SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                 ___________

                                  FORM 10-Q

             [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
                 For the quarterly period ended January 31, 2001
                                     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: 000-27667

                            Metalline Mining Company
              (Exact name of registrant as specified in its charter)

                             Nevada	 			91-1766677
         (State or other jurisdiction  	(IRS Employer Identification No.)
               of incorporation)

                             1330 E. Margaret Ave.
                            Coeur d'Alene, ID 83815
                   (Address of principal executive offices)

      Registrant's telephone number, including area code: (208) 665-2002

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

        Securities registered pursuant to Section 12 (g) of the Act:

                      Common Stock 					The OTC-Bulletin Board
                Title of each class 			Name of each exchange on which
                                             registered.

     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 as the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes [X]  No [  ]

                 METALLINE MINING COMPANY ANNUAL REPORT
                  ON FORM 10-Q FOR THE QUARTERLY PERIOD
                         ENDED JANUARY 31, 2001

     	TABLE OF CONTENTS	                                           Page

PART I - FINANCIAL INFORMATION

	Item 1:	Financial Statements	. . . . . . . . . . . . . . . . . . .  1

	Item 2:	Management's Discussion and Analysis of
       		Financial Condition and Results of Operation . . . . . . . 	1

PART II - OTHER INFORMATION

	Item 1:	Legal Proceedings . . . . . . . . . . . . . . . . . . . . .	4

	Item 2:	Changes in Securities	 . . . . . . . . . . . . . . . . . .  5

	Item 3:	Defaults upon Senior Securities	. . . . . . . . . . . . . . 5

	Item 4:	Submission of Matters to a Vote of Security Holders	. . . . 5

	Item 5:	Other Information . . . . . . . . . . . . . . . . . . . . .	5

	Item 6:	Exhibits and Reports on Form 8-K . . . . . . . . . . . . . 	5

Index to Financials	 . . . . . . . . . . . . . . . . . . . . . . . . 6

Signatures	 . . . . . . . . . . . . . . . . . . . . . . . . . . 	F/S-13

      [The balance of this page has been intentionally left blank.]
                                    (i)

PART I - FINANCIAL INFORMATION

ITEM 1.	Financial Statements.

	The reviewed financial statements of the Company for the period covered by
this report are included elsewhere in this report, beginning at page F/S-1.

	The reviewed financial statements have been prepared in accordance with
generally accepted accounting principles for the interim financial information
with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of the Company's management, all adjustments (consisting of only
normal accruals) considered necessary for a fair presentation have been
included. Operating results for the three-month period ended January 31, 2001
are not necessarily indicative of the results that may be expected for the full
year ending October 31, 2001.

	For further information refer to the financial statements and footnotes
thereto in the Company's Annual Report on Form 10-K for the year ended
October 31, 2000 incorporated by reference herein.

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

	RESULTS OF OPERATIONS FOR THE PERIOD ENDED JANUARY 31, 2001.

	Three months ended January 31, 2001 compared to the three months
ended January 31, 2000:

During the three months ended January 31, 2001, the Company generated no
revenue other than interest income of $2,164. General and administrative
expenses increased to $285,477 for the three-month period ended January 31,
2001 as compared to $210,772 for the three-month period ended January 31, 2000.
The increase is principally attributed to increased expenses charged to it's
Mexican properties. For the three months ended January 31, 2001, the Company
experienced a loss of $283,313, or $0.03 per share, compared to a loss of
$209,139, or $0.03 per share, during the comparable period in the previous year.

                   	LIQUIDITY AND CAPITAL RESOURCES.

	Metalline Mining Company (the "Company") is a development stage enterprise
formed under the laws of the State of Nevada, on August 20, 1993, to engage
in the business of mining. The Company has no operating history and is subject
to all the risks inherent in a new business enterprise. The likelihood of
success of the Company must be considered in light of the problems, expenses,
difficulties, complications and delays frequently encountered in connection
with a new business, and the competitive and regulatory environment in which
the Company will operate.

	From inception until May 1996, the Company was essentially dormant having as
its only asset unpatented mining claims located in the State of Montana
("Kadex Property"). Since May 1996, the focus of the Company has been the
Sierra Mojada Project in Mexico, and the Company has dropped the Kadex
Property claims.
                               Page 1
	The Company has insufficient funds to carry on operations during the next
twelve months. In order to maintain operations, the Company will have to raise
additional capital through loans or through the sale of securities. If the
Company is unable to raise additional capital, it may have to cease operations.
The Company's plan of operation, subject to maintaining sufficient funds, calls
for continued geologic mapping of the surface and underground workings,
sampling, and drilling to explore for additional mineralization and to
develop an ore reserve and compilation of the data into a computer data base
for reserve calculation.

	Due to the Company's lack of revenues, the Company's independent certified
public accountants included a paragraph in the Company's 2000 financial
statements relative to a going concern uncertainty. The Company has financed
its obligations during the 1999-2000 fiscal year by its sale of 2,525,500
shares at prices ranging between $0.86 and $2.77 per share. The Company had
no sales of common stock during the current period.

	The Company is engaged in the business of mining. The Company currently owns
one mining property located in Mexico known as the Sierra Mojada Property. The
Company conducts its operations in Mexico through its wholly owned subsidiary
corporation, Minera Metalin S.A. de C.V. ("Minera Metalin").

	The Sierra Mojada Property is comprised of eight concessions totaling 7,060
hectares (17,446 acres). The concessions were acquired by purchase agreements
from the titled owners. The Company controls 100% of the concessions. The
Company is current on its annual payments.

	The Sierra Mojada Mining District is located in the west central part of the
state of Coahuila, Mexico, near the Coahuila-Chihuahua state border some 200
kilometers south of the Big Bend of the Rio Grande River. The principal mining
area extends for some 5 kilometers in an east-west direction along the base of
the precipitous, 1,000 meter high, Sierra Mojada Range.

	Vehicle access from Torreon is by 200 kilometers on paved road to the Penoles
chemical plant at Laguna del Rey and then another 50 kilometers of gravel road
to Sierra Mojada.  There is a well maintained, 1200 meter, gravel airstrip. The
District has high voltage electric power and is served by a rail line, which
was constructed from Escalon to the district in 1891 and later connected to
Monclova.

	The initial discovery of silver ore in the Sierra Mojada Property was made in
1879. Over the next 12 years numerous small mines developed along an oxidized
silver lead ore body known as the "lead manto" (a bed, layer or strata). The
lead manto was mined continuously for 3 kilometers and discontinuously for
another 2 kilometers. Ore was selectively mined and hauled by wagon to Escalon
on the railroad main line from El Paso to Mexico City; from there it went to
smelters in Mexico and the United States.

	In September of 1891 the Mexican Northern Railroad completed its spur line
from Escalon to the district. Rail access stimulated development and the
period from 1891 to the late 1920's was the peak of productivity of the
district. The main lead manto was nearly mined out by 1905, the same year that
the discovery of the first silver-copper ore body was made. Additional
discoveries of silver, silver-copper, and silver-copper-zinc-lead ores provided
production through the 1930's. Between 1922 and 1931 additional lead manto
silver-lead ore was discovered and mined to the southwest for some 1,400 meters
under the Sierra Mojada range, this manto was eventually mined for more than 2
kilometers.
                                  Page 2

	By the mid 1920's many of the mines were under control of Penoles Corporation
("Penoles") and ASARCO Incorporated ("ASARCO"). ASARCO ceased mining in the
district in the late 1930's. Both companies still owned properties during the
1940's and Penoles mined until the late 1950's when the Mineros Nortenos
Cooperative acquired the Penoles properties. The Mineros Nortenos Cooperative
("Mineros Nortenos") has operated the San Salvador, Encantada and Fronteriza
mines since 1957 and direct shipped high-grade oxide zinc and lead-silver ore
to smelters in Mexico.

	The lead manto produced 3 to 3.5 million tons prior to 1905 with another
1.5 million tons of similar ore coming from other ore bodies to the west and
to the southwest.

	Mineros Nortenos has mined about 600,000 tons of predominantly oxide zinc ore
with grades of 20 to 50% zinc. Some of this ore was oxide silver-lead and
silver, copper, zinc and lead sulfide at grades of 1 to 4 kilogram silver per
ton, 1 to 5% copper, 10 to 30% zinc and 30 to 70% lead. Production records from
1978 to 1981 for the San Salvador mine average 33.5% zinc.

	The Sierra Mojada Property has produced in excess of 10 million tons of high-
grade ore that graded in excess of 30% lead, 20% zinc, 1% copper and 1 kg
(31 ounces) silver per ton that was shipped directly to the smelter. The
district has never had a mill to concentrate ore. All of the mining was done
selectively for ore of sufficient grade to direct ship; mill grade ore was
left unmined. More than 50 kilometers of underground workings are spread
through the 5 kilometer by 2 kilometer area from which more than 45 mines have
produced ore. The deepest workings have ore grade mineralization and provide
some of the best targets for reserve development. In spite of the amount of
historic work, when a map of all of the historic workings is viewed there is
much more unexplored area in the 5 by 2 kilometer area than has been explored
and the vertical extent greater than 100 meters is totally unexplored.

	The sediments are predominantly carbonate with some sandstone and shale and
the attitudes are near horizontal. The mines are dry and the rocks are
competent, there is very little unstable ground and the ore thickness is
amenable to high volume mechanized mining methods. Sierra Mojada has ideal
mining conditions and grades for low cost production.

	Based upon the foregoing, the Company is of the opinion that the magnitude of
the Sierra Mojada mineral system and its exploration potential is capable of
providing new reserves for many more years of mining. However, there is no
assurance as to the quantity or quality of the undeveloped reserves.

	There is potential for long-term reserve expansion within the known extent of
the mineral systems. There is potential to discover ore deposits in unexplored
portions of the land position and at depth in unexplored stratigraphy. There is
however, no assurance that the Company will have the monetary resources to
continue to explore for, develop, or retrieve any of the minerals located in
the Sierra Mojada Property.

	In October, 1999 Minera Metalin signed a Joint Venture Letter Agreement with
Minera North S. de R.L. de C.V. a wholly owned subsidiary of North Limited of
Melbourne Australia, a major international mining company. The agreement
allowed North to Acquire a 60% participating interest in Sierra Mojada by
exploring and completing a feasibilityi study over an "Earn In Period" of not
more than 5 years.
                                  Page 3
	In August, 2000 Rio Tinto Ltd. Purchased North Ltd. For their iron ore holding
and have subsequently terminated the agreement with Minera Metalin. Metalline
has shown the project to a number of major mining companies who are interested
in a Joint Venture. Metalline is currently in negotiations with these companies
for a Joint Venture on Sierra Mojada.

	In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No.131 ("SFAS No.131"), Disclosures about
Segments of an Enterprise and Related Information, which supersedes SFAS No.14,
Financial Reporting for Segments of a Business Enterprise, establishes standards
for the new way that public enterprises report information about operating
segments in annual financial statements and requires reporting of selected
information about operating segments in interim financial statements issued to
the public. It also establishes standards for disclosures regarding products
and services, geographic areas and major customers. SFAS No. 131 defines
operating segments as components of an enterprise about which separate
financial information is available that is evaluated regularly by the chief
operating decision maker in deciding how to allocate resources and in
assessing performance. As the Company operates within one segment, the
adoption of SFAS No. 131 by the Company in 1998, did not have a significant
impact on the Company's financial position.

	In February 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No.132 (""FAS No.132"), Employer's Disclosures
about Pensions and other Post-retirement Benefits, which standardizes the
disclosure requirements for pension and other post-retirement benefits.
The adoption of SFAS No.132 did not materially impact the Company's current
disclosures.

 	In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No.1133, Accounting for Derivative
Instruments and Hedging Activities. SFAS No.133 establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities. It
requires that an entity recognize all derivatives as either assets or
liabilities in the balance sheet and measure those instruments at fair value.
At January 31, 2001, the Company has not engaged in any transactions that
would be considered derivative instruments or hedging activities.

	CASH FLOWS FOR THE THREE MONTHS ENDED JANUARY 31, 2001 WERE AS FOLLOWS:

During the three-month period ended January 31, 2001, the Company's cash
position decreased by  $269,358, to $281,199. During the three-month period,
the Company used $262,775 in operating activities, which was less than the
reported $283,313 net loss due to changes in operating assets and liabilities.
The only use of cash other than for operating activities was the purchase of
equipment for $6,583.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.  None.
                                     Page 4
ITEM 2. CHANGES IN SECURITIES.

	Neither the constituent instruments defining the rights of the
registrant's securities holders nor the rights evidenced by the
registrant's outstanding common stock have been modified, limited, or
qualified. The Company had no sales or issuances of common stock
during the three month period ended January 31, 2001.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

	The registrant has no outstanding senior securities.

Item 4. Submission of Matters to a Vote of Security Holders.
None during the three-month period ended January 31, 2001. In February 2001 a
notice of annual meeting and proxy statement were mailed to shareholders of
record January 5, 2001 regarding matters to be considered at the annual
shareholders meeting scheduled for March 1, 2001. Matters to be considered are
(1) election of directors, (2) consideration and approval of the Company's 2001
Stock Option Plan, (3) consideration and approval of a proposed amendment to the
Company's Articles of Incorporation to authorize a class of Preferred Shares.

ITEM 5. OTHER INFORMATION.  None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

EXHIBITS.  None.

REPORTS ON FORM 8-K.	No reports on Form 8-K were filed by the
registrant during the period covered by this report.

[The balance of this page has been intentionally left blank.]
                                 Page 5

                        METALLINE MINING COMPANY

INDEX TO FINANCIAL STATEMENTS                                    	PAGE

Financial Statements:

	Balance Sheets as of January 31, 2001
  	and October 31, 2000	 . . . . . . . . . . . . . . . . . . .   F/S-1

	Statements of Operations for the three month periods
  	ended January 31, 2001 and January 31, 2000, and for
	  the period from inception (November 8, 1993)
	  to January 31, 2001	 . . . . . . . . . . . . . . . . . . . .  F/S-2

	Statements of Changes in Stockholder's Equity
  	for the period from inception (November 8, 1993)
	  to January 31, 2001  . . . . . . . . . . . . . . . . . . . . 	F/S-4

	Statements of Cash Flow for the three month periods
  	ended January 31, 2001 and January 31, 2000
	  period from inception (November 8, 1993) to
	  January 31, 2001  . . . . . . . . . . . . . . . . . . . . .  	F/S-10

	Notes to Financial Statements	 . . . . . . . . . . . . . . . .  F/S-11

	Signatures  . . . . . . . . . . . . . . . . . . . . . . . . .  	F/S-14

     [The balance of this page has been intentionally left blank.]

                                Page 6
                     METALLINE MINING COMPANY
                   (An Exploration Stage Company)
                            BALANCE SHEETS
<TABLE>
<CAPTION>
                                     	January 31, 2001   	October 31, 2000
                                     	(Unaudited)
	                                     ----------------	   -----------------
<S>                                   <C>                 <C>
ASSETS

CURRENT ASSETS
	Cash	                                 $ 281,199	          $ 550,557
	Accounts Receivable	                    547,237            	547,237
	Prepaid expenses	                         1,108              	3,228
	Employee advances	                       11,146             	10,864
			                                   ----------	          ---------
  	Total Current Assets	                 840,690	          1,111,886
			                                   ----------          	---------
MINERAL PROPERTIES	                    4,348,785	          4,348,785
	                                     ----------          	---------
PROPERTY AND EQUIPMENT
	Office equipment	                        88,082             	81,499
	Mining equipment and vehicles	           86,047	             86,047
	Less: Accumulated depreciation	         (95,283)	           (88,158)
	                                     ----------	          ---------
  	Total Property and Equipment	          78,846             	79,388
	                                     ----------	          ---------
TOTAL ASSETS	                        $ 5,268,321	        $ 5,540,059
	                                      =========	          =========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Accounts payable                       $	15,648	            $ 5,625
	Accrued liabilities                     	17,717             	16,167
	                                      ---------	          ---------
  	Total Current Liabilities	             33,365             	21,792
	                                      ---------          	---------
COMMITMENTS AND CONTINGENCIES	                 -	                  -
	                                      ---------	          ---------
STOCKHOLDERS' EQUITY
	Common stock, $0.01 par value;
  50,000,000 shares	authorized,
  9,740,595 and 9,740,595 shares
  issued and outstanding
  respectively.                          	97,407             	97,407
 Additional paid-in capital 	          9,217,330          	9,217,330
 Stock options and warrants              543,980            	543,980
	Deficit accumulated during
  development stage	                  (4,623,760)	        (4,340,450)
	                                     ----------          	---------
		Total Stockholders' Equity          	5,234,956	          5,518,267
	                                     ----------	          ---------
TOTAL LIABILITIES AND
	STOCKHOLDERS' EQUITY	                $5,268,321	         $5,540,059
	                                     ==========	          =========
See accompanying notes to these financial statements.
</TABLE>
                                  F/S-1

                        METALLINE MINING COMPANY
                     (An Exploration Stage Company)
                        STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
                                            															Period from
						                      Three Months    Three Months   November 8, 1993
						                      Ended 			  		   Ended         	(Inception)
						           	          January 31,     January 31,   	through
								                    2001			         2000		         Jan. 31, 2001
						     		               (Unaudited)	   	(Unaudited)	   (Unaudited)
						       	              ------------		  -------------	 -------------
<S>                         <C>             <C>            <C>
REVENUES  							              $      -			     $      -		     $         -
		                             	-------     			--------     		-----------
GENERAL AND ADMINISTRATIVE
EXPENSES
  Salaries					  	               54,000	          54,000           710,394
  Office and Administrative 			  32,049           19,497          	212,022
  Taxes and Fees   		            21,212			            85	        	  71,697
  Professional services					     44,853	       	  98,274         	  27,851
  Property expenses				        	116,448       		  91,304         1,189,277
  Marketing and research					     9,789		         12,402	          139,031
  Financing Costs						               -			             -	         	276,000
		Depreciation          						    7,124	      	    5,573         	  95,312
									                    ----------	     	----------	       ----------
     Total Expenses					        285,477		        210,772         4,628,273
						                       ----------	     	----------	       ----------
OPERATING LOSS					            (285,477)	       (210,772        (4,628,273)
								                   ------------	   	------------	     ------------
OTHER INCOME (EXPENSES)
  Interest income						           2,164      		    1,633	           14,089
  Interest expense		        				      -		              -		          (9,599)

Miscellaneous income			               -                -	               20
                    								-----------		     ----------	      -----------
Total other income (expense)      2,164	     	     1,633	            4,510
								                    -----------		     ----------	      -----------
LOSS BEFORE
INCOME TAXES      	           $(283,313)       $(209,139)      $(4,623,763)
                           				========       		========         	========
</TABLE>
                                       F/S-2

                            METALLINE MINING COMPANY
                         (An Exploration Stage Company)
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
									                                                 				Period from
						                       Three Months     Three Months    Ended	November 3, 1993
			                   			    Ended            Ended        			(Inception)
								                     January 31,		    January 31,    	through
							                     	2001          			2000	          	January 31, 2001
								                     (Unaudited)		    (Unaudited)	    (Unaudited)
								                     ------------	   	-------------	  -------------
<S>                          <C>              <C>             <C>
LOSS BEFORE
INCOME TAXES
 (carried forward)		          	$(283,313)		      $(209,139)	     $(4,623,763)
INCOME TAXES				      		               -			              -		               -
	                             ----------		   -------------	    -------------
NET LOSS							                $(283,313)      		$(209,139)     	$(4,623,763)
								                        ========	        	========	       ==========
NET LOSS PER COMMON SHARE
	BASIC AND DILUTED				         $   (0.03)	      	$   (0.03)
								                        ========	        	========
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES
OUTSTANDING,
BASIC AND DILUTED				          8,573,927		       7,715,095
							                        =========	       	=========
---------------------
See accompanying notes to these financial statement.
</TABLE>
                                        F/S-3
                            METALLINE MINING COMPANY
                         (An Exploration Stage Company)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
								                                                                        Accum-
								                                                                        ulated
			                       Common Stock		                  Stock	      Stock 	   Deficit
	                        	-------------	     Additional	  Sub-	       Options	  During Ex-
                        		Number of 	 	      Paid-in     	scriptions	 and	      ploration
                        		Shares	    Amount	 Capital	     Receivable	 Warrants	 Stage	      Total
		                        --------	  ------	 -------	     ----------	 --------	 --------	   ------
<S>                       <C>        <C>     <C>          <C>         <C>       <C>         <C>
Issuance in August	1993
(prior to inception)
 common	stock without
 value	                    960,800	  $ 9,608	  $(9,608)	     $    -	   $     - 	   $     - 	  $     -

Reverse stock split
	of 5:1, reducing common
 stock to	192,160 shares	 (768,640)	  (7,686)	   7,686	           -	         -	          -	         -

Net loss for the year
 ending October 31, 1994	        -	        -	        -	           -	         - 	    (8,831)	    (8,831)
                         		-------	  -------	  -------	     -------	   -------	    -------	     -------
Balances at
October 31, 1994	          192,160	    1,922	   (1,922)	          -	         -	     (8,831)	    (8,831)

Stock split 3:1, in-
	creasing common	stock
 to 576,480 shares	        384,320    	3,843	   (3,843)	          -	         -	          -	         -

Net loss for the	year
 ending October 31, 1995	        -	        -	        -	           -	         -	     (7,861)	    (7,761)
                         		-------	  -------	  -------	     -------	   -------	     -------	    -------
Balance at
October 31, 1995	          576,480	  $ 5,765	  $(5,765)	      $   -	     $   -	   $(16,592)	  $(16,592)
		                         -------	  -------	  -------     	-------   	-------	     -------	    -------
-------------------------------------
Table continued on next page.
See accompanying notes to thes financial statements.
</TABLE>
                                            F/S-4

                              	METALLINE MINING COMPANY
	                           (An Exploration Stage Company)
	                         STATEMENTS OF STOCKHOLDERS' EQUITY
	                                     (continued)
<TABLE>
							                                                                     	  Accumulated
			                        Common Stock		                  Stock	     Stock 	  Deficit
          		               -------------	      Additional	 Sub-	      Options  During Ex-
                         		Number of		         Paid-in	    scriptions	and    	 ploration
                         		Shares	    Amount	  Capital	    Receivable	Warrants	Stage	      Total
		                         --------	  --------	-------	    ----------	--------	--------	   ------
<S>                        <C>        <C>      <C>         <C>        <C>      <C>         <C>
Balance brought
Forward	                    576,480	  $ 5,765	  $(5,765)	    $   -	    $   -	   $(16,592)	  $(16,592)

Issuance in November 1995
 of	shares for cash at
 $0.01 per share	            45,000	      450	        -	         -	        -	          -	          -

Issuance in November 1995
 of	shares for cash at
 $1.00 per share	            15,859	      159	   15,700	         -	        -	          -	     15,859

Issuance in June 1996 of
	shares for cash at $0.10
 per share	               1,305,000	   13,050	  117,450	         -	        -	          -	    130,500

Issuance in June 1996 of
	shares at $0.01 per share
 in exchange	for assignment
 of mineral property	rights
 valued at $9,000	          900,000	    9,000	        -	         -	        -	          -	      9,000

Issuance in October 1996 of
	shares for CAD computer
 equipment	at $0.10 per
 share	                     150,000	    1,500	   13,500	         -	        -	          -	     15,000

Issuance in October 1996 of
 shares	for services at
 $0.10 per share	           140,000	    1,400   	12,600	         -	        -	          -	     14,000

Net loss for the year ending
	October 31, 1996	                -	        -	        -	         -	        -	     (40,670)	  (40,670)
                          		-------	  -------	  -------	   -------	  -------	      -------	   -------
Balances at
	October 31, 1996	        3,132,339	  $31,324	 $153,485	     $   -	    $   -	    $(57,262)	 $127,547
                          		-------	  -------	  -------	   -------	  -------	      -------	   -------
--------------------------------------
Table continued on next page.
See accompanying notes to these financial statements.
</TABLE>
                                          F/S-5
	                             METALLINE MINING COMPANY
	                          (An Exploration Stage Company)
	                         STATEMENTS OF STOCKHOLDERS' EQUITY
	                                    (continued)
<TABLE>
<CAPTION>
								                                                                          Accumulated
			                        Common Stock		                    Stock     	Stock  	  Deficit
                          	----------------	   Additional	   Sub-	      Options	  During Ex-
                         		Number of	         	Paid-in	      scriptions	and	      ploration
		                         Shares	    Amount  	Capital	      Receivable	Warrants	 Stage	      Total
	                         	--------	  ------- 	-------      	----------	--------	 --------	   ------
<S>                        <C>        <C>      <C>            <C>        <C>       <C>         <C>
Balance brought Forward	   3,132,339	 $ 31,324	 $ 153,485	     $   -	     $   -	    $(57,262)	  $127,547

Issuance in February 1997
 of shares	for services at
 $0.30 and $0.35 per share	  133,800	    1,338	    44,245	         -	         -	           -	          -

Issuance in March and April
 of	shares for cash at $0.35
 per share	                  250,000	    2,500	    85,000	         -	         -	           -	     87,500

Issuance in May and June
 1997 of	shares for cash
 at $0.35 per share	         181,600	    1,816	    61,744	         -	         -	           -	     63,560

Issuance in May and June
 1997 of	shares for services
 at $0.35 per share	          62,500	      625	    21,250	         -	         -	           -	     21,875

Issuance in August 1997 of
 shares for	payment of loan
 at $0.315 per share	        100,200    	1,002    	30,528	         -	         -	           -	     31,530

Issuance in August 1997 of
	shares for cash at $0.90
 per share	                  420,000	    4,200	   373,800	         -	         -	           -	    378,000

Issuance in August 1997 of
 shares for	services at
 $1.00 per share	             95,000	      950	    94,050	         -	         -	           -	     95,000

Issuance in October 1997 of
	shares for cash at $1.00
 per share	                   75,000      	750	    74,250	         -	         -	           -	     75,000

Issuance of option (for
 300,000	shares at $2.25
 per share) for cash	              -	        -	     3,000	         -	         -	           -	      3,000

Net loss for year ending
 October 31, 1997	                 -	        -	         -	         -	         -	     (582,919)  (582,919)
                           		-------	  -------	   -------	   -------	   -------	      -------	   -------
Balances at
 October 31, 1997	         4,450,439  	$44,505	  $941,352	     $   -	     $   -	    $(640,181)	 $345,676
------------------       -----------	  -------	   -------	   -------	    -------	    -------	    -------
Table continued on next page.
See accompanying notes to these financial statements.
</TABLE>
                                       F/S-6

                             	METALLINE MINING COMPANY
	                          (An Exploration Stage Company)
                        	STATEMENTS OF STOCKHOLDERS' EQUITY
	                                   (continued)
<TABLE>
<CAPTION>
								                                                                        Accumulated
			                        Common Stock	                  	Stock	     Stock 	   Deficit
	                         	-------------------	Additional	 Sub-	      Options	  During Ex-
		                         Number of		         Paid-in	    scriptions	and	      ploration
		                         Shares	    Amount	  Capital	    Receivable	Warrants	 Stage	       Total
		                         --------	----------	-------	    ----------	--------	 --------	    ------
<S>                        <C>        <C>       <C>        <C>        <C>       <C>          <C>
Balance brought forward 	  4,450,439	  $44,505	  $941,352	   $   -	     $   -	   $(640,181)	  $345,676

Issuance in November and
 December	1997 of shares
 for cash at $1.00/share	    403,500	   $4,035  	$399,465	       -	         -	           - 	   403,500

Issuance of options (for
 1,200,000	shares at
 $0.90 per share) for cash	        -	        -	   120,000	       -	         -	           -	    120,000

Issuance of options for
 financing fees	                   -	        -	         -	       -	    60,000	           -	     60,000

Issuance of warrants for
 consulting fees	                  -	        -	         -	       -	   117,000	           -	    117,000

Issuance in November and
	December 1997 of shares
 for services	at $0.35 and
 $1.00 per share	             41,800	      418    	21,882	       -	         -	           -	     22,300

Issuance in February 1998
 of shares for	mine data
 base at $1.625 per share	   200,000    	2,000   	323,000       	-         	-	           -	    325,000

Issuance in February and
 March 1998	of shares for
 cash at $1.00 and $0.87
	per share	                  345,000	    3,450	   338,495	       -	         -	           -	    341,945

Issuance in June and July
 1998 of shares	for cash at
 $1.00 per share	             95,000	      950	    94,050	       -	         -	           -	     95,000

Issuance in September and
 October	1998 of shares for
 cash and	receivables at
 $1.00 per share	            555,000	    5,550	   519,450 	(300,000)	       -	           -	    225,000

Net loss for year ending
	October 31, 1998	                 -	        -	         -	        -	        -	    (906,036)	  (906,036)
                           		-------  	-------	   -------  	-------	  -------	     -------	    -------
Balance at
October 31, 1998          	6,090,739	  $60,908 $2,757,694	$(300,000)	$177,000	 $(1,546,217) $1,149,385
--------------- -----	       -------	  -------	   -------	  -------	  -------	   -------	     -------
Table continued on next page.
See accompanying notes to these financial statements.
</TABLE>
                                         F/S-7
	                             METALLINE MINING COMPANY
                          	(An Exploration Stage Company)
	                        STATEMENTS OF STOCKHOLDERS' EQUITY
	                                    (continued)
<TABLE>
<CAPTION>
								                                                                          Accumulated
			                         Common Stock		                   Stock	     Stock 	   Deficit
		                          -------------	       Additional 	Sub-	      Options	  During Ex-
                          		Number of		          Paid-in	    scriptions	and     	 ploration
		                          Shares	    Amount	   Capital	    Receivable	Warrants	 Stage	        Total
                          		--------	 ----------	-------	    ----------	--------	 -------- 	    ------
<S>                         <C>       <C>        <C>         <C>        <C>       <C>           <C>
Balance brought forward    	6,090,739	 $60,908	  $2,757,694	  $(300,000)	 $177,000	 $(1,546,217)	$1,149,385

Prior period adjustment for
 Valuation of warrants
 issued for Services                -        -            -           -    488,980     (488,980)          -
                               ------     -----      ------       -----    -------     --------     -------
Balance October 31,
 1998 restated              6,090,739    60,908   2,757,694    (300,000)   665,980     (665,980)  1,149,385

Stock subscription received	        -	        -	          -	    300,000	         -	           -	    300,000

Expiration of stock options	        -	        -	     60,000	          -	   (60,000)	          -	          -

Issuance of stock options for
	financing fees	                    -	        -	          -	          -	   216,000	           -	    216,000

Exercise of stock warrants
	at $0.90 per share	          250,000	    2,500	    267,500	          -	   (45,000)	          -	    225,000

Issuance in November 1998 and
	March - August, 1999 shares
	for cash at $1.00 per share	 776,000	    7,760	    768,240	          -	         -	           -	    776,000

Issuance in August 1999 of
	shares for drilling fees at
	$0.90 per share	              55,556	      556     	49,444          	-       	  -	            - 	   50,000

Issuance in August 1999 shares
	for cash at $1.75 per share  	42,800	      428     	74,472	          -	         -	            -	    74,900

Net loss for year ending
	October 31, 1999	                  -	        -	          -	          -	         -	   (1,423,045)	(1,423,045)
                            		-------  	-------	    -------	    -------	   -------	    -------	    -------
Balance at
October 31, 1999	           7,215,095	  $72,152	 $3,977,350	      $   -	  $776,980	  $(3,458,242)	$1,368,240
                            		-------  	-------	    -------    	-------	   -------	    -------	     -------
Table continued on next page.
See accompanying notes to these financial statements.         F/S - 8
</TABLE>

                                 METALLINE MINING COMPANY
                              (An Exploration Stage Company)
                            STATEMENTS OF STOCKHOLDERS' EQUITY
                                        (continued)
<TABLE>
<CAPTION>
								                                                                                Accumulated
			                          Common Stock		                    Stock	        Stock 	    Deficit
		                           --------------	       Additional	 Sub-	         Options	   During Ex-
                           		Number of		           Paid-in	    scriptions	   and	       ploration
                           		Shares	      Amount	  Capital	    Receivable	   Warrants	  Stage  	        Total
		                           --------  	----------	-------	    ----------	   --------	  ------          ------
<S>                         <C>        <C>         <C>         <C>           <C>         <C>            <C>
Balance brought forward	    7,215,095	    $72,152	  $3,977,350	     $   -	    $288,000	    $(2,969,262)	 $1,368,240
		                            -------	    -------     	-------   	-------	     -------	     -------	      -------
Issuance in November 1999
 shares for cash at $0.855
 per share	                   950,000	      9,500	     802,750	         -	           -	              -	     812,250

Issuance of common stock for
 cash at average of $2.77
 per share                  1,440,500      14,405    3,952,220          -            -               -    3,986,625

Issuance in common stock for
  Services at $1.28/share    	120,000	      1,200     	152,160	      (360)	          -	              -	     153,000

Stock subscription received         -           -            -       	360            -             360

Issuance of common stock for
  Equipment at $1.67/share	    15,000	        150	      24,850		        -	           -	         25,000

Warrants issued for services        -           -            -          -  	    55,000	             	-       55,000

Loss for the year ended
 October 31, 2000	                  - 	         -	           -	         -	           -	       (463,786)	   (463,786)
                         		----------	  ---------	 -----------	    ------	  ---------	      ----------- 	   --------
Balance at
October 31, 2000	           9,740,595	   $ 97,407	  $9,217,330	   $     -	  $ 543,980	      $(4,340,450) $ 5,518,267
     	                  	------------ -----------	 ------------	  -------	   ----------	      ------------ ------------
Loss for the three months
 ended January 31, 2001
 (unaudited)                        -            -            -         -           -          (283,313)    (238,313)
                             --------       ------     --------   -------   ---------       ------------    ---------
Balance at January 31,2001  9,740,595    $ 97,407   $9,217,330    $     -   $ 543,980       $(4,623,760)  $5,234,956
                        	------------ ------------ ------------     ------	  --------       -----------     ---------
See accompanying notes to these financial statements
</TABLE>
			                                    F/S - 9
                            ETALLINE MINING COMPANY
                         (An Exploration Stage Company)
                           STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
									                                                       			Period from
								                                Three Months Ended		       November 8, 1993
                  							        ------------------------------   	(Inception)
						                         	 January 31,		       January 31,	  through
							                          2001			             2000		        January 31, 2001
							                          (Unaudited)	       	(Unaudited)	  (Unaudited)
					                            ---------------	    ----------	   ---------------
<S>                              <C>                 <C>           <C>
Cash flows from operating
activities:
Net loss	                            $(283,313)	       $(209,139)   	$(4,623,760)
Adjustments to reconcile net
 loss to cash used by
 operating activities:
	 Depreciation	                          7,124	            5,573         	95,282
	 Stock given in exchange
   for services	                             -	                -	        473,175
	 Stock and options for
   operating expenses	                       -	                -	        602,527

Changes in operating assets
 and liabilities:
 (Increase) decrease in refunds
  receivable	                                -	                 -	      (747,237)
	(Increase) decrease in prepaid
  expenses	                              2,120	            (2,406)	       (1,108)
	(Increase) decrease in employee
  advances	                               (282)	                -	       (11,146)
	Increase (decrease) in accounts
  payable	                              10,026	             3,738	        15,649
	Increase (decrease) in accrued
  liabilities	                           1,550            	(4,104)       	17,717
                                        ------             ------        --------
Net cash used by operating
 activities                          	(262,775)         	(213,815)   	(3,434,921)
                                       -------             ------         -------
Cash flows from investing activities:
	Purchase of property and equipment    	(6,583)	                -	      (134,127)
	Acquisition of mineral properties	          -	           (67,869) 	  (4,339,785)
                                        ------              -----      ---------
Net cash used by investing activities  	(6,583)	          (67,869)	   (4,473,912)
                                        ------            --------     ----------
Cash flows from financing activities:
	Proceeds from sales of common stock	        -	            849,750    	7,137,282
	Proceeds from sales of options             	-	                  -      	935,250
	Deposits for sale of stock	                 -	            (37,500)	      87,500
	Proceeds from shareholders' loans	          -	                  -	       30,000
                                        ------             -------      ---------
Net cash provided by financing
 activities:	                                -	            812,250    	8,190,032
                                        ------             -------     ---------
Net increase (decrease) in cash 	     (269,358)	           530,566	      281,199
Cash beginning of period	              550,557	            240,662	            -
                                       -------             -------      ---------
Cash at end of period	                $281,199	           $771,228	     $281,199
                                       ------                -----        -------
Supplemental cash flow disclosures:
	Income taxes paid in cash            $     -            $       -       $ 9,599
	Interest paid in cash                $     -            $       -       $     -

Non-cash financing activities:
 Common stock issued for services     $     -            $      	-      $473,175
 Common stock issued for expenses	    $     -	           $       -	     $326,527
 Common stock issued for equipment	   $     -	           $       -	     $ 40,000
 Common stock issued for payment
  of debt	                            $     -	           $       -	     $ 80,000
 Common stock options issued for
  services	                           $     -	           $       -	     $107,400
 Common stock options issued for
  financing fees	                     $     -           	$       -	     $276,000
See accountant's review report and accompanying notes.
</TABLE>
                                       F/S-10
                           METALLINE MINING COMPANY
                         An Exploration Stage Company
                      Notes to the Financial Statements
                               January 31, 2001

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Metalline Mining Company ("the Company") was incorporated in the state of
Nevada on November 8, 1993 as the Cadgie Company for the purpose of acquiring
and developing mineral properties. The Cadgie Company was a spin-off from its
predecessor Precious Metal Mines, Inc. The Articles of Incorporation of Cadgie
Company were executed on August 20, 1993. On June 28, 1996, at a special
directors meeting, the Company's name was changed to Metalline Mining Company.
The Company's fiscal year-end is October 31.

The Company's efforts have been concentrated in expenditures related to
exploration properties, principally in the Sierra Mojada Project, located in
Coahuila, Mexico. The Company has not determined whether the exploration
properties contain ore reserves that are economically recoverable. The ultimate
realization of the Company's investment in exploration properties is dependent
upon the success of future property sales, the existence of economically
recoverable reserves, the ability of the Company to obtain financing or make
other arrangements for development, and upon future profitable production. The
ultimate realization of the Company's investment in exploration properties
cannot be determined at this time, and accordingly, no provision for any asset
impairment that may result, in the event the Company is not successful in
developing or selling these properties, has been made in the accompanying
financial statements.

The Company is actively seeking additional capital and management believes its
properties can ultimately be sold or developed to enable the Company to continue
its operations. However, there are inherent uncertainties in mining operations
and management cannot provide assurances that it will be successful in this
endeavor. Furthermore, the Company is in the development stage, as it has not
realized any revenues from its planned operations.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

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

Accounting Method
The Company's financial statements are prepared using the accrual method of
accounting.

Loss Per Share
Basic earnings per share is computed using the weighted average number of common
shares outstanding. Diluted net loss per share is the same as basic net loss per
share as the inclusion of common stock equivalents would be antidilutive. As of
April 30, 2000 and October 31, 1999, common stock options of 1,250,000 were not
included in computing diluted loss per share because their effects were
antidilutive.

Exploration Stage
The Company has been in the exploration stage since its formation in 1993 and
has not realized any significant revenues from its planned operations. It is
primarily engaged in the acquisition, exploration and development of mining
properties. Upon location of a commercial mineable reserve, the Company will
actively prepare the site for its extraction and enter a development stage.

Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles 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.
F/S - 11

METALLINE MINING COMPANY
An Exploration Stage Company
Notes to the Financial Statements
January 31, 2001

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

CASH EQUIVALENTS
The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.

MINERAL PROPERTIES
Costs of acquiring, exploring and developing mineral properties are capitalized
by project area. Costs to maintain the mineral rights and leases are expensed as
incurred. When a property reaches the production stage, the related capitalized
costs will be amortized, using the units of production method on the basis of
periodic estimates of ore reserves. Mineral properties are periodically assessed
for impairment of value and any losses are charged to operations at the time of
impairment.

PROVISIONS FOR TAXES
At January 31, 2001 and October 31, 2000, the Company had accumulated net
operating losses of approximately $4,624,000 and $4,340,000, respectively. No
provision for taxes or tax benefit has been reported in the financial
statements, as there is not a measurable means of assessing future profits or
losses.

FAIR VALUE OF FINANCIAL INSTRUMENTS
The carrying amounts for cash, marketable securities, accounts receivable,
accounts payable, notes payable and accrued liabilities approximate their fair
value.

FINANCIAL ACCOUNTING STANDARDS
In March 1995, the Financial Accounting Standards Board issued a statement
titled "Accounting for Impairment of Long-lived Assets." In complying with this
standard, the Company reviews its long-lived assets quarterly to determine if
any events or changes in circumstances have transpired which indicate that the
carrying value of its assets may not be recoverable. The Company determines
impairment by comparing the undiscounted future cash flows estimated to be
generated by its assets to their respective carrying amounts. The Company does
not believe any adjustments are needed to the carrying value of its assets at
January 31, 2001 and October 31, 2000.

In October 1995, the Financial Accounting Standards Board issued a statement
titled "Accounting for Stock-Based Compensation" (FAS 123). This statement
encourages, but does not require, companies to recognize compensation expense
for grants of stock, stock options, and other equity instruments to employees
based on fair value.

Transactions in equity instruments with non-employees for goods or services must
be accounted for on the fair value method. The Company has adopted the fair
value accounting prescribed by FAS 123.

REVENUE RECOGNITION POLICY
Revenues from sales of product are recognized when the product is shipped.

DERIVATIVE INSTRUMENTS
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard ("SFAS") No.133, "Accounting for Derivative
Instruments and Hedging Activities." This new standard establishes accounting
and reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts, and for hedging activities. It requires
that an entity recognize all derivatives as either assets or liabilities in the
balance sheet and measure those instruments at fair value. At April 30, 2000,
the Company has not engaged in any transaction that would be considered
derivative instruments or hedging activities.
F/S - 12

METALLINE MINING COMPANY
An Exploration Stage Company
Notes to the Financial Statements
January 31, 2001

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

INTERIM FINANCIAL STATEMENTS
The interim financial statements as of and for the quarter and six months
included herein have been prepared for the Company, without audit. They reflect
all adjustments which are, in the opinion of management, necessary to present
fairly the results of operations for these periods. All such adjustments are
normal recurring adjustments. The results of operations for the periods
presented are not necessarily indicative of the results to be expected for the
full fiscal year.

NOTE 3 - MINERAL PROPERTIES

SIERRA MOJADA MINING CONCESSION
In June of 1996, USMX (now named Dakota) and the Company entered into a joint
venture agreement, whereby the Company could acquire a 65% interest in a mining
concession named the Sierra Mojada Project, located in Coahuila, Mexico. Under
the terms of the agreement, the Company was to contribute two million dollars
($2,000,000) in work commitments over the following seven years.

After the execution of the USMX agreement, Dakota's interest (35%) in the joint
venture was sold to an entity, which subsequently defaulted on its joint venture
obligations. This action in 1998 triggered the elimination of the joint venture
and resulted in the Company assuming 100% control of the Sierra Mojada
concession without the need to spend $2,000,000 to vest its interest.

SIERRA MOJADA EXPLORATION CONCESSIONS
During the period of August 23, 1996 to September 2, 1997, the Company executed
five separate agreements for the acquisition of exploration concessions in the
same mining region as the Sierra Mojada Project in Mexico. Each agreement
enables the Company to explore the underlying property by paying stipulated
annual payments, which shall be applied in full toward the contracted purchase
price of the related concession.

Under the terms of the agreements, the remaining amount the Company is obligated
to pay is $103,076 during the year ending October 31, 2001. With the payment of
$3,355,384 in the year ending October 31, 2000, the Company acquired title to
the Unification Mineros Nortenos Concession in the Sierra Mojada Project and
acquired title to all of its concessions at Sierra Mojada.
                                  F/S-13
                       METALLINE MINING COMPANY
                      An Exploration Stage Company
                    Notes to the Financial Statements
                            January 31, 2001

SIGNATURES

	In accordance with Section 12, 13 or 15(d) 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.

						METALLINE MINING COMPANY


	BY:  	/s/ Merlin Bingham
      	Merlin Bingham,
	      its President
 Date: March 13, 2001


	By:  	/s/ Wayne L. Schoonmaker
	      Wayne Schoonmaker, its
	      Principal Accounting Officer
	Date: March 13, 2001



     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:


By: 	 /s/ Merlin Bingham                     		By: 	/s/ James Czirr
      Merlin Bingham	                               James Czirr
      Director		                                    Director
Date: March 13, 2001	                         Date: March 13, 2001


By:  	/s/ Daniel Garski		                      By: 	/s/ Wayne L. Schoonmaker
      Daniel Gorski		                               Wayne Schoonmaker
      Vice President/Director		                     Secretary/Treasurer
Date: March 13, 2001		                        Date: March 13, 2001

                              F/S - 14