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| Utah                                   | 87-6116557               |
|----------------------------------------|--------------------------|
| (State      or other jurisdiction      | (IRS      Employer       |
| of      incorporation or organization) | Identification      No.) |

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| RegulationS-BNumber | Exhibit                                                                                                                               |
|---------------------|---------------------------------------------------------------------------------------------------------------------------------------|
| 3.1                 | Articles      of Incorporation of the Company as Amended on October 21, 1983      (1)                                                 |
| 3.2                 | Bylaws      (2)                                                                                                                       |
| 3.3                 | Articles      of Amendment to Articles of Incorporation for Utah Profit Corporations      (3)                                         |
| 10.1                | Convertible      Promissory Notes issued to Affiliated Mining, Inc. dated January 1, 2002      (4)                                    |
| 10.2                | Convertible      Promissory Notes issued to Robert W. Dunlap dated January 1, 2002      (4)                                           |
| 10.3                | Convertible      Promissory Note issued to Estate of Bernie Dunlap dated January 1, 2002      (4)                                     |
| 10.4                | Convertible      Promissory Note issued to Lee Family Partnership dated January 1, 2002      (4)                                      |
| 10.5                | Convertible      Promissory Note issued to Douglas K. Lee dated January 1, 2002      (4)                                              |
| 10.6                | Convertible      Promissory Note issued to Janice Atkins dated January 1, 2002      (4)                                               |
| 10.7                | Convertible      Promissory Note issued to Park-Premier Mining Company dated January 1,      2002 (4)                                 |
| 10.8                | Convertible      Promissory Note issued by Park Cummings Mining Company to Park-Premier      Mining Company dated January 1, 2004 (5) |
| 10.9                | Convertible      Promissory Notes issued to Affiliated Mining, Inc. dated January 1, 2004      (5)                                    |
| 10.10               | Convertible      Promissory Notes issued to Robert W. Dunlap dated January 1, 2004      (5)                                           |
| 10.11               | Convertible      Promissory Note issued to Estate of Bernie Dunlap dated January 1, 2004      (5)                                     |
| 10.12               | Convertible      Promissory Note issued to Lee Family Partnership dated January 1, 2004      (5)                                      |
| 10.13               | Convertible      Promissory Note issued to Douglas K. Lee dated January 1, 2004      (5)                                              |
| 10.14               | Convertible      Promissory Note issued to Janice Atkins dated January 1, 2004      (5)                                               |
| 10.15               | Convertible      Promissory Note issued by Park Cummings Mining Company to Park-Premier      Mining Company dated January 1, 2007 (5) |
| 10.16               | Convertible      Promissory Notes issued to Affiliated Mining, Inc. dated January 1, 2007      (5)                                    |
| 10.17               | Convertible      Promissory Notes issued to Robert W. Dunlap dated January 1, 2007      (5)                                           |
| 10.18               | Convertible      Promissory Note issued to Estate of Bernie Dunlap dated January 1, 2007      (5)                                     |
| 10.19               | Convertible      Promissory Note issued to Lee Family Partnership dated January 1, 2007      (5)                                      |
| 10.20               | Convertible      Promissory Note issued to Douglas K. Lee dated January 1, 2007      (5)                                              |
| 10.21               | Convertible      Promissory Note issued to Janice Atkins dated January 1, 2007      (5)                                               |
| 10.22               | Loan      Agreement between Park-Premier Mining Company and Robert W. Dunlap dated      January 11, 2007 (5)                          |
| 10.23               | Promissory      Note issued to Robert W. Dunlap dated January 11, 2007  (5)                                                           |
| 10.24               | Letter      Agreement dated February 15, 2007 between Park-Premier Mining Company and      Talisker Realty Limited (5)                |
| 10.25               | Letter      Agreement dated February 15, 2007 between Robert and Kathy Dunlap and      Tuhaye LLC (5)                                 |
| 10.26               | Letter      Agreement dated February 15, 2007 between Park-Premier Mining Company and      Ranch 248 LLC (5)                          |
| 10.27               | Promissory      Note issued to Robert W. Dunlap dated May 2, 2007 (6)                                                                 |
| 10.28               | Promissory      Note issued to Robert W. Dunlap dated July 18, 2007 (6)                                                               |
| 10.29               | Promissory      Note issued to Robert W. Dunlap dated November 9, 2007  (6)                                                           |
| 10.30               | Amendment      No. 1 to Letter-Form Agreement (Project “A”) (7)                                                           |
| 10.31               | Amendment      No. 1 to Letter-Form Agreement (Project “B”)(7)                                                            |

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| RegulationS-BNumber | Exhibit |
|---------------------|---------|

| 10.32 | Amendment      No. 1 to Letter-Form Agreement (Project “C”) (7)                                                         |
|-------|-------------------------------------------------------------------------------------------------------------------------------------|
| 31.1  | Rule      13a-14(a) Certification                                                                                                   |
| 32.1  | Certification      Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of      the Sarbanes-Oxley Act of 2002(8) |

| (1) | Incorporated      by reference to the exhibits to the registrant’s annual report on Form      10-KSB for the year ended December 31, 1983, file number      000-16736. |
|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (2) | Incorporated      by reference to the exhibits to the registrant’s annual report on Form      10-KSB for the year ended December 31, 1987, file number      000-16736. |
|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (3) | Incorporated      by reference to the exhibits to the registrant’s current report on Form      8-K dated and filed on February 20,2008. |
|-----|----------------------------------------------------------------------------------------------------------------------------------------------------|

| (4) | Incorporated      by reference to the exhibits to the registrant’s annual report on Form      10-KSB for the year ended December 31, 2001, file number      000-16736. |
|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (5) | Incorporated      by reference to the exhibits to the registrant’s annual report on Form      10-QSB for the three months ended March 31, 2003, file number      000-16736. |
|-----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (6) | Incorporated      by reference to the exhibits to the registrant’s annual report on Form      10-KSB for the year ended December 31, 2007, file number      000-16736.      |
| (7) | Incorporated      by reference to the exhibits to the registrant’s current report on Form      8-K dated March 12, 2008, and filed on March 14,  2008.                 |

| (8) | Incorporated      by reference to the exhibits to the registrant’s annual report on Form      10-QSB for the three months ended March 31, 2008, file number      000-16736. |
|-----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|                                   | PARK-PREMIER      MINING COMPANY |
|----------------------------------------|----------------------------------|
|                                   |                             |   |
|                                   |                             |   |
|                                   |                             |   |
| Dated:  August      12, 2008 | By:                              |        /s/ Robert W. Dunlap |
|                                   |                             | Robert      W. Dunlap, President (principal executive and financial      officer) |

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