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Correspondence 0001654954-23-004855 from Timberline Resources Corp (TLRS) (CIK 0001288750)

Timberline Resources Corp (TLRS) (CIK 0001288750)
Date: April 17, 2023 · CIK: 0001288750 · Accession: 0001654954-23-004855

AI Filing Summary & Sentiment

File numbers found in text: 001-34055

Referenced dates: April 3, 2023

Date
September 30, 2022
Author
Ted R.
Form
CORRESP
Company
Timberline Resources Corp (TLRS) (CIK 0001288750)

Letter

Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation Timberline Resources Corp Form 10-K for the Fiscal Year ended September 30, 2022 Filed December 29, 2022 File No. 001-34055

Re:

Dear Sirs:

This letter represents Management’s Response to the Comment Letter dated April 3, 2023 as referenced above. In our response, we have repeated verbatim the sections of the Letter and have then appended our response to each comment.

Comment: “Form 10-K for the Fiscal Year ended September 30, 2022

Description Of Properties, page 18

1. We understand from your responses to prior comments 1, 2, 3 and 4 that you intend to amend your annual report to address the concerns outlined in those comments, and that the amendment will include an updated Technical Report Summary as an exhibit, unless you decide to eliminate certain resource disclosures.

Please submit the specific revisions that you propose and the draft Technical Report Summary for review in advance of filing your amendment and, to the extent that you are contemplating the alternative of removing disclosures, address each aspect of the referenced disclosure requirements that may apply in either case.

Please confirm that revisions to disclosures concerning your mineral properties and the Technical Report Summary will be based on information underlying or inherent within your mining plan as of the end of your fiscal year of September 30, 2022, and will not incorporate or reflect changes or information arising in subsequent periods.”

Response by Timberline: Timberline plans to retain its resource disclosures and will amend its Description of Properties in the upcoming Form 10-KA and future reports to clearly delineate between material and non-material classification for each property, segregate summary descriptions from individual property disclosures and add to or revise the existing information prescribed for disclosures in Item 1303(b) and elsewhere throughout Items 1300 through 1304 included for our material property(ies).

Company management and the authors of the Technical Report are in the final review process of the draft Updated Technical Report and the associated draft Technical Report Summary prepared by the authors (Qualified Persons). The report is based on information underlying or inherent in our mining plan as of the end of our fiscal year of September 30, 2022, and will not incorporate or reflect changes or information arising in subsequent periods.

With the finalization of the Updated Technical Report and Technical Report Summery, we will immediately revise our Form 10-K for the year ended September 30, 2022, by preparing a Form 10-KA for filing with the SEC. Prior to its filing, we will submit the specific proposed revisions along with the draft Technical Report Summary for your review in advance of filing the Form 10-KA.

We will continue to correlate our actions with John Cannarella, Staff Accountant, and/or Ken Schuler, Mining Engineer, as we work through the detail of producing a compliant Technical Report, Summary of the Technical Report, author consents and appropriate disclosures of information in the Form 10-KA.

Sincerely,
Ted R.
Sharp, CPA

Show Raw Text
CORRESP
1
filename1.htm

responsetoseccommentlette

April
17, 2023

Securities
and Exchange Commission

Division
of Corporation Finance

Office
of Energy & Transportation

 Re:

Timberline
Resources Corp

Form
10-K for the Fiscal Year ended September 30, 2022

Filed
December 29, 2022

File
No. 001-34055

Dear
Sirs:

This
letter represents Management’s Response to the Comment Letter
dated April 3, 2023 as referenced above. In our response, we have
repeated verbatim the sections of the Letter and have then appended
our response to each comment.

Comment: “Form 10-K for the Fiscal Year
ended September 30, 2022

Description Of Properties, page 18

1. We understand from your responses to prior comments 1, 2, 3 and
4 that you intend to amend your annual report to address the
concerns outlined in those comments, and that the amendment will
include an updated Technical Report Summary as an exhibit, unless
you decide to eliminate certain resource disclosures.

Please submit the specific revisions that you propose and the draft
Technical Report Summary for review in advance of filing your
amendment and, to the extent that you are contemplating the
alternative of removing disclosures, address each aspect of the
referenced disclosure requirements that may apply in either
case.

Please confirm that revisions to disclosures concerning your
mineral properties and the Technical Report Summary will be based
on information underlying or inherent within your mining plan as of
the end of your fiscal year of September 30, 2022, and will not
incorporate or reflect changes or information arising in subsequent
periods.”

Response by Timberline:
Timberline plans to retain its resource disclosures and will amend
its Description of Properties in the upcoming Form 10-KA and future
reports to clearly delineate between material and non-material
classification for each property, segregate summary descriptions
from individual property disclosures and add to or revise the
existing information prescribed for disclosures in Item 1303(b) and
elsewhere throughout Items 1300 through 1304 included for our
material property(ies).

Company management and the authors of the Technical Report are in
the final review process of the draft Updated Technical Report and
the associated draft Technical Report Summary prepared by the
authors (Qualified Persons). The report is based on information
underlying or inherent in our mining plan as of the end of our
fiscal year of September 30, 2022, and will not incorporate or
reflect changes or information arising in subsequent
periods.

With the finalization of the Updated Technical Report and Technical
Report Summery, we will immediately revise our Form 10-K for the
year ended September 30, 2022, by preparing a Form 10-KA for filing
with the SEC. Prior to its filing, we will submit the specific
proposed revisions along with the draft Technical Report Summary
for your review in advance of filing the Form 10-KA.

We will
continue to correlate our actions with John Cannarella, Staff
Accountant, and/or Ken Schuler, Mining Engineer, as we work through
the detail of producing a compliant Technical Report, Summary of
the Technical Report, author consents and appropriate disclosures
of information in the Form 10-KA.

Sincerely,

Ted R.
Sharp, CPA

Chief
Financial Officer