SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
March 21, 2006
Date of Report
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(Date of Earliest Event Reported)
ATLAS MINING COMPANY
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(Exact name of Registrant as Specified in its Charter)
630 EAST MULLAN AVENUE
OSBURN, IDAHO 83849
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(Address of Principal Executive Offices)
(208) 556-1181
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(Registrant's Telephone Number)
IDAHO 000-31380 82-0096527
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange
Act (17 CFR 240.14a-12(b))
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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FORWARD LOOKING STATEMENTS
This Form 8-K and other reports filed by Registrant from time to time
with the Securities and Exchange Commission (collectively the "Filings")
contain or may contain forward looking statements and information
that are based upon beliefs of, and information currently available to,
Registrant's management as well as estimates and assumptions made by
Registrant's management. When used in the filings the words "anticipate",
"believe", "estimate", "expect", "future", "intend", "plan" or the
negative of these terms and similar expressions as they relate to
Registrant or Registrant's management identify forward looking
statements. Such statements reflect the current view of Registrant with
respect to future events and are subject to risks, uncertainties,
assumptions and other factors relating to Registrant's industry,
Registrant's operations and results of operations and any businesses that
may be acquired by Registrant. Should one or more of these risks or
uncertainties materialize, or should the underlying assumptions prove
incorrect, actual results may differ significantly from those anticipated,
believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the
forward looking statements are reasonable, Registrant cannot guarantee
future results, levels of activity, performance or achievements.
Except as required by applicable law, including the securities laws of
the United States, Registrant does not intend to update any of the
forward-looking statements to conform these statements to actual results.
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On March 21, 2006, Nano Clay and Technologies, Inc. ("Company"), a
wholly owned subsidiary of Atlas mining Company, entered into an Employment
Agreement ("Agreement") with Ronald Price, who was earlier appointed a
director of Atlas Mining Company on July 12, 2005.
Pursuant to the Agreement, Mr. Price shall be employed for three years
as the Company's President and Chief Executive Officer. Mr. Price will also
continue as a member of the Company's and Atlas Mining Company's Board of
Directors. Mr. Price shall be paid compensation as follows: (i) for the
first year of the term of employment, a salary at the annual rate of
$150,000; (ii) for the second year, a salary at the annual rate of
$175,000; and (iii) for the third year of the Term of Employment, a salary
at the annual rate of $200,000. Mr. Price is also entitled to 20% ownership
of any patents filed by him on behalf of the Company. In the event of a
consolidation or merger of the Company, or transfer of substantially all of
the Company assets, into such another entity ("Successor"), Mr. Price may,
within 180 days of such consolidation or merger, deem such a merger or
consolidation an involuntary termination of his employment and be paid an
amount equal to his annual base salary at the time of termination.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
ATLAS MINING COMPANY
BY: /s/ WILLIAM T. JACOBSON, PRESIDENT
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WILLIAM T. JACOBSON
DATE: March 24, 2006