10-Q/A

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2012

[   ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________

Commission file number: 000-51808

ATHENA SILVER CORPORATION 

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	25-1909408 (IRS Employer Identification Number)
2010A Harbison Drive #312, Vacaville, CA (Address of principal executive offices)	95687 (Zip Code)

Registrant's telephone number, including area code:   (707) 884-3766

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 [   ]

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 [   ]

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

Large accelerated filer [   ] Accelerated filer [   ] Non-accelerated filer [   ] Smaller reporting company [ X ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes [   ] No [ X ]

On August 20, 2012, there were 33,971,456 shares of the registrant’s common stock, $.0001 par value, outstanding.

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EXPLANATORY NOTE

This Amendment No. 1 (this “Amendment”) to the Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 (the “Form 10-Q”) of Athena Silver Corporation is being filed for the purpose of furnishing Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in eXtensible Business Reporting Language (“XBRL”).

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

No attempt has been made in this Amendment to modify or update the other disclosures presented in the Form 10-Q. This Amendment does not reflect events occurring after the filing of the Form 10-Q (i.e., occurring after August 16, 2012) or modify or update those disclosures that may be affected by subsequent events. Such subsequent matters are addressed in subsequent reports filed by the registrant with the SEC. Accordingly, this Amendment should be read in conjunction with the Form 10-Q and the registrant’s other filings with the SEC.

ITEM 6.  EXHIBITS

EXHIBIT NUMBER	DESCRIPTION
31	Certification Pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32	Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
101.INS	XBRL Instance**
101.SCH	XBRL Taxonomy Extension Schema**
101.CAL	XBRL Taxonomy Extension Calculation**
101.DEF	XBRL Taxonomy Extension Definition**
101.LAB	XBRL Taxonomy Extension Labels**
101.PRE	XBRL Taxonomy Extension Presentation**
____________________
*	Incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q filed August 16, 2012.
**	Furnished herewith.

4

SIGNATURE

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, thereunto duly authorized.

	ATHENA SILVER CORPORATION
Dated: September 13, 2012.	By:	_____/s/ John C. Power________
		John C. Power
		Chief Executive Officer, President, Chief Financial Officer, Secretary & Director (Principal Executive Officer) (Principal Accounting Officer)

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Related Party Transactions (Management Fees) (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Related Party Transactions [Abstract]
Monthly management fee paid to CEO			2500
Management fees	$ 7,500	$ 7,500	$ 15,000	$ 15,000

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Notes Payable - Related Parties: (Debt Conversion) (Details) (USD $)	1 Months Ended	3 Months Ended		6 Months Ended		30 Months Ended
	Jul. 18, 2012	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	May 10, 2012
Notes Payable - Related Parties [Abstract]
Notes payable converted into common shares	$ 160,000			$ 280,000
Accrued interest payable converted into common shares				6,830
Common stock issued for debt, shares				1,147,324
Common stock issued for debt				344,197
Stock issued, price per share							$ 0.30
Loss on extinguishment of debt - related parties		$ (57,366)		$ (57,366)		$ (237,366)

XML

Mineral Rights and Properties (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Mineral rights and properties	$ 628,650	$ 441,180
Mineral properties - Section 13 Property [Member]
Mineral rights and properties	135,684
Mineral rights - Langtry Project [Member]
Mineral rights and properties	$ 492,966	$ 441,180

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Subsequent Events (Details) (USD $)	1 Months Ended	6 Months Ended
	Jul. 18, 2012	Jun. 30, 2012
Subsequent Event
Amount of unsecured credit facility	$ 1,000,000
Unsecured line of credit interest rate	5.00%
Rate of conversion into common shares if lender chooses	$ 0.50
Advances and notes payable converted into Credit Notes	160,000	280,000
Financing [Member]
Subsequent Event
Amount of unsecured credit facility	1,000,000
Unsecured line of credit interest rate	5.00%
Rate of conversion into common shares if lender chooses	$ 0.50
Advances payable to Mr. Gibbs converted into Credit Note	50,000
Advances and notes payable converted into Credit Notes	160,000
Credit Note issued to Mr. Gibbs for notes payable and advances payable	$ 210,000

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Stockholders' Equity: (Details) (USD $)	3 Months Ended		6 Months Ended		30 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Balance			$ 211,762
Balance, shares			32,405,286
Common stock issued to Mr. Gibbs for cash			60,000
Common stock issued for debt			344,197
Common stock issued for debt, shares			1,147,324
Common stock issued for accounts payable			26,000
Share-based compensation			13,725
Net loss	(206,443)	(109,711)	(344,359)	(537,260)	(1,826,094)
Balance	323,709		323,709		323,709
Balance, shares	33,946,456		33,946,456		33,946,456
Common Stock [Member]
Balance			3,241
Balance, shares			32,405,286
Common stock issued to Mr. Gibbs for cash			24
Common stock issued to Mr. Gibbs for cash, shares			240,000
Common stock issued for mineral rights, value			5
Common stock issued for mineral rights, shares			53,846
Common stock issued for debt			115
Common stock issued for debt, shares			1,147,324
Common stock issued for accounts payable			10
Common stock issued for accounts payable, shares			100,000
Share-based compensation
Share-based compensation, shares
Net loss
Balance	3,395		3,395		3,395
Balance, shares	33,946,456		33,946,456		33,946,456
Additional Paid-in Capital [Member]
Balance			5,291,687
Common stock issued to Mr. Gibbs for cash			59,976
Common stock issued for mineral rights, value			12,379
Common stock issued for debt			344,082
Common stock issued for accounts payable			25,990
Share-based compensation			13,725
Net loss
Balance	5,747,839		5,747,839		5,747,839
Accumulated Deficit [Member]
Balance			(5,083,166)
Common stock issued to Mr. Gibbs for cash
Common stock issued for mineral rights, value
Common stock issued for debt
Common stock issued for accounts payable
Share-based compensation
Net loss			(344,359)
Balance	$ (547,525)		$ (547,525)		$ (547,525)

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Derivative Warrant Liability

6 Months Ended

Jun. 30, 2012

Derivative Warrant Liability [Abstract]

Derivative Warrant Liability

Note 4 - Derivative Warrant Liability:

Effective February 7, 2012, and pursuant to an Advisor Agreement with GVC Capital, LLC dated January 30, 2012, we sold and issued warrants exercisable to purchase an aggregate of 143,000 common shares at an exercise price of $0.25 per share at any time within five years of the date of their issuance in consideration of $100 and investor relation services with a fair value of $35,793. The warrants have anti-dilution provisions, including a provision for adjustments to the exercise price and to the number of warrant shares purchasable if we issue or sell common shares at a price less than the then current exercise price.

We determined that the warrants were not afforded equity classification because the warrants are not considered to be indexed to our own stock due to the anti-dilution provision. Accordingly, the warrants are treated as a derivative liability and are carried at fair value. We estimate the fair value of these derivative warrants at each balance sheet date and the changes in fair value are recognized in earnings in our condensed consolidated statement of operations under the caption "change in fair value of derivative warrant liability" until such time as the derivative warrants are exercised or expire.

The change in fair value of our derivative warrant liability is as follows:

	Six Months Ended June 30, 2012
Balance - beginning of period	$	-
Purchases, sales, issuances and settlements		35,893
Total (gains) or losses (realized/unrealized):
Included in net loss		429
Included in other comprehensive income		-
Transfers in and/or out of Level 3		-
Balance - end of period	$	36,322
Total (gains) or losses included in net loss attributable to the change in unrealized gains or losses relating to derivative warrant liability held at end of period	$	429

We estimate the fair value of our derivative warrants on the date of issuance and each subsequent balance sheet date using the Black-Scholes-Merton option pricing model, which includes assumptions for expected dividends, expected share price volatility, risk-free interest rate, and expected life of the warrants. Currently, we believe that the potential impact to the fair value of our derivative warrants attributable to the anti-dilution provision is insignificant and we will consider using a lattice model for purposes of valuation if and when the fair value of the anti-dilution provision becomes significant. Our expected volatility assumption is based on our historical weekly closing price of our stock over a period equivalent to the expected life of the derivative warrants.

The following table summarizes the assumptions used to value our derivative warrants:

Fair value assumptions - derivative warrants:	Six Months Ended June 30, 2012
Risk free interest rate	0.72% - 0.82%
Expected term (years)	4.6 - 5.0
Expected volatility	159% - 161%
Expected dividends	0%

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Derivative Warrant Liability (Change in Fair Value of Derivative Warrant Liability) (Details) (USD $)	3 Months Ended	6 Months Ended	30 Months Ended
	Jun. 30, 2012	Jun. 30, 2012	Jun. 30, 2012
Derivative Warrant Liability [Abstract]
Balance - beginning of period
Purchases, sales, issuances and settlements		35,893
Total (gains) or losses (realized/unrealized):
Included in net loss		429
Included in other comprehensive income
Transfers in and/or out of Level 3
Balance - end of period	36,322	36,322	36,322
Total (gains) or losses included in net loss attributable to the change in unrealized gains or losses relating to derivative warrant liability held at end of period	$ 429	$ 429	$ 429

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Derivative Warrant Liability (Narrative) (Details) (USD $)	6 Months Ended	30 Months Ended
	Jun. 30, 2012	Jun. 30, 2012	Feb. 07, 2012
Derivative Warrant Liability [Abstract]
Number of shares into which warrants are exercisable			143,000
Exercise price of warrants, per share			$ 0.25
Proceeds from issuance of a warrants	$ 100	$ 100
Derivative warrants issued for services	$ 35,793	$ 35,793

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Derivative Warrant Liability (Assumptions-Derivative Warrants) (Details)	6 Months Ended
	Jun. 30, 2012
Minimum [Member]
Fair value assumptions - derivative warrants
Risk free interest rate	0.72%
Expected term (years)	4.60
Expected volatility	159.00%
Expected dividends	0.00%
Maximum [Member]
Fair value assumptions - derivative warrants
Risk free interest rate	0.82%
Expected term (years)	5
Expected volatility	161.00%
Expected dividends	0.00%

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Notes Payable - Related Parties (Amounts Owing Under Notes Payable- Related Parties) (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Notes Payable - Related Parties [Abstract]
Notes payable to Mr. Gibbs	$ 160,000	$ 130,000

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Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2012

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

Note 3 - Fair Value of Financial Instruments:

Financial assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:

Level 1- Quoted market prices in active markets for identical assets or liabilities at the measurement date.

Level 2- Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.

Level 3- Inputs reflecting management's best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments.

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Financial assets and liabilities measured at fair value on a recurring basis are summarized below:

	Carrying Value at June 30, 2012		Fair Value Measurement at June 30, 2012
			Level 1		Level 2		Level 3
Derivative warrant liability	$	36,322	$	-	$	-	$	36,322

The carrying amount of cash and cash equivalents, prepaid expenses, accounts payable and accrued liabilities approximates fair value because of the short-term nature of these financial instruments. We are unable to estimate the fair value of amounts due to related parties, including advances payable and notes payable to related parties, without incurring excessive costs because quoted market prices are not available, we have not developed the valuation model necessary to make these estimates, and the cost of obtaining independent valuations would be excessive.

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Notes Payable - Related Parties (Amounts Borrowed and Repaid Under Notes Payable -Related Parties) (Details) (USD $)	6 Months Ended		30 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Notes Payable - Related Parties [Abstract]
Borrowing from Mr. Gibbs	$ 310,000		$ 470,000
Repayments to Mr. Gibbs			$ 38,750

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Related Party Transactions (Due to Related Parties) (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Related Party Transactions [Abstract]
Account payable - Mr. Power	$ 2,877	$ 5,476
Accrued interest payable - related parties	148	4,032
Due to related parties - total	$ 3,025	$ 9,508

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 13,200	$ 4,672
Prepaid expenses	4,063	40,580
Total current assets	17,263	45,252
Mineral rights and properties	628,650	441,180
Total assets	645,913	486,432
Current liabilities:
Accounts payable	94,974	78,996
Accrued liabilities	23,333	55,416
Due to related parties	3,025	9,508
Advances payable - related parties	4,550	750
Derivative warrant liability	36,322
Notes payable - related parties	160,000	130,000
Total current liabilities	322,204	274,670
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.0001 par value, 5,000,000 shares authorized; none outstanding
Common stock, $.0001 par value, 100,000,000 shares authorized; 33,946,456 and 32,405,286 shares issued and 33,706,456 and 32,405,286 shares outstanding, respectively	3,395	3,241
Additional paid-in capital	5,747,839	5,291,687
Accumulated deficit - prior to exploration stage	(3,601,431)	(3,601,431)
Accumulated deficit - exploration stage	(1,826,094)	(1,481,735)
Total stockholders' equity	323,709	211,762
Total liabilities and stockholders' equity	$ 645,913	$ 486,432

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Organization, Basis of Presentation and Significant Accounting Policies

6 Months Ended

Jun. 30, 2012

Organization, Basis of Presentation and Significant Accounting Policies [Abstract]

Organization, Basis of Presentation and Significant Accounting Policies

Note 1 - Organization, Basis of Presentation and Significant Accounting Policies:

We are an exploration stage company and our principal business is the acquisition and exploration of mineral resources. We were incorporated on December 23, 2003, in Delaware and we became an exploration stage company on January 1, 2010. We have not presently determined whether our mineral properties contain mineral reserves that are economically recoverable.

Basis of Presentation

Athena Silver Corporation ("we," "our," or "Athena") prepared these condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States ("GAAP"). The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six month period ended June 30, 2012, are not necessarily indicative of the results for the full year. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the footnotes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2011.

Going Concern

Our condensed consolidated financial statements have been prepared on a going concern basis which assumes that we will be able to meet our obligations and continue our operations during the next 12 months. Asset realization values may be significantly different from carrying values as shown on our condensed consolidated financial statements and do not give effect to adjustments that would be necessary to the carrying values of assets and liabilities should we be unable to continue as a going concern. At June 30, 2012, we had not yet achieved profitable operations and we have accumulated losses of $5,427,525 since our inception. We expect to incur further losses in the development of our business, all of which casts substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern depends on our ability to generate future profits and/or to obtain the necessary financing to meet our obligations arising from normal business operations when they come due. We anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We may also seek to obtain loans from officers, directors or significant shareholders.

Recently Adopted Accounting Standards

We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flows.

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Notes Payable - Related Parties (Interest Expense - Related Parties) (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011
Notes Payable - Related Parties [Abstract]
Mr. Gibbs	$ 1,002	$ 449	$ 2,947	$ 894

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Basic and Diluted Net Loss Per Share (Tables)

6 Months Ended

Jun. 30, 2012

Basic and Diluted Net Loss Per Share [Abstract]

Schedule of the effects of potentially dilutive securities on diluted net loss per common share

Three Months Ended June 30,					Six Months Ended June 30,
	2012			2011			2012			2011
Net loss	$	(206,443	)	$	(109,710	)	$	(344,359	)	$	(537,260	)
Derivative warrant liability		429			-			429			-
Net loss applicable to diluted net loss per common share	$	(206,014	)	$	(109,710	)	$	(343,930	)	$	(537,260	)
Basic weighted-average common shares outstanding		33,265,735			32,271,936			32,840,540			30,995,756
Dilutive effect of derivative warrants		17,279			-			15,597			-
Diluted weighted-average shares outstanding		33,283,014			32,271,936			32,856,137			30,995,756
Net loss per common share:
Basic	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.02	)
Diluted	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.02	)

Schedule of excluded equity instruments because their impact would be anti-dilutive

	Three Months Ended June 30,			Six Months Ended June 30,
	2012	2011		2012		2011
Stock options	200,000		200,000		200,000		200,000

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Commitments and Contingencies (Details) (Langtry Lease [Member], USD $)	1 Months Ended
	Jun. 30, 2012
Langtry Lease [Member]
Minimum expenditure on permitting and other preproduction costs prior to March 15, 2015	$ 2,000,000
Percentage of undiluted equity interest to be maintained by issuance of additional common stock to lessor	2.00%
Shares to be issued to maintain lessor's minimum equity percentage position	30,354
Value of the shares to be issued to maintain lessor's minimum equity percentage position	$ 8,347
Closing bid price of common shares	$ 0.275

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Organization, Basis of Presentation and Significant Accounting Policies (Details) (USD $)	Jun. 30, 2012
Organization, Basis of Presentation and Significant Accounting Policies [Abstract]
Accumulated losses since inception	$ 5,427,525

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Mineral Rights and Properties

6 Months Ended

Jun. 30, 2012

Mineral Rights and Properties [Abstract]

Mineral Rights and Properties

Note 2 - Mineral Rights and Properties:

Our mineral rights and mineral properties consist of:

	June 30, 2012		December 31, 2011
Mineral properties - Section 13 Property	$	135,684	$	-
Mineral rights - Langtry Project		492,966		441,180
Mineral rights and properties	$	628,650	$	441,180

Mineral Properties

On May 22, 2012, we purchased 661 acres of land in fee simple for $135,684 cash, located in San Bernardino County, California, that was sold in a property tax auction conducted on behalf of the County. The parcel is all of Section 13 located in Township 7 North, Range 4 East.

The property is near the Lava Beds Mining District and has evidence of historic mining. It is adjacent to both the Silver Cliffs and Silver Bell historic mines. The property is located in the same regional geologic area known as the Western Mojave Block that includes our flagship Langtry Project. The property is approximately 28 miles southeast of our Langtry Project.

Our Section 13 Property appears to be located in a desert tortoise conservation area and may also have value as mitigation land.

Mineral Rights

Our Langtry Project covers 862 acres and consists of 20 patented lode mining claims held under our Langtry Lease and 22 unpatented lode mining claims that have been staked and filed with the Bureau of Land Management.

On March 15, 2010, we entered into a 20 year Mining Lease with Option to Purchase (the "Langtry Lease" or the "Lease") granting us the exclusive right to explore, develop and conduct mining operations on a group of 20 patented mining claims that comprise our Langtry Property.

The Lease requires us to pay annual cash lease rental payments, in arrears, of $60,000 to $100,000 on March 15th of each year during the first five years of the Lease. The Lease requires us to pay annual cash lease rental payments, in arrears, of $100,000 to $200,000 (or the market price of 10,000 to 20,000 troy ounces of silver, whichever is higher) on March 15th of each year during the final 15 years of the Lease (i.e. 2016 through 2030).

The Lease also requires us to issue to the lessor, on March 15th of each year 2011 through 2015, additional common shares so that the lessor retains an undiluted 2% equity interest in Athena as additional consideration under the Lease.

On March 15, 2012, in accordance with the terms of the Lease, we issued to the lessor 53,846 common shares valued at $12,385, or $0.23 per share, which was the closing bid price of our common stock on March 14, 2012. We capitalized the $12,385 fair value of common shares issued as an increase to mineral rights and properties in our condensed consolidated balance sheets. See also Note 7.

During the three and six months ended June 30, 2012, we recorded $20,000 and $37,917, respectively, of lease rental expense and $0 and $1,485, respectively, of other lease acquisition costs and capitalized these amounts as an increase to mineral rights and properties.

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2012	Dec. 31, 2011
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract]
Preferred stock, par value per share	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	33,946,456	32,405,286
Common stock, shares outstanding	33,946,456	32,405,286

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Mineral Rights and Properties (Tables)

6 Months Ended

Jun. 30, 2012

Mineral Rights and Properties [Abstract]

Schedule of mineral rights and mineral properties

	June 30, 2012		December 31, 2011
Mineral properties - Section 13 Property	$	135,684	$	-
Mineral rights - Langtry Project		492,966		441,180
Mineral rights and properties	$	628,650	$	441,180

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Document and Entity Information	6 Months Ended
	Jun. 30, 2012	Aug. 16, 2012
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2012
Entity Registrant Name	ATHENA SILVER CORPORATION
Entity Central Index Key	0001304409
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2012
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		33,971,456

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Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2012

Fair Value of Financial Instruments [Abstract]

Schedule of financial assets and liabilities measured at fair value on a recurring basis

Carrying Value at June 30, 2012		Fair Value Measurement at June 30, 2012
			Level 1		Level 2		Level 3
Derivative warrant liability	$	36,322	$	-	$	-	$	36,322

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		6 Months Ended		30 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Operating expenses:
Exploration costs	$ 17,105	$ 42,089	$ 80,764	$ 373,330	$ 688,381
Other operating costs	340	9,608	340	13,144	111,782
General and administrative expenses	130,202	56,758	202,514	148,219	709,573
Total operating expenses	147,647	108,455	283,618	534,693	1,509,736
Operating loss	(147,647)	(108,455)	(283,618)	(534,693)	(1,509,736)
Other income (expense):
Interest expense	(1,002)	(1,331)	(2,947)	(2,648)	(14,063)
Change in fair value of derivative warrant liability	(429)		(429)		(429)
Loss on extinguishment of debt - related parties	(57,366)		(57,366)		(237,366)
Other income	1	75	1	81	966
Total other income (expense)	(58,796)	(1,256)	(60,741)	(2,567)	(250,892)
Loss from continuing operations	(206,443)	(109,711)	(344,359)	(537,260)	(1,760,628)
Net loss from discontinued operations					(65,466)
Net loss	$ (206,443)	$ (109,711)	$ (344,359)	$ (537,260)	$ (1,826,094)
Net loss per common share:
Basic	$ (0.01)	$ 0.00	$ (0.01)	$ (0.02)
Diluted	$ (0.01)	$ 0.00	$ (0.01)	$ (0.02)
Weighted-average common shares outstanding:
Basic	32,265,735	32,271,936	32,840,540	30,995,756
Diluted	32,283,014	32,271,936	32,856,137	30,995,756

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Stockholders' Equity

6 Months Ended

Jun. 30, 2012

Stockholders' Equity [Abstract]

Stockholders' Equity

Note 7 - Stockholders' Equity:

During the period, changes in stockholders' equity were as follows:

	Common Stock
	Shares	Amount		Additional paid-in Capital		Accumulated Deficit			Total
Balance, December 31, 2011	32,405,286	$	3,241	$	5,291,687	$	(5,083,166	)	$	211,762
Common stock issued to Mr. Gibbs for cash	240,000		24		59,976		-			60,000
Common stock issued for mineral rights	53,846		5		12,379		-			12,384
Common stock issued for debt	1,147,324		115		344,082		-			344,197
Common stock issued for accounts payable	100,000		10		25,990		-			26,000
Share-based compensation	-		-		13,725		-			13,725
Net loss	-		-		-		(344,359	)		(344,359	)
Balance, June 30, 2012	33,946,456	$	3,395	$	5,747,839	$	(5,427,525	)	$	323,709

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2012

Commitments and Contingencies [Abstract]

Commitments and Contingencies

Note 6 - Commitments and Contingencies:

Under the Langtry Lease we declared our intention to expend a minimum of $2.0 million in permitting and other preproduction costs prior to March 15, 2015. If we fail to make these expenditures we will be deemed to be in breach of the Lease and the lessor will have the option to terminate the Lease by giving us 30 days written notice. The Lease also provides us with the right to terminate the Lease without penalty on March 15th of each year during the lease term by giving the lessor 30 days written notice of termination on or before February 13th of each year.

Under the terms of our Langtry Lease, we are also required to issue to the lessor, on March 15th of each year 2011 through 2015, additional common shares so that the lessor retains an undiluted 2% equity interest in Athena. On June 30, 2012, we were obligated to issue 30,354 common shares with a fair value of $8,347 based on the June 29, 2012, closing bid price of $0.275 per share for our common stock. These shares will be issued to the lessor on March 15, 2013, as additional consideration for granting us the Langtry Lease and as partial consideration for our third year lease rental payment. See also Note 2.

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Related Party Transactions (Tables)

6 Months Ended

Jun. 30, 2012

Related Party Transactions [Abstract]

Schedule of related party management fees included in general and administrative expense

	Three Months Ended June 30,				Six Months Ended June 30,
			2012	2011		2012		2011
Management fees		$	7,500	$	7,500	$	15,000	$	15,000

Schedule of accounts payable and accrued interest included on balance sheets

Related Party	June 30, 2012		December 31, 2011
Accounts payable - Mr. Power	$	2,877	$	5,476
Accrued interest payable - Mr. Gibbs		148		4,032
Due to related parties - total	$	3,025	$	9,508

Schedule of advances payable

Related Party	June 30, 2012		December 31, 2011
Mr. Power, including entities controlled by Mr. Power	$	4,550	$	750

We borrowed and repaid non-interest-bearing advances from/ to related parties as follows:

	Six Months Ended June 30, 2012
Related Party	Advances		Repayments
Mr. Power, including entities controlled by Mr. Power	$	21,875	$	18,075
Silver Saddle Resources, LLC		3,600		3,600
	$	25,475	$	21,675

We borrowed and repaid non-interest-bearing advances from/ to related parties as follows:

	Six Months Ended June 30, 2011
Related Party	Advances		Repayments
Mr. Power	$	17,400	$	32,350
Magellan Gold Corporation		13,000		13,000
	$	30,400	$	45,350

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Derivative Warrant Liability (Tables)

6 Months Ended

Jun. 30, 2012

Derivative Warrant Liability [Abstract]

Schedule of change in fair value of derivative warrant liability

	Six Months Ended June 30, 2012
Balance - beginning of period	$	-
Purchases, sales, issuances and settlements		35,893
Total (gains) or losses (realized/unrealized):
Included in net loss		429
Included in other comprehensive income		-
Transfers in and/or out of Level 3		-
Balance - end of period	$	36,322
Total (gains) or losses included in net loss attributable to the change in unrealized gains or losses relating to derivative warrant liability held at end of period	$	429

Schedule of assumptions used to value derivative warrants

Fair value assumptions - derivative warrants:	Six Months Ended June 30, 2012
Risk free interest rate	0.72% - 0.82%
Expected term (years)	4.6 - 5.0
Expected volatility	159% - 161%
Expected dividends	0%

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Subsequent Events

6 Months Ended

Jun. 30, 2012

Subsequent Events [Abstract]

Subsequent Events

Note 10 - Subsequent Events:

Effective July 18, 2012, we entered into a Credit Agreement with Mr. Gibbs providing us with an unsecured credit facility in the maximum amount of $1,000,000. The aggregate principal amount borrowed, together with interest at the rate of 5% per annum, is due in full on July 31, 2013, and is convertible, at the option of the lender, into common shares at a conversion price of $0.50 per share.

Effective July 18, 2012, we converted $50,000 of advances payable and $160,000 of notes payable to Mr. Gibbs into a $210,000 Credit Note under the credit facility.

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Basic and Diluted Net Loss Per Share

6 Months Ended

Jun. 30, 2012

Basic and Diluted Net Loss Per Share [Abstract]

Basic and Diluted Net Loss Per Share

Note 8 - Basic and Diluted Net Loss Per Share

The following table summarizes the effects of potentially dilutive securities on diluted net loss per common share:

	Three Months Ended June 30,						Six Months Ended June 30,
	2012			2011			2012			2011
Net loss	$	(206,443	)	$	(109,710	)	$	(344,359	)	$	(537,260	)
Derivative warrant liability		429			-			429			-
Net loss applicable to diluted net loss per common share	$	(206,014	)	$	(109,710	)	$	(343,930	)	$	(537,260	)
Basic weighted-average common shares outstanding		33,265,735			32,271,936			32,840,540			30,995,756
Dilutive effect of derivative warrants		17,279			-			15,597			-
Diluted weighted-average shares outstanding		33,283,014			32,271,936			32,856,137			30,995,756
Net loss per common share:
Basic	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.02	)
Diluted	$	(0.01	)	$	(0.00	)	$	(0.01	)	$	(0.02	)

The following potential common shares were excluded from net loss per common share because the impact of such inclusion would be anti-dilutive:

	Three Months Ended June 30,			Six Months Ended June 30,
	2012	2011		2012		2011
Stock options	200,000		200,000		200,000		200,000

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Related Party Transactions

6 Months Ended

Jun. 30, 2012

Related Party Transactions [Abstract]

Related Party Transactions

Note 9 - Related Party Transactions:

The following information is provided in addition to the related party transactions described in Note 5, "Notes Payable - Related Parties" and Note 7, "Stockholders' Equity."

Conflicts of Interests

Magellan Gold Corporation is a company under common control. Mr. Power is a significant investor, director and CEO of both Athena and Magellan. Mr. Gibbs is a significant investor in both Athena and Magellan. Athena and Magellan are both exploration stage companies involved in the business of acquisition and exploration of mineral resources.

Silver Saddle Resources, LLC is also a company under common control. Mr. Power and Mr. Gibbs are significant investors and managing members of Silver Saddle. Athena and Silver Saddle are both exploration stage companies involved in the business of acquisition and exploration of mineral resources.

The existence of common ownership and common management could result in significantly different operating results or financial position from those that could have resulted had Athena, Magellan and Silver Saddle been autonomous.

Management Fees - Related Parties

Effective January 1, 2012, we extended, for one year, our month-to-month management agreement with Mr. Power requiring a monthly payment, in advance, of $2,500 as consideration for the day-to-day management of Athena.

Management fees to Mr. Power are included in general and administrative expenses in our condensed consolidated statement of operations as follows:

		Three Months Ended June 30,			Six Months Ended June 30,
		2012	2011		2012		2011
Management fees	$	7,500	$	7,500	$	15,000	$	15,000

Due to Related Parties

Accounts payable and accrued interest payable owed to related parties are included in due to related parties in our condensed consolidated balance sheets as follows:

Related Party	June 30, 2012		December 31, 2011
Accounts payable - Mr. Power	$	2,877	$	5,476
Accrued interest payable - Mr. Gibbs		148		4,032
Due to related parties - total	$	3,025	$	9,508

Advances Payable - Related Parties

Non-interest-bearing advances payable to related parties are as follows:

Related Party	June 30, 2012		December 31, 2011
Mr. Power, including entities controlled by Mr. Power	$	4,550	$	750

We borrowed and repaid non-interest-bearing advances from/ to related parties as follows:

	Six Months Ended June 30, 2012
Related Party	Advances		Repayments
Mr. Power, including entities controlled by Mr. Power	$	21,875	$	18,075
Silver Saddle Resources, LLC		3,600		3,600
	$	25,475	$	21,675

We borrowed and repaid non-interest-bearing advances from/ to related parties as follows:

	Six Months Ended June 30, 2011
Related Party	Advances		Repayments
Mr. Power	$	17,400	$	32,350
Magellan Gold Corporation		13,000		13,000
	$	30,400	$	45,350

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Organization, Basis of Presentation and Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2012

Organization, Basis of Presentation and Significant Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

Athena Silver Corporation ("we," "our," or "Athena") prepared these condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States ("GAAP"). The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six month period ended June 30, 2012, are not necessarily indicative of the results for the full year. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the footnotes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2011.

Going Concern

Going Concern

Our condensed consolidated financial statements have been prepared on a going concern basis which assumes that we will be able to meet our obligations and continue our operations during the next 12 months. Asset realization values may be significantly different from carrying values as shown on our condensed consolidated financial statements and do not give effect to adjustments that would be necessary to the carrying values of assets and liabilities should we be unable to continue as a going concern. At June 30, 2012, we had not yet achieved profitable operations and we have accumulated losses of $5,427,525 since our inception. We expect to incur further losses in the development of our business, all of which casts substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern depends on our ability to generate future profits and/or to obtain the necessary financing to meet our obligations arising from normal business operations when they come due. We anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We may also seek to obtain loans from officers, directors or significant shareholders.

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Notes Payable - Related Parties (Borrowing Under Unsecured Demand Notes - Related Parties) (Details) (USD $)	6 Months Ended		30 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Borrowings under notes payable - related parties
Borrowings from notes payable - related parties	$ 310,000		$ 470,000
February 2, 2012 [Member]
Borrowings under notes payable - related parties
Borrowings from notes payable - related parties	25,000
Interest Rate (per Annum)	0.00%		0.00%
March 18, 2012 [Member]
Borrowings under notes payable - related parties
Borrowings from notes payable - related parties	125,000
Interest Rate (per Annum)	0.00%		0.00%
April 27, 2012 [Member]
Borrowings under notes payable - related parties
Borrowings from notes payable - related parties	25,000
Interest Rate (per Annum)	0.00%		0.00%
May 22, 2012 [Member]
Borrowings under notes payable - related parties
Borrowings from notes payable - related parties	$ 135,000
Interest Rate (per Annum)	1.00%		1.00%

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Stockholders' Equity (Tables)

6 Months Ended

Jun. 30, 2012

Stockholders' Equity [Abstract]

Stockholders' Equity

Note 7 - Stockholders' Equity:

During the period, changes in stockholders' equity were as follows:

	Common Stock
	Shares	Amount		Additional paid-in Capital		Accumulated Deficit			Total
Balance, December 31, 2011	32,405,286	$	3,241	$	5,291,687	$	(5,083,166	)	$	211,762
Common stock issued to Mr. Gibbs for cash	240,000		24		59,976		-			60,000
Common stock issued for mineral rights	53,846		5		12,379		-			12,384
Common stock issued for debt	1,147,324		115		344,082		-			344,197
Common stock issued for accounts payable	100,000		10		25,990		-			26,000
Share-based compensation	-		-		13,725		-			13,725
Net loss	-		-		-		(344,359	)		(344,359	)
Balance, June 30, 2012	33,946,456	$	3,395	$	5,747,839	$	(5,427,525	)	$	323,709

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Mineral Rights and Properties (Narrative) (Details) (USD $)				3 Months Ended		6 Months Ended
	Jun. 30, 2012	May 22, 2012	May 10, 2012	Jun. 30, 2012 Langtry Lease [Member]	Mar. 31, 2012 Langtry Lease [Member]	Jun. 30, 2012 Langtry Lease [Member]	Mar. 15, 2012 Langtry Lease [Member]
Initial cost of land		$ 135,684
Number of patented lode claims under lease	20
Number of unpatented lode mining claims	22
Initial annual cash lease rental payment				60,000		60,000
Fifth year annual cash lease rental payment				100,000		100,000
Sixth year annual cash lease rental payment				100,000		100,000
Twentieth year annual cash lease rental payment				200,000		200,000
Percentage of undiluted equity interest to be maintained by issuance of additional common stock to lessor				2.00%		2.00%
Common stock issued for mineral rights, shares					53,846	53,846
Common stock issued for mineral rights					12,384	12,384
Stock issued, price per share			$ 0.30				$ 0.23
Lease rental expense				20,000		37,917
Other lease acquisition costs				$ 0		$ 1,485

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Related Party Transactions (Advances Payable - Related Parties) (Details) (USD $)	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011
Advances payable - related parties	$ 4,550		$ 750
Advances	25,475	30,400
Repayments	21,675	43,350
Mr. Power, including entities controlled by Mr. Power [Member]
Advances payable - related parties	4,550		750
Advances	21,875
Repayments	18,075
Silver Saddle Resources, LLC [Member]
Advances	3,600
Repayments	3,600
Mr. Power [Member]
Advances		17,400
Repayments		32,350
Magellan Gold Corporation [Member]
Advances		13,000
Repayments		$ 13,000

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	6 Months Ended		30 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Cash flows from operating activities:
Net loss	$ (344,359)	$ (537,260)	$ (1,826,094)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of deferred financing costs		1,754	5,000
Share-based compensation expense	13,725		51,413
Common stock issued for services		42,420	55,773
Derivative warrants issued for services	35,793		35,793
Change in fair value of derivative warrant liability	429		429
Loss on extinguishment of debt - related parties	57,366		237,366
Loss on sale of assets of discontinued operations			9,892
Changes in operating assets and liabilities:
Accounts receivable			11,104
Prepaid expenses	36,517	53,785	(3,063)
Inventory			46,385
Other assets			11,036
Accounts payable	41,978	(29,195)	146,955
Derivative warrant liability	100		100
Accrued liabilities and other liabilities	348	(2,462)	76,151
Net cash used in operating activities	(158,103)	(470,958)	(1,141,760)
Cash flows from investing activities:
Acquisition of mineral rights and properties	(207,169)	(59,890)	(366,464)
Investment in nonmarketable equity securities			(7,348)
Cash used in disposition of fixed assets, intangibles and other			(82)
Net cash used in investing activities	(207,169)	(59,890)	(373,894)
Cash flows from financing activities:
Net change in advances payable - related parties	3,800	(14,950)	(8,745)
Borrowings from notes payable - related parties	310,000		470,000
Repayments of notes payable - related parties			(38,750)
Proceeds from sale of common stock, net	60,000	571,206	1,106,206
Net cash provided by financing activities	373,800	556,256	1,528,711
Net increase in cash	8,528	25,408	13,057
Cash and cash equivalents, beginning of period	4,672	111,475	143
Cash and cash equivalents, end of period	13,200	136,883	13,200
Supplemental schedule of cash flow information:
Cash paid for interest		3,402	6,714
Cash paid for income taxes
Supplemental disclosure of non-cash investing and financing activities:
Increase (decrease) in accrued liabilities applicable to mineral rights	(32,084)	(27,083)	23,333
Spin-off dividend			7,348
Common stock issued for mineral rights	12,385	168,902	254,684
Common stock issued for accounts payable	26,000		119,450
Common stock issued for due to related parties	8,197		8,197
Common stock issued for deferred financing costs			5,000
Common stock issued for notes payable and advances payable - related parties	336,000		616,000
Common stock issued for indemnity agreement - related parties:
Indemnification - GWBC accounts payable			201,404
Indemnification - GWBC accrued liabilities			177,899
Indemnification - GWBC short-term debt			$ 295,697

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Notes Payable - Related Parties

6 Months Ended

Jun. 30, 2012

Notes Payable - Related Parties [Abstract]

Notes Payable - Related Parties

Note 5 - Notes Payable - Related Parties:

Notes Payable - Related Parties

Amounts owing under notes payable to John D. Gibbs, a significant investor, were as follows:

Related Party	June 30, 2012	December 31, 2011
Mr. Gibbs	$ 160,000	$ 130,000

We borrowed and repaid the following amounts under notes payable to related parties:

	Six Months Ended June 30, 2012
Related Party	Borrowings	Repayments
Mr. Gibbs	$ 310,000	$ ---

Borrowings under unsecured demand notes payable to Mr. Gibbs were as follows:

	Six Months Ended June 30, 2012
Date	Loan Amount			Interest Rate (per Annum)
February 2, 2012		$ 25,000	0%
March 18, 2012		125,000	0%
April 27, 2012		25,000	0%
May 22, 2012		135,000	1%
Borrowings from notes payable - related parties		$ 310,000

On May 10, 2012, we converted $280,000 of notes payable and $6,830 of accrued interest payable to Mr. Gibbs into 1,147,324 common shares with a fair value of $344,197, or $0.30 per share, which was the closing price of our common shares on May 9, 2012, and we recognized a $57,366 loss on extinguishment of debt. See also Note 7.

During the six months ended June 30, 2011, we did not borrow or repay notes payable from/ to related parties.

Interest Expense - Related Parties:

We incurred interest expense to related parties in the following amounts:

		Three Months Ended June 30,			Six Months Ended June 30,
Related Party		2012	2011		2012		2011
Mr. Gibbs	$	1,002	$	449	$	2,947	$	894

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Fair Value of Financial Instruments (Details) (USD $)	Jun. 30, 2012
Derivative warrant liability	$ 36,322
Level 1 [Member]
Derivative warrant liability
Level 2 [Member]
Derivative warrant liability
Level 3 [Member]
Derivative warrant liability	$ 36,322

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Basic and Diluted Net Loss Per Share (Details) (USD $)	3 Months Ended		6 Months Ended		30 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
Effects of potentially dilutive securities on diluted net loss per common share:
Net loss	$ (206,443)	$ (109,711)	$ (344,359)	$ (537,260)	$ (1,826,094)
Derivative warrant liability	429		429		429
Total	$ (206,014)	$ (109,710)	$ (343,930)	$ (537,260)
Basic weighted-average common shares outstanding	32,265,735	32,271,936	32,840,540	30,995,756
Dilutive effect of derivative warrants	17,279		15,597
Diluted weighted-average shares outstanding	32,283,014	32,271,936	32,856,137	30,995,756
Net loss per common share:
Basic	$ (0.01)	$ 0.00	$ (0.01)	$ (0.02)
Diluted	$ (0.01)	$ 0.00	$ (0.01)	$ (0.02)
Potential common shares excluded from net loss per common share because the impact of such inclusion would be anti-dilutive:
Stock options	200,000	200,000	200,000	200,000

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Notes Payable - Related Parties (Tables)

6 Months Ended

Jun. 30, 2012

Notes Payable - Related Parties [Abstract]

Schedule of amounts owing under notes payable to related parties

Related Party	June 30, 2012	December 31, 2011
Mr. Gibbs	$ 160,000	$ 130

Schedule of borrowings and repayments of notes payable to related parties

Six Months Ended June 30, 2012
Related Party	Borrowings	Repayments
Mr. Gibbs	$ 310,000	$ ---

Schedule of borrowings under notes payable to related parties

Six Months Ended June 30, 2012
Date	Loan Amount			Interest Rate (per Annum)
February 2, 2012		$ 25,000	0%
March 18, 2012		125,000	0%
April 27, 2012		25,000	0%
May 22, 2012		135,000	1%
Borrowings from notes payable - related parties		$ 310,000

Schedule of interest expense incurred to related parties

We incurred interest expense to related parties in the following amounts:

		Three Months Ended June 30,			Six Months Ended June 30,
Related Party		2012	2011		2012		2011
Mr. Gibbs	$	1,002	$	449	$	2,947	$	894