Note 11 - Notes Payable

3 Months Ended

Sep. 30, 2012

Note 11 - Notes Payable:

Note 11 - Notes Payable

NOTE 11 - NOTES PAYABLE

Pursuant to the respective purchase and sale agreements dated April 15, 2011 No. NV01, NV02 and NV03, the Sellers financed the purchase of the mineral and real property rights by carrying two notes payable $5,625,000 due April 15, 2012 and $5,625,000 due April 15, 2013 free of interest. In March 2012, we entered into an extension agreement with the Sellers pursuant to which upon the payment of $300,000, of which $150,000 was due by April 15, 2012 and the balance was due by April 30, 2012, the due date of April 15, 2012 payment of $5,625,000 was extended to June 15, 2012. The $300,000 payment was to be applied to the $5,625,000 installment balance due on April 15, 2013. Metamining paid, on behalf of Metamining Nevada, $150,000 on April 10, 2012 and another $150,000 payment on May 10, 2012 to the Sellers of the real property and mineral rights. The Sellers provided written confirmation to Metamining Nevada on May 8, 2012 stating that Metamining Nevada’s ownership of the real property and mineral rights was in good standing.

On July 26, 2012, our subsidiary Metamining Nevada executed a Second Extension Agreement (the “Second Extension Agreement”) related to the purchase and sale agreements dated April 15, 2011 No. NV01, NV02 and NV03, on which the Sellers financed the purchase of the mineral and real property rights by carrying two notes payable $5,625,000 due April 15, 2012 and $5,625,000 due April 15, 2013 free of interest. In order to obtain the Second Extension Agreement, we agreed to pay, within 7 business days from the execution of the Second Extension Agreement (July 26, 2012), the late fee of $2,000 to each seller, the $32,816 claim filing fees required for the next assessment year and the $141 due to Greater Nevada Ranches, LLC for property taxes. We have paid those amounts.

On July 26, 2012, we entered into the Second Extension Agreement that provides for extended payment of the second installment due, as follows:

1. The Company shall pay sellers bi-monthly an amount equal to the greater of: (i) 40% of net profits from the trading of iron ore off-take which Metamining Inc. will realize from its Mobile, Alabama project, or (ii) a fixed minimum payment of $400,000;

2. When the Company has completed its private placement fund raising, the Company shall pay 15% of the proceeds from private placement for mineral rights payments to Sellers immediately after the receipt of the raised funds. This payment is fully creditable to the fixed minimum payments required under (1) above.

3. The Commencing Date is the date the bi-monthly payments will start. The Company will determine the exact Commencing Date no later than August 25, 2012. The Commencing Date for payments shall start no later than November 25, 2012. If the Mobile, Alabama project is not operational by November 25, 2012, this date may be extended again by mutual agreement under the following conditions:

a.     Sellers are satisfied that significant progress is being made toward an operational status, or

b.     Other financing, e.g. the private placement, becomes available to fund the minimum payments specified in paragraph 1. above

The parties further agree to extend the Second Installment of $5,625,000.00 to a period of 15 months starting on the November 25, 2012 with the remainder of the Second Installment, if any, due no later than at the end of the of the 15 month period.

4. The bi-monthly payment of the third installment of $5,325,000.00 shall start in the next month after the completion of the second installment. The Company shall have the option to extend the payment period to 15 months with the same minimum payment as specified in Paragraph(1) above. The Company shall pay off the balance of the installments in 30 months from the Commencing Date by paying the remainder of the third installment, if any, no later than the due date of the last payment in the 15 month period.

As of the filing of this report, Metamining Nevada has not generated funds to make any payments in accordance with the above terms of the Second Extension Agreement, and the notes payable remain unpaid until the parties agree to renegotiate the terms of an extension on November 25, 2012.

The table below shows short term and long term Notes Payable:

(1	)	Little Valley Group, LLC	Short term	$    4,342,107
			Long term	4,110,526
				$    8,452,633
(2	)	Greater Nevada Ranches, LLC	Short term	$       690,789
			Long term	653,948
				1,344,737
(3	)	Western Resource Group, LLC	Short term	$       592,104
			Long term	560,526
				1,152,630
			Grand Total:	$ 10,950,000