UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, DC 20549





FORM 10-Q





[X]
Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the quarterly period ended June 30, 2009[  ]
Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934For the transition period __________ to__________Commission File Number:  333-150029





Alba Mineral Exploration, Inc.


(Exact name of small business issuer as specified in its charter)





Delaware
n/a(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)





2 Mic Mac Place, Lethbridge,
Alberta, Canada T1K 5H6(Address of principal executive offices)





(403) 331-0606(Issuer’s telephone number)_______________________________________________________________(Former name, former address and former fiscal year, if changed since last report)





Check whether the issuer (1) 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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [X] 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 (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files). Yes [  ] No [X]





Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.





[ ] Large accelerated filer                                                      [
] Accelerated filer


[ ] Non-accelerated filer                                                      [X]
Smaller reporting company





Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [X] Yes   [ ] No





State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 5,033,450 common shares as of August 10, 2009.




Table of Contents








TABLEOF CONTENTS
PagePART I – FINANCIAL INFORMATIONItem 1:
Financial Statements
3Item 2:
Management’s Discussion and Analysis of Financial Condition and Results of Operations
4Item 3:
Quantitative and Qualitative Disclosures About Market Risk
10Item 4T:
Controls and Procedures
10PART II – OTHER INFORMATIONItem 1:
Legal Proceedings
11Item 1A:
Risk Factors
11Item 2:
Unregistered Sales of Equity Securities and Use of Proceeds
11Item 3:
Defaults Upon Senior Securities
11Item 4:
Submission of Matters to a Vote of Security Holders
11Item 5:
Other Information
11Item 6:
Exhibits
11




2
 Table of Contents





PART I - FINANCIAL INFORMATION





Item1.     Financial Statements





Our financial statements included in this Form 10-Q are as follows:F-1
Balance Sheets as of June 30, 2009 (unaudited) and December 31, 2008 (audited);F-2
Statements of Operations for the three and six months ended June 30, 2009 and June 30, 2008, and for the period from Inception on July 24, 2007 through June 30, 2009 (unaudited);F-3
Statements of Stockholder’s Equity from inception on July 24, 2007 through June 30, 2009 (unaudited);F-4
Statements of Cash Flows for the six months ended June 30, 2009 and June 30, 2008, and for the period from Inception on July 24, 2007 through June 30, 2009 (unaudited)F-5
Notes to Financial Statements.








These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included.  Operating
results for the interim period ended June 30, 2009 are not necessarily indicative of the results that can be expected for the full year.




3
 Table of Contents
 ALBAMINERAL EXPLORATION, INC.
 (An Exploration Stage Company)
Balance Sheets

June 30,
2009

December 31,
2008(Unaudited)CURRENT ASSETSCash
$
17,104

$
21,430Total Current Assets

17,104


21,430OTHER ASSETSMineral properties

-


-Total Other Assets

-


-TOTAL ASSETS
$
17,104

$
21,430LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)CURRENT LIABILITIESAccounts payable
$
25,485

$
23,985Total Current Liabilities

25,485

$
23,985STOCKHOLDERS' EQUITY (DEFICIT)Common stock; 75,000,000 shares authorized, at $0.001 par value, 5,033,450 shares issued and outstanding

5,033


5,033Additional paid-in capital

30,312


30,312Deficit accumulated during the exploration stage

(43,726)


(37,900)Total Stockholders' Equity (Deficit)

(8,381)


(2,555)TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
$
17,104

$
21,430


The accompanying notes are an integral part of these financial statements.
F-1

ALBAMINERAL EXPLORATION, INC.
(An Exploration Stage Company)
Statements of Operations
(Unaudited)


For the Three Months Ended
June 30,

For the Six Months Ended
June 30,

From Inception
on July 24,
2007 Through
June 30,2009

2008

2009

2008

2009REVENUES
$
-

$
-

$
-

$
-

$
-OPERATING EXPENSESGeneral and administrative

2,421


1,533


5,826


7,604


43,726Total Operating Expenses

2,421


1,533


5,826


7,604


43,726LOSS FROM OPERATIONS

(2,421)


(1,533)


(5,826)


(7,604)


(43,726)PROVISION FOR INCOME TAXES

-


-


-


-


-NET LOSS
$
(2,421)

$
(1,533)

$
(5,826)

$
(7,604)

$
(43,726)BASIC LOSS PER SHARE
$
(0.00)

$
(0.00)

$
(0.00)

$
(0.00)WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

5,033,450


5,033,450


5,033,450


5,033,450





The accompanying notes are an integral part of these financial statements.
 F-2
 
 ALBAMINERAL EXPLORATION, INC.
 (An Exploration Stage Company)
 Statements of Stockholders' Equity (Deficit)
 Common Stock

Additional
Paid-in

Deficit
Accumulated
During the
Exploration

Total
Stockholders'Shares

Amount

Capital

Stage

EquityBalance at inception on July 24, 2007

-

$
-

$
-

$
-

$
-Common stock issued for cash at $0.001 per share on September 4, 2007

2,400,000


2,400


-


-


2,400Common stock issued for cash at $0.01 per share on November 9, 2007

2,560,000


2,560


23,040


-


25,600Common stock issued for cash at $0.10 per share on November 27, 2007

73,450


73


7,272


-


7,345Net loss from inception through December 31, 2007

-


-


-


(959)


(959)Balance, December 31, 2007

5,033,450


5,033


30,312


(959)


34,386Net loss for the year ended December 31, 2008

-


-


-


(36,941)


(36,941)Balance, December 31, 2008

5,033,450


5,033


30,312


(37,900)


(2,555)Net loss for the six months ended June 30, 2009 (unaudited)

-


-


-


(5,826)


(5,826)Balance, June 30, 2009 (unaudited)

5,033,450

$
5,033

$
30,312

$
(43,726)

$
(8,381)
  The accompanying notes are an integral part of these financial statements.
 F-3
 
 ALBAMINERAL EXPLORATION, INC.
 (An Exploration Stage Company)
 Statements of Cash Flows
(Unaudited)


For the Six Months EndedJune 30,

From Inceptionon July 24,2007 ThroughJune 30,2009

2008

2009OPERATING ACTIVITIESNet loss
$
(5,826)

$
(7,604)

$
(43,726)Adjustments to reconcile net loss to cash flows from operating activities:Changes in operating assets and liabilites:Accounts payable

1,500


-


25,485Net Cash Used in Operating Activities

(4,326)


(7,604)


(18,241)INVESTING ACTIVITIES

-


-


-FINANCING ACTIVITIESProceeds from issuance of common stock

-


-


35,345Net Cash Provided by Financing Activities

-


-


35,345NET INCREASE (DECREASE) IN CASH

(4,326)


(7,604)


17,104CASH AT BEGINNING OF PERIOD

21,430


34,386


-CASH AT END OF PERIOD
$
17,104

$
26,782

$
17,104SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATIONCASH PAID FOR:Interest
$
-

$
-

$
-Income Taxes
$
-

$
-

$
-




The accompanying notes are an integral part of these financial statements.
 F-4


ALBAMINERAL EXPLORATION, INC.


Notes to the Condensed Financial Statements


June 30, 2009 and December 31, 2008





NOTE 1 - CONDENSED FINANCIAL STATEMENTS





The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at June 30, 2009, and for all periods
presented herein, have been made.




Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with
the financial statements and notes thereto included in the Company's December 31, 2008 audited financial statements.  The results of operations for the periods ended June 30, 2009 and 2008 are not necessarily indicative of the operating results for the full years.





NOTE 2 - GOING CONCERN





The Company's financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet


established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable
to obtain adequate capital, it could be forced to cease operations.




In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking equity and/or
debt financing. However management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.




The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that
might be necessary if the Company is unable to continue as a going concern.





NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES





Use of 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-5
 
 ALBA MINERAL EXPLORATION, INC.
 Notes to the Condensed Financial Statements
 June 30, 2009 and December 31, 2008





NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Recent Accounting Pronouncements





In May 2009, the FASB issued FAS 165, “Subsequent Events”.  This pronouncement establishes standards for accounting for and disclosing subsequent events (events which occur after the balance sheet date but before financial statements are issued or are available to be issued). FAS 165 requires
and entity to disclose the date subsequent events were evaluated and whether that evaluation took place on the date financial statements were issued or were available to be issued. It is effective for interim and annual periods ending after June 15, 2009. The adoption of FAS 165 did not have a material impact on the Company’s financial condition or results of operation.




In June 2009, the FASB issued FAS 166, “Accounting for Transfers of Financial Assets” an amendment of FAS 140. FAS 140 is intended to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial statements about a transfer
of financial assets: the effects of a transfer on its financial position, financial performance , and cash flows: and a transferor’s continuing involvement, if any, in transferred financial assets. This statement must be applied as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009. The Company does not expect the adoption of FAS 166 to have an impact on the Company’s results of operations, financial condition or cash flows.




In June 2009, the FASB issued FAS 167, “Amendments to FASB Interpretation No. 46(R)”. FAS 167 is intended to (1) address the effects on certain provisions of FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable
Interest Entities, as a result of the elimination of the qualifying special-purpose entity concept in FAS 166, and (2) constituent concerns about the application of certain key provisions of Interpretation 46(R), including those in which the accounting and disclosures under the Interpretation do not always provided timely and useful information about an enterprise’s involvement in a variable interest entity. This statement must be applied as of the beginning of each reporting entity’s first
annual reporting period that begins after November 15, 2009. The Company does not expect the adoption of FAS 167 to have an impact on the Company’s results of operations, financial condition or cash flows.




In June 2009, the FASB issued FAS 168, “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles”. FAS 168 will become the source of authoritative U.S. generally accepted accounting principles (GAAP) recognized by the FASB to be applied by nongovernmental
entities. Rules and interpretive releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. On the effective date of this Statement, the Codification will supersede all then-existing non-SEC accounting and reporting standards. All other nongrandfathered non-SEC accounting literature not included in the Codification will become nonauthoritative. This statement is effective for financial statements issued for interim
and annual periods ending after September 15, 2009.The Company does not expect the adoption of FAS 168 to have an impact on the Company’s results of operations, financial condition or cash flows.




F-6





Item2.     Plan of Operation





Forward-Looking Statements





Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.   These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,”
“will likely result,” and similar expressions.  We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions.  Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to
differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain.  Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties
should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.  Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.





Company Overview and Plan of Operation





We are an exploration stage company that intends to engage in the exploration of mineral properties.  We have acquired a mineral claim that we refer to as the Crow Hill mineral claim. Exploration of this mineral claim is required before a final determination as to its viability can be made.





The property is located on the east side of the Baie Verte highway (Route 410) approximately 8 km (about 5 miles) south-southwest of Flat Water Pond on the Baie Verte Peninsula, Newfoundland, Canada.  It can be accessed from the Baie Verte highway via secondary roads and several 4x4 tracks.





Our plan of operations is to carry out exploration work on this claim in order to ascertain whether it possesses commercially exploitable quantities of gold and other metals.  We will not be able to determine whether or not the Crow Hill mineral claim contains a commercially exploitable mineral deposit, or reserve, until appropriate
exploratory work is done and an economic evaluation based on that work indicates economic viability.





Phase I of our planned exploration program will cost approximately $11,290.  This phase will consist of a thorough review of the geologic literature, compilation of maps and cross sections pertinent to the Crow Hill property, as well as on-site surface reconnaissance, mapping, sampling, and geochemical analyses.   Phase
II of our program will consist of on-site trenching, mapping, and sampling, followed by geochemical analyses of the various samples gathered and preparation of a report and data compilation.  Phase II of our exploration program will cost approximately $13,290.  The existence of commercially exploitable mineral deposits in the Crow Hill mineral claim is unknown at the present time and we will not be able to ascertain such information until we receive and evaluate the results of our exploration
program.




4
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Description and Location of the Crow Hill mineral claim





The Crow Hill property is located on the Baie Verte Peninsula on Newfoundland Island, Canada.  It comprises 575 hectares (1421 acres), approximately centered at latitude 490 42’ 43" North, longitude 560 20’
25" West (UTM Zone 21, 547565 Easting - 5506598 Northing).  It lies within the area covered by NTS map sheet 12H09.





The Government of Newfoundland and Labrador owns the land covered by the Crow Hill mineral claim. Currently, we are not aware of any native land claims that might affect the title to the mineral claim or to Newfoundland and Labrador’s title of the property. Although we are unaware of any situation that would threaten this claim, it is
possible that a native land claim could be made in the future. The federal and provincial government policy at this time is to consult with all potentially affected native bands and other stakeholders in the area of any potential commercial production. If we should encounter a situation where a native person or group claims and interest in this claim, we may choose to provide compensation to the affected party in order to continue with our exploration work, or if such an option is not available, we may have to
relinquish any interest that we hold in this claim.





Plan of Operations





Our business plan is to proceed with the exploration of the Crow Hill mineral claim to determine whether there are commercially exploitable reserves of gold or other metals.  We intend to proceed with the initial exploration program as recommended by our consulting geologist. The recommended geological program will cost a total of
approximately $24,580.





Phase I will consist of a review of the geologic literature pertinent to the Crow Hill property, as well as on site surface reconnaissance, mapping, sampling, and geochemical analyses.  This phase of the program will cost approximately $11,290.  Although we had anticipated commencing this phase of exploration in the Summer
of 2009, we have experienced some difficulty in engaging a field geologist able to perform the recommended work within our scheduled time frame.  We now expect that this phase of the program will commence in the Fall of 2009.





Phase II will entail on-site trenching, mapping and sampling, followed by geochemical analyses of the samples taken and compilation of the data.  The Phase II program will cost approximately $13,290.  We now anticipate commencing this phase in the Spring of 2010.





We have not retained a geologist to conduct any of the anticipated exploration work.





Once we receive the analyses of our initial exploration program, our board of directors, in consultation with our consulting geologist will assess whether to proceed with additional mineral exploration programs.  In making this determination to proceed with a further exploration, we will make an assessment as to whether the results
of the initial program are sufficiently positive to enable us to proceed.  This assessment will include an evaluation of our cash reserves after the completion of the initial exploration, the price of minerals, and the market for the financing of mineral exploration projects at the time of our assessment.




5
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In the event our board of directors, in consultation with our consulting geologist, chooses to conduct further mineral exploration programs beyond the initial program, we will require additional financing.  While we have sufficient funds on hand to cover the bulk of the currently planned exploration costs, we will require additional
funding in order to cover our administrative expenses and undertake further exploration programs on the Crow Hill mineral claim and to cover all of our anticipated administrative expenses.





In order to cover the administrative expenses associated with our operations, and in the event that additional exploration programs on the Crow Hill claim are undertaken, we anticipate that additional funding will be required in the form of equity financing from the sale of our common stock and from loans from our director.  We cannot
provide investors with any assurance, however, that we will be able to raise sufficient funding from the sale of our common stock to fund all of our anticipated expenses.  We do not have any arrangements in place for any future equity financing.  We believe that outside debt financing will not be an alternative for funding exploration programs on the Crow Hill property. The risky nature of this enterprise and lack of tangible assets other than our mineral claim places debt financing beyond
the credit-worthiness required by most banks or typical investors of corporate debt until such time as an economically viable mine can be demonstrated.





In the event the results of our initial exploration program proves not to be sufficiently positive to proceed with further exploration on the Crow Hill mineral claim, we intend to seek out and acquire interests in North American mineral exploration properties which, in the opinion of our consulting geologist, offer attractive mineral exploration
opportunities.  Presently, we have not given any consideration to the acquisition of other exploration properties because we have not yet commenced our initial exploration program and have not received any results.





During this exploration stage Mr. Gibson, our President, will only be devoting approximately five to ten hours per week of his time to our business.  We do not foresee this limited involvement as negatively impacting our company over the next twelve months as all exploratory work is being performed by outside consultants.  If,
however, the demands of our business require more business time of Mr. Gibson such as raising additional capital or addressing unforeseen issues with regard to our exploration efforts, he is prepared to devote more time to our business. However, he may not be able to devote sufficient time to the management of our business, as and when needed.





Mineral Exploration Program





In order to evaluate the exploration potential of the Crow Hill claim, our consulting geologist has recommended a thorough review of the literature of the region to provide background information on the local and regional geology.  In addition, our geologist has recommended site surface reconnaissance, mapping, sampling, and trenching
to be followed by geochemical analyses of the samples to be taken.  The primary goal of the exploration program is to identify sites for exploratory drilling.




6
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Exploration Budget

Phase I
Exploration ExpenditureReview of geologic literature, compilation of maps & cross sections

On site surface reconnaissance, mapping and sampling

Geochemical Analyses

Other expenses
$3,000

$4,200

$1,800

$2,290Phase IIOn site trenching, mapping, and sampling

Geochemical Analyses

Data compilation and report preparation

Other expenses
$8,000

$1,800

$1,200

$2,290Total, Phases I and II
$24,580





While we have not commenced the field work phase of our initial exploration program, we intend to proceed with the initial exploratory work as recommended.  Upon our review of the results, we will assess whether the results are sufficiently positive to warrant additional phases of the exploration program.  We will make
the decision to proceed with any further programs based upon our consulting geologist’s review of the results and recommendations.  In order to cover our anticipated administrative costs and in order to complete significant additional exploration beyond the currently planned Phase I and Phase II, we will need to raise additional capital.





We do not have plans to purchase any significant equipment or change the number of our employees during the next twelve months.





We have no employees other than our president and CEO, Mr. Gibson. We conduct our business largely through agreements with consultants and other independent third party vendors.





Results of Operations for the three and six months ended June 30, 2009 and June 30, 2008





We did not earn any revenues from inception on July 24, 2007 through the period ending June 30, 2009. We are presently in the development stage of our business and we can provide no assurance that we will produce significant revenues from the development of our mineral property or, if revenues are earned, that we will be profitable.





We incurred operating expenses and net losses in the amount of $43,726 from our inception on July 24, 2007 through the period ending June 30, 2009.  We incurred operating expenses and net losses and in the amount of $2,421 during the three months ended June 30, 2009, compared to operating expenses and net losses in the amount of
$1,533 during the three months ended June 30, 2008. We incurred operating expenses and net losses and in the amount of $5,826 during the six months ended June 30, 2009, compared to operating expenses and net losses in the amount of $7,604 during the six months ended June 30, 2008. Our operating expenses from inception through June 30, 2009 consisted entirely of general and administrative expenses.  Our losses are attributable to our operating expenses combined with a lack of any revenues during our
current stage of development. We anticipate our operating expenses will increase as we continue with our plan of operations and begin the recommended exploration work on our mineral claim.




7
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Liquidity and Capital Resources





As of June 30, 2009, we had current assets in the amount of $17,104, consisting entirely of cash. We had current liabilities in the amount of $25,485 as of June 30, 2009. Thus, we had a working capital deficit of $8,381 as of June 30, 2009.





We do not anticipate earning revenues until such time that enter into commercial production of our mineral property. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources our mineral property, or if such resources are discovered,
that we will enter into commercial production.





Off Balance Sheet Arrangements





As of June 30, 2009, there were no off balance sheet arrangements.





Going Concern





Our financial statements have been prepared on a going concern basis. We have a working capital deficit of $8,381 as of June 30, 2009 and have accumulated a deficit of $43,726 since inception. Our ability to continue as a going concern is dependent upon our ability to generate profitable operations in the future and/or to obtain the necessary
financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. The outcome of these matters cannot be predicted with any certainty at this time. These factors raise substantial doubt that we will be able to continue as a going concern. Management plans to continue to provide for our capital needs by the issuance of common stock and related party advances.





Critical Accounting Policies





In December 2001, the SEC requested that all registrants list their most “critical accounting polices” in the Management Discussion and Analysis. The SEC indicated that a “critical accounting policy” is one which is both important to the portrayal of a company’s financial condition and results, and requires management’s
most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. There are no critical accounting policies for the company as this time.





Recently Issued Accounting Pronouncements





In May 2009, the FASB issued FAS 165, “Subsequent Events”.  This pronouncement establishes standards for accounting for and disclosing subsequent events (events which occur after the balance sheet date but before financial statements are issued or are available to be issued). FAS 165 requires and entity to disclose the
date subsequent events were evaluated and whether that evaluation took place on the date financial statements were issued or were available to be issued. It is effective for interim and annual periods ending after June 15, 2009. The adoption of  FAS 165 did not have a material impact on the Company’s financial condition or results of operation.




8
 Table of Contents





In June 2009, the FASB issued FAS 166, “Accounting for Transfers of Financial Assets” an amendment of FAS 140. FAS 140 is intended to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial statements about a transfer of financial assets: the effects
of a transfer on its financial position, financial performance , and cash flows: and a transferor’s continuing involvement, if any, in transferred financial assets. This statement must be applied as of the beginning of each reporting entity’s  first annual reporting period that begins after November 15,  2009. The Company does not expect the adoption of  FAS 166 to have an impact on the Company’s results of operations, financial condition or cash flows.





In June 2009, the FASB issued FAS 167, “Amendments to FASB Interpretation No. 46(R) ”. FAS 167 is intended to (1) address the effects on certain provisions of FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities, as a result of the
elimination of the qualifying special-purpose entity concept in FAS 166, and (2) constituent concerns about the application of certain key provisions of Interpretation 46(R), including those in which the accounting and disclosures under the Interpretation do not always provided timely and useful information about an enterprise’s involvement in a variable interest entity. This statement must be applied as of the beginning of each reporting entity’s  first annual reporting period that begins
after November 15,  2009. The Company does not expect the adoption of  FAS 167 to have an impact on the Company’s results of operations, financial condition or cash flows.





In June 2009, the FASB issued FAS 168, “The FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles”. FAS 168 will become the source of authoritative U.S. generally accepted accounting principles (GAAP) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive
releases of the Securities and Exchange Commission (SEC) under authority of federal securities laws are also sources of authoritative GAAP for SEC registrants. On the effective date of this Statement, the Codification will supersede all then-existing non-SEC accounting and reporting standards. All other nongrandfathered non-SEC accounting literature not included in the Codification will become nonauthoritative. This statement is effective for financial statements issued for interim and annual periods ending after
September 15, 2009.The Company does not expect the adoption of  FAS 168 to have an impact on the Company’s results of operations, financial condition or cash flows.




9
 Table of Contents





Item3.     Quantitative and Qualitative Disclosures About Market Risk





A smaller reporting company is not required to provide the information required by this Item.





Item4T.     Controls and Procedures





We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2009.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial
Officer, Mr. Owen Gibson. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2009, our disclosure controls and procedures are effective.  There have been no changes in our internal controls over financial reporting during the quarter ended June 30, 2009.





Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.





Limitations on the Effectiveness of Internal Controls





Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial
Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level.  Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent
limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving
its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.





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PART II – OTHER INFORMATION





Item1.     Legal Proceedings





We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.





Item1A.  Risk Factors





A smaller reporting company is not required to provide the information required by this Item.




Item2.     Unregistered Sales of Equity Securities and Use of Proceeds





None.





Item3.     Defaults upon Senior Securities





None





Item4.     Submission of Matters to a Vote of Security Holders





No matters have been submitted to our security holders for a vote, through the solicitation of proxies or otherwise, during the quarterly period ended June 30, 2009.





Item5.     Other Information





None





Item6.      Exhibits





ExhibitNumber
Description of Exhibit3.1
Articles of Incorporation (1)3.2
ByLaws (1)31.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


(1)
Previously included as an exhibit to the Current Report on Form S-1 filed with the Securities and Exchange Commission on April 1, 2008.




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SIGNATURES





In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.





Alba Mineral Exploration, Inc.Date:
August 17, 2009By:       /s/ Owen Gibson
Owen Gibson
Title:Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer and Director