UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549





FORM 10-Q/A


(Amendment No. 2)


(Mark One)





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





For the Quarterly Period Ended June 30, 2011





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





For the transition period from _____ to _____.





Commission File No.  001-34075





PIEDMONT MINING COMPANY, INC.


(Exact Name of Registrant as Specified in Its Charter)





North Carolina

56-1378516(State or Other Jurisdiction

Of Incorporation or Organization)
(I.R.S. Employer Identification

Number)18124 Wedge Parkway, Suite 214

Reno, Nevada
89511(Address of Principal Executive Offices)
(Zip Code)





Registrant’s telephone number, including area code (212) 734-9848





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days.


Yes x                               No o





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 ( § 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).


Yes x                              No o





Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):





Large accelerated filer
o
Accelerated filer
oNon-accelerated filer
o
Smaller reporting company
x(Do not check if a smaller reporting company)





Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


Yes o                      No x


As of August 15, 2011, there were 78,376,025 outstanding shares of the issuer’s common stock.









Explanatory Note. On August 15, 2011, Piedmont Mining Company, Inc. (the “Company”) filed a quarterly report on Form 10-Q for the period ended June 30, 2011 (the “Original Filing”).  On December 1, 2011, the Original Filing was amended to include the Interactive Data required to be submitted pursuant to Rule 405 of Regulation S-T.  This Amendment No. 2 to the Original Filing is being filed to update the cover page to indicate that the Company has submitted the Interactive Data required by Rule 405 of Regulation S-T.


Unless otherwise stated, all information contained in this amendment is as of August 15, 2011, the filing date of the Original Filing.  Except as stated herein, the Form 10-Q/A does not reflect events or transactions occurring after such filing date or modify or update those disclosures in the Original Filing that may have been affected by events or transactions occurring subsequent to such filing date.


Item 6. Exhibits





Exhibit

Item31.1

Certification Pursuant to Section 302*32.1

Certification Pursuant to 18 U.S.C. Section 1350*








*
Filed herewith











SIGNATURES





Pursuant to 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.








PIEDMONT MINING COMPANY, INC.,a North Carolina CorporationDated:  December 22, 2011
/s/ Robert M. Shields, Jr.By:  Robert M. Shields, Jr.

Its:  Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)