual salary of $195,000 for the CEO and Chairman, Sheldon
Karasik.





12







There were sales of equity securities by the
Company after the quarter ended December 31, 2017 as identified below.



There were additional private placement sales
of common equity securities by the Company during the year ending September 30, 2018 as identified below (from January 1, 2018
to September 30, 2018). The sales were completed pursuant to a Form D offering filed on or about February 25, 2018. By Board resolution,
the following shares were issued and sold in the year ending September 30, 2018 for a price up to $0.05 per share, to each of the
following:



|Date of Sale |  | Recipient Name |                    | Shares Issued
|------------ |  | -------------- | ------------------ | -------------
|2/9/2018     |  |                | Felix Keller       |              
|2/15/2018    |  |                | Richard Schaper    |              
|2/28/2018    |  |                | Adam Burlock       |              
|3/8/2018     |  |                | Jacob Karasik      |              
|4/10/2018    |  |                | Jacob Karasik      |              
|5/2/2018     |  |                | Sheldon Karasik    |              
|6/21/2018    |  |                | Sheldon Karasik    |              
|6/21/2018    |  |                | Jonathan Ogle      |              
|6/30/2018    |  |                | Sheldon Karasik    |              
|8/20/2018    |  |                | Stillmont Advisors |              
|8/30/2018    |  |                | Jonathan Ogle      |              
|9/12/2018    |  |                | Francia Gomez      |              
|9/13/2018    |  |                | Encore Tickets     |              



By Board resolution, the following shares were
issued and sold from October 1, 2018 through to the filing of this 10-Q for a price of $0.04 or $0.05 per share, to each of the
following:



|Date of Sale |  | Recipient Name |                    | Shares Issued
|------------ |  | -------------- | ------------------ | -------------
|10/1/2018    |  |                | Francia Gomez      |              
|10/22/2018   |  |                | Stillmont Advisors |              
|10/22/2018   |  |                | Jonathan Ogle      |              
|10/24/2018   |  |                | Jeffery Ogle       |              



The following shares were issued during the
year ending September 30, 2018 and through to the filing of this 10-Q for services rendered as follows:



|Date of Issue |  | Recipient Name |                                      | Shares Issued
|------------- |  | -------------- | ------------------------------------ | -------------
|1/5/2018      |  |                | Peter Papasavas – legal services     |              
|2/9/2018      |  |                | Felix Keller - conversion of warrant |              
|4/24/2018     |  |                | Peter Papasavas – legal services     |              
|11/13/2018    |  |                | Peter Papasavas – legal services     |              



Subsequent events have been evaluated through
the date the financial statements were issued.





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



General



The following discussion and analysis of
the financial condition and results of our operations should be read in conjunction with our financial statements and the notes
to those statements. In addition to historical financial information,this discussion contains
forward-looking statements reflecting our management’s current expectations that involve risks and uncertainties. Actual
results and the timing of events may differ materially from those contained in these forward-looking statements due to a number
of factors, including those discussed under the heading “Risk Factors” in our Consolidated Annual Report on Form 10-K
filed with the Securities and Exchange Commission (“SEC”) on April 25, 2018.



Company Goals and Objectives



Mineral Mountain currently has leases and staked
claims at two properties, the Iditarod Gold Project in Flat, Alaska and Lewiston, in Fremont County, Wyoming near the South Pass.
Flat is Alaska’s third largest placer gold district. Mineral Mountain, through its wholly owned subsidiary, Nomadic
Gold Mines, Inc., has leases on thirty claim blocks and has separately staked thirty-six claims adjacent thereto. All of the property
is on State of Alaska land.



Mineral Mountain also has two leases through
its wholly owned subsidiary, Lander Gold Mines, Inc., near Lewiston, Wyoming. In total, it has leases on twenty-two claim blocks
(six patented and sixteen unpatented). Aside from the six patented claims, the remainder of the leased claims includes land managed
by the Bureau of Land Management. The leased claims are within close proximity to a permitted mill available for processing on
a per ton basis.



The Company’s goals are: (i) to develop
both properties; (ii) to position the Company for a possible acquisition by a major mining company, and (iii) to pursueother business opportunitiesboth related and unrelated to our existing mining activities.
In the event that the Company seeks to pursue new business opportunities unrelated to our existing activities, any such efforts
will be with the view of hopefully generating cash flow from operations, which our existing mining activities have not accomplished.The short-term goal is to raise funds privately for the immediate development of the Hidden Hand Mine, one of the patented
claim blocks the Company leases on the Wyoming property. We estimate that the budget for doing so is $1,804,000; $1,573,000 of
that would be for development costs and $231,000 of that would be for operating costs. To the extent commercial mineralization
is located and exploited, any resulting profits would then be invested in the development of the Iditarod Gold Project. The two
year operational budget for that Project is expected to amount to $2,970,000.



Overview



Mineral Mountain is an early stage mineral
exploration company. Our primary expenditures at this stage consist of payment of various governmental fees to maintain the priority
of our unpatented mining claims, payment of our debt service, payment of exploration services, payment of accounting and legal
fees, and general office expenses.



Mineral Mountain’s losses for the three
months ended December 31, 2017 was $60,384. The loss is due primarily to: general and administrative expenses of $44,757 and legal
and professional fees of $14,325



Mineral Mountain’s primary, near term
business objective is to raise sufficient capital to retain Mineral Mountain’s current mineral properties, to explore them
and acquire additional projects, to pay general and administrative expenses, and to pursue other business
opportunitiesboth related and unrelated to our existing mining activities. In the
event that the Company seeks to pursue new business opportunities unrelated to our existing activities, any such efforts will be
with the view of hopefully generating cash flow from operations, which our existing mining activities have not accomplished.



Mineral Mountain has budgeted approximately
$300,000 for the year ending September 30, 2018 to cover Mineral Mountain’s accounting and legal fees and general and administrative
expenses. Mineral Mountain also estimates that approximately $250,000 (including lease and claim payments and contractually required
work commitments) will be required to fund our operations for the next 12 months assuming minimal exploration activities and excluding
the cost of acquisitions.



Mineral Mountain has substantial operational
commitments to fund in order to maintain Mineral Mountain’s land holdings. This includes work commitments and lease payment
obligations of $5,240,000 over the course of eight years to maintain the Lease Agreement and Option to Purchase for the State of
Alaska claims previously described in this document.





14







During the three months ended December 31,
2017, our principal sources of liquidity included cash received from sales of our common stock. We intend to raise new capital
in the form of new equity or debt to further advance objectives. Net cash used by operating activities totaled $61,282 for the
three month period ending December 31, 2017 Net cash provided by financing activities totaled $131,500 for the three month period
ending December 31, 2017.



Because Mineral Mountain does not anticipate
earning revenues from mining operations in the near future, Mineral Mountain must seek additional financing from the public or
private debt or equity markets to continue to protect Mineral Mountain’s properties and to continue exploring and acquiring
additional projects. Further, there can be no assurance that additional financing will be available on terms acceptable to Mineral
Mountain.



As reflected in our
accompanying financial statements, we have limited cash, negative working capital, no revenues and an accumulated deficit of $2,343,029
at December 31, 2017. These factors indicate that we may be unable to continue in existence in the absence of receiving additional
funding. In addition to our operating expenses which average approximately $40,000 per month, management’s plans for the
next twelve months include approximately $2,500,000 of cash expenditures for exploration activity on the Iditarod and Wyoming properties.
However, we are actively seeking additional capital. We believe that we will generate sufficient cash from a public or private
debt or equity financing in order for the Company to continue to operate based on current expense projections. Nevertheless, we
are unable to provide assurances that it will be successful in obtaining sufficient sources of capital. If we fail to raise the
necessary funds to continue operations we might be required to significantly reduce the scope or completely cease our operations.



Results of Operations



For the Three Months Ended December 31, 2017 compared with
Three Months Ended December 31, 2016



Net Loss



Net loss for the three months ended December
31, 2017 was $60,384 compared to net loss of $58,337 for the three months ended December 31, 2016.



Operating expenses of $59,082 for the three
months ended December 31, 2017 included general and administrative fees of $44,757 and professional fees of $14,325. Operating
expenses of $58,337 for the three months ended December 31, 2016 consist of general and administrative expense of $58,337.



Revenues



We recorded no revenues for either the three
months ended December 31, 2017 or the three months ended December 31, 2016.



Although we continue to engage in negotiations
regarding mineral leasing arrangements, pursue a carefully focused development program, and conduct other activities intended to
eventually produce operational revenue in the future, no revenue was recognizable for the periods presented.



General and Administrative Expenses



Total general and administrative expenses decreased
to $44,757 for the three months ended December 31, 2017 compared to $58,337 for the three months ended December 31, 2016.



Liquidity and Capital Resources



Our current assets were $76,626 at December
31, 2017. Working capital was $5,974 as of December 31, 2017. We believe we have the ability to manage our expenses while we invest
in growing our top line and therefore believe that the Company’s cash and cash equivalents are sufficient to meet our liquidity
needs for at least the next twelve months from the issuance date of this filing.





15







Cash used in operating activities was approximately
$61,282 for three months ended December 31, 2017, as compared to $58,337 for the three months ended December 31, 2016. Cash provided
by financing activities was approximately $131,500 for the three months ended December 31, 2017 compared to $19,000 for the three
months ended December 31, 2016.



Contractual Obligations



Other than lease obligations stated above,
as of December 31, 2017, we have debts owed of approximately:



|☐ | $8,750 to John J Ryan, the son of Mineral Mountain’s
    Vice President; and
|- | ----------------------------------------------------------------------------



|☐ | $51,902.16 to Premium Exploration (USA), Inc.,
    a Nevada corporation. Premium Exploration is a company of which Mr. Ryan is President and is also in the mineral exploration
    and development business.
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



In total, we borrowed $65,000 from Mr. Ryan
and entities or his affiliates of which $57,000 in principal is outstanding. This amount bears interest at a rate between 5% and
10% per annum.



Dividend Policy



We have never declared
or paid, and do not anticipate declaring or paying, any cash dividends on any of our capital stock. We do not anticipate paying
any dividends in the foreseeable future, and we currently intend to retain all available funds and any future earnings for use
in the operation of our business and to finance the growth and development of our business. Future determinations as to the declaration
and payment of dividends, if any, will be at the discretion of our board of directors and will depend on then-existing conditions,
including our operating results, financial condition, contractual restrictions, capital requirements, business prospects and other
factors our board of directors may deem relevant. Our loan agreements limit our ability to pay dividends or make other distributions
or payments on account of our common stock, in each case subject to certain exceptions.



Off-Balance Sheet Arrangements



The Company has not undertaken any off-balance
sheet transactions or arrangements. We have no guarantees or obligations other than those which arise out of normal business operations.



Recently Issued Accounting Pronouncements



See Note 2 to our
Unaudited Condensed Consolidated Financial Statements as of December 31, 2017, included elsewhere in this document.



Critical Accounting Policies and Estimates



Our significant accounting policies are more
fully described in Note 2 to our Unaudited Condensed Consolidated Financial Statements. 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, liabilities, revenues, and expenses, and the related disclosures of
contingent assets and liabilities. Actual results could differ from those estimates under different assumptions or conditions.
The Company’s significant estimates and assumptions include stock-based compensation, the valuation allowance related to
the Company’s deferred tax assets revenue recognition, and establishing the fair value of its investments.





16







Recent Developments



In the one year since Mr. Karasik has taken
over as CEO and Chairman, the Company has made significant strides forward. An advantageous lease was executed for the Gyorvary
Property, and the Company acquired through its wholly owned subsidiary additional claims at the Lewiston, Wyoming site. The Company
is actively pursuing the staking of additional property adjacent to the Gyorvary Property. Significantly, the Company’s financial
obligations for calendar year 2018 have been substantially reduced from what they were in the audited period. The Company has also
improved its position in part by raising, during Mr. Karasik’s brief tenure, more than $400,000 in an ongoing private offering
and the Company gained listing on the OTCQB exchange.



The Company entered into an equity line of
credit purchase agreement, dated as of October 1, 2018 (the “Equity Purchase Agreement”), by and between the Company
and Crown Bridge Partners, LLC, 1173a 2nd Avenue, Suite 126, New York, NY 10065 (the “Investors”) pursuant to which
the Company has agreed to issue to the Investors shares of the Company’s Common Stock, $0.001 par value (the “Common
Stock”), in an amount up to Five Million Dollars ($5,000,000.00) (the “Put Shares”), in accordance with the terms
of the Equity Purchase Agreement. In connection with the transactions contemplated by the Equity Purchase Agreement, the Company
is required to register with the SEC the following shares of Common Stock: (1) 8,000,000 Put Shares to be issued to the Investors
upon purchase from the Company by the Investors from time to time pursuant to the terms and conditions of the Equity Purchase Agreement;
(2) 1,428,571 shares of Common Stock to be issued by the Company to the Investors as a commitment fee pursuant to the Equity Purchase
Agreement; and (3) the Company also has entered into a Registration Rights Agreement, of even date with the Equity Purchase Agreement
with the Investors (the “Registration Rights Agreement”) pursuant to which the Company agreed, among other things,
to register the Put Shares under the Securities Act of 1933, as amended (the “Securities Act”) relating to the resale
of the Put Shares.



The net proceeds
of the revolving credit line will be used for general corporate purposes, which may include (i) acquisitions, (ii) refinancing
or repayment of indebtedness, (iii) capital expenditures and working capital, (iv) investing in equipment
and property development(which may include funding associated with exploration), and (v) pursuing
other business opportunitiesboth related and unrelated to our existing mining activities.
In the event that we seek to pursue new business opportunities unrelated to our existing activities using proceeds from the Equity
Purchase Agreement, or from other sources, whether through debt or equity, of which there can be no assurance, we may be required
to engage the services of third-parties to assist us in pursuing any potential new opportunities. Any such efforts will be with
the view of hopefully generating cash flow from operations, which our existing mining activities have not accomplished.



Item 3. Quantitative and Qualitative Disclosures
about Market Risk



We are a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.



Item 4. Controls and Procedures



Disclosure Controls and Procedures



As of December 31, 2017, we conducted an evaluation,
under the supervision and participation of management including our chief executive officer and chief financial officer, of the
effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Securities Exchange
Act of 1934, as amended). Our management is responsible for establishing and maintaining adequate internal control over financial
reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.



The management of the Company assessed the
effectiveness of the Company’s internal control over financial reporting based on the criteria for effective internal control
over financial reporting established in SEC guidance on conducting such assessments. Based on this assessment, management determined
that, during the quarter ended December 31, 2017, our internal controls and procedures require additional improvement due to deficiencies
in the design or operation of the Company’s internal controls. Management identified the following areas of improvement in
internal controls over financial reporting:





17







1. The Company had limited
segregation of duties, which is not consistent with good internal control procedures.



2. The Company did not
have a written internal control procedurals manual which outlines the duties and reporting requirements of the Directors and any
staff to be hired in the future. This lack of a written internal control procedurals manual does not meet the requirements of the
SEC or good internal controls.



3. The Company should improve
maintenance and access to a centralized location for current and historical business records.



Changes in Internal Control
over Financial Reporting



We have evaluated
our internal control over financial reporting, and there have been no significant changes in our internal controls or in other
factors that could significantly affect those controls for the quarter endedDecember 31, 2017.



PART II - OTHER INFORMATION



Item 1. Legal Proceedings



We are not currently a party to nor are we
aware of any threatened or ongoing legal proceedings against the Company. Nonetheless, it is possible that from time to time in
the ordinary course of business we may be involved in legal proceedings or investigations, which could have an adverse impact on
our reputation, business and financial condition and divert the attention of our management from the operation of our business.
However, we are not aware of any such legal proceedings or investigations and, in the opinion of our Board of Directors, legal
proceedings are not expected to have a material adverse effect on our financial position or results of operations.



Item 1A. Risk Factors



We are a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.



Item 2. Unregistered Sales of Securities
and Use of Proceeds



There were sales of common equity securities
by the Company through private placements with accredited or financially sophisticated investors during the quarter ending December
31, 2017 as identified below. By Board resolution, the following shares were issued and sold in the quarter ending December 31,
2017 for a price up to $0.05 per share, to each of the following:



|Date of Sale |  | Recipient Name |                 | Aggregate Offering Price |  | Consideration Received by Registrant |  | Shares 
Issued
|------------ |  | -------------- | --------------- | ------------------------ |  | ------------------------------------ |  | --------------
|10/25/2017   |  |                | Sheldon Karasik |                          |  | common at .01 per share              |  |               
|11/5/2017    |  |                | Jonathan Ogle   |                          |  | common at .05 per share              |  |               
|11/7/2017    |  |                | Jacob Karasik   |                          |  | common at .05 per share              |  |               
|11/7/2017    |  |                | Jeffery Ogle    |                          |  | common at .05 per share              |  |               
|12/4/2017    |  |                | Jeffery Ogle    |                          |  | common at .05 per share              |  |               
|12/20/2017   |  |                | Manuel Reyero   |                          |  | common at .05 per share              |  |               



Through this private placement, the securities
were offered without any general solicitation by us or our representatives. No underwriters or agents were involved in the foregoing
issuances and grant and we paid no underwriting discounts or commissions. The securities sold are subject to transfer restrictions,
and the certificates evidencing the securities contain an appropriate legend stating that such securities have not been registered
under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption there from. The securities
were not registered under the Securities Act and such securities may not be offered or sold in the United States absent registration
or an exemption from registration under the Securities Act and any applicable state securities laws.





18







Item 3. Defaults upon Senior Securities



None



Item 4. Mine Safety Disclosures



None



Item 5. Other Information



None



Item 6. Exhibits



The following is a list of exhibits filed as part of this Quarterly
Report on Form 10-Q.



|Exhibit No. |                                                                                                        
|----------- | -------------------------------------------------------------------------------------------------------
|31.1        | Certification of Principal Executive Officer Pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
|32.1        | Certification of Principal Executive Officer 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.



|                         | Mineral Mountain Mining & Milling Company
|------------------------ | -----------------------------------------
|                         |                                          
|Dated: November 28, 2018 | By:                                      
|                         |                                          
|                         |                                          



19