10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

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

For the quarterly period ended March 31, 2015

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

Commission file number 000-54405

 

STAR MOUNTAIN RESOURCES, INC

(Exact name of registrant as specified in its charter)

Nevada	90-0963619
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

605 W. Knox Rd., Suite 202, Tempe, AZ	85284
(Address of principal executive offices)	(Zip Code)

(702) 933-0808

(Registrant’s telephone number, including area code)

Not applicable.

(Former Name, former address and former fiscal year, if changed since last report)

Copies of Communications to:

Laura Anthony, Esq.

Legal& Compliance, LLC

330 Clematis Street, Suite 217

West Palm Beach, FL 33401

(561) 514-0936

Fax (561) 514-0832

Indicate by check mark whether the issuer (1) 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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [  ]	Accelerated filer [  ]
Non-accelerated filer [  ]	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 [  ] No [X]

The number of shares of Common Stock, $0.001 par value, issued and outstanding on May 8, 2015, was 17,223,729 shares.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	F-1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4.	Controls and Procedures	6
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	6
Item 1A.	Risk Factors	7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	8
Signatures		10

2

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 2 of Part I of this report include forward-looking statements. These forward looking statements are based on our management’s current expectations and beliefs and involve numerous risks and uncertainties that could cause actual results to differ materially from expectations. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “proposed,” “intended,” or “continue” or the negative of these terms or other comparable terminology. You should read statements that contain these words carefully, because they discuss our expectations about our future operating results or our future financial condition or state other “forward-looking” information. Many factors could cause our actual results to differ materially from those projected in these forward-looking statements, including but not limited to: variability of our future revenues and financial performance; risks associated with product development and technological changes; the acceptance of our products in the marketplace by potential future customers; general economic conditions. You should be aware that the occurrence of any of the events described in this Quarterly Report could substantially harm our business, results of operations and financial condition, and that upon the occurrence of any of these events, the trading price of our securities could decline. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, growth rates, levels of activity, performance or achievements. We are under no duty to update any of the forward-looking statements after the date of this Quarterly Report to conform these statements to actual results.

CAUTIONARY STATEMENT REGARDING MINERALIZED MATERIAL

“Mineralized material” as used in this quarterly report on Form 10-Q, although permissible under the United States Securities and Exchange Commission’s (“SEC”) Industry Guide 7, does not indicate “reserves” by SEC standards. We cannot be certain that any deposits from the Star Mountain/Chopar Mine or the Ogden Bay Wildlife Management Area in Weber County, Utah will ever be confirmed or converted into SEC Industry Guide 7 compliant “reserves”. Investors are cautioned not to assume that all or any part of the disclosed mineralized material estimates will ever be confirmed or converted into reserves or that mineralized material can be economically or legally extracted.

3

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

STAR MOUNTAIN RESOURCES INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	Mar 31, 2015
	(unaudited)			Dec 31, 2014
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	36,320		$	45,990
Prepaid expenses		8,954			15,725
Deposits		150			150
Total current assets		45,424			61,865
Property & equipment, net		76,815			78,266
Mineral rights		24,270			24,270
Surety bond		24,325			24,325
TOTAL ASSETS	$	170,834		$	188,726
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued expenses	$	341,148		$	259,991
Accounts payable - related party		44,600			38,125
Accrued compensation		10,000			-
Loans payable - related party		266,588			253,572
Stipulated agreement liability, related party		79,272			79,272
Total current liabilities		741,608			630,960
Total Liabilities		741,608			630,960
STOCKHOLDERS’ EQUITY (DEFICIT)
Preferred stock, authorized 50,000,000 shares, $.001 par value 0 issued and outstanding		-			-
Common stock, authorized 350,000,000 shares, $.001 par value, 17,223,729 and 17,969,729 shares issued and outstanding, respectively		17,224			17,970
Common stock subscribed		25,000			-
Additional paid in capital		7,665,661			7,377,627
Accumulated deficit		(8,278,659	)		(7,837,831	)
Total Stockholder’s Equity (Deficit)		(570,774	)		(442,234	)
TOTAL LIABILITIES AND  STOCKHOLDERS’ EQUITY (DEFICIT)	$	170,834		$	188,726

The accompanying notes are an integral part of these condensed consolidated financial statements

F-1

STAR MOUNTAIN RESOURCES INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

	Three Months Ended
	Mar 31, 2015			Mar 31, 2014
OPERATING EXPENSES
Executive compensation	$	130,000		$	24,000
Exploration and development costs		66,896			21,722
General and administrative		228,604			531,160
General and administrative - related party		6,300			-
Total Operating Expenses		431,800			576,882
Loss from Operations		(431,800	)		(576,882	)
OTHER EXPENSES
Interest expense, related party		(7,736	)		-
Interest expense		(1,192	)		(164,693	)
Loss before Income Taxes		(440,728	)		(741,575	)
State tax expense		(100	)		-
NET LOSS	$	(440,828	)	$	(741,575	)
Basic Loss Per Share	$	(0.03	)	$	(0.02	)
Weighted Average Number of Common Shares Outstanding		17,419,507			40,903,862

The accompanying notes are an integral part of these condensed consolidated financial statements

F-2

STAR MOUNTAIN RESOURCES INC.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(unaudited)

	Three Months Ended
	Mar 31, 2015			Mar 31, 2014
Cash flows from operating activities
Net loss	$	(440,828	)	$	(741,575	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		1,452			5,070
Shares issued for services		60,000			455,000
Stock options		85,288			-
Contributed capital		121,500			-
Amortization of debt discount		-			126,968
Changes in operating assets and liabilities
Prepaid expenses		6,770			11,857
Accounts payable and accrued expenses		76,921			(60,240	)
Accounts payable - related party		6,475
Accrued interest		4,236			36,267
Accrued compensation		10,000			(4,000	)
Contract payable		-			(16,906	)
Stipulated agreement liability, related party		-			(12,500	)
Net cash used in operating activities		(68,186	)		(200,059	)
Cash flows from investing activities
Advances to related party shareholder		-			(163,425	)
Net cash used in investing activities		-			(163,425	)
Cash flows from financing activities
Proceeds from issuance of convertible debt		-			500,000
Proceeds from issuance of common stock		20,500			-
Advances from related party shareholders		13,016			-
Common stock subscribed		25,000			-
Net cash provided by financing activities		58,516			500,000
Net increase (decrease) in cash		(9,670	)		136,516
Cash, beginning of year		45,990			79
Cash, end of period	$	36,320		$	136,595
Supplemental Information:
Cash paid for:
Taxes	$	100		$	-
Interest Expense	$	-		$	-
Non-cash investing and financing activities
Warrants issued with convertible debt	$	-		$	298,989

The accompanying notes are an integral part of these condensed consolidated financial statements

F-3

STAR MOUNTAIN RESOURCES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Star Mountain Resources, Inc., formerly Jameson Stanford Resources Corporation (the “Company”) is a minerals exploration company focused on acquiring and consolidating mining claims, mineral leases, producing mines, and historic mines with production and future growth potential identified through our exploration efforts. Our operations are focused on the initiation, production and expansion of our acquired mineral resources in the Star Mountain Mining District, Beaver County, Utah and turning them into producing assets. The Company has not established proven or probable reserves, as defined by the SEC under Industry Guide 7, through the completion of a “final” or “bankable” feasibility study for our mineral rights. Furthermore, the Company has no plans to establish proven or probable reserves for any of our mineral rights.

The Company was incorporated on June 2, 2009 in Nevada initially as MyOtherCountryClub.com for the purpose of developing a website that would offer reciprocal golf privileges, and other related services, to members of private country clubs throughout the United States.

On October 29, 2012, Jameson Stanford Resources Corporation merged with Bolcán Mining Corporation (the “Merger”). Prior to the Merger, the Company was a publicly traded shell company with no business operations. The shell company was originally incorporated under the laws of the state of Nevada in 2009 as MyOtherCountryClub.com for the purpose of developing a website that would offer reciprocal golf privileges, and other related services, to members of private country clubs throughout the United States.

Effective December 15, 2014, the name of the Company was changed to Star Mountain Resources, Inc. to reflect its primary focus to explore and conduct pre-extraction activities for mineral rights it holds in the Star Mining District. In addition, the Company increased its authorized capital stock from 350,000,000 shares to 400,000,000 shares, of which 350,000,000 will be common stock and 50,000,000 will be preferred stock. The increase in capital stock is intended to allow the Company to issue capital stock with respect to corporate opportunities without delay.

NOTE 2 – GOING CONCERN

The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses of $8,278,659 as of the period ended March 31, 2015. Further losses are anticipated in the development of its business.

The Company’s ability to continue as a going concern is dependent upon the Company generating profitable operations and cash flows in the near-term future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations. Management plans to finance the Company’s operating costs as necessary over the next twelve months with advances from owners and directors, and the private placement of the Company’s equity ownership. If management is unsuccessful in these efforts, discontinuance of operations is possible. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting and Presentation

The Company is in the exploration stage and its primary activities to date have included conducting research and exploration, developing markets for its products, securing strategic alliances, recruiting personnel and obtaining financing. The interim financial information of the Company as of the periods ended March 31, 2015 and March 31, 2014 is unaudited. The balance sheet as of December 31, 2014 is derived from audited financial statements. The accompanying financial statements have been prepared in accordance with U.S. generally accepted principles for interim financial statements. The accounting policies followed for quarterly financial reporting conform to the accounting policies disclosed in ASU 2014-10. In the opinion of management, all adjustments which are necessary for a fair presentation of the financial information for the interim periods reported have been made. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results that can be expected for the entire year ending December 31, 2015. The unaudited financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2014.

F-4

NOTE 4 – MINERAL RIGHTS

At March 31, 2015, the Company had certain mining claims, mineral leases and excavation rights for mining projects located in Star Mining District in Beaver County, Utah and Ogden Bay Wildlife Management Area in Weber County, Utah. These mineral rights were acquired through staking and purchase, lease or option agreements and are subject to varying royalty interests, some of which are indexed to the sale price of minerals excavated from these properties. The Company has not established proven or probable reserves on any of its mineral projects and no minerals have been extracted from these properties as of March 31, 2015. Capitalized cost of mineral rights was $24,270 as of March 31, 2015.

NOTE 5 – TRANSACTIONS WITH RELATED PARTIES

During the period ended March 31, 2015, related parties contributed services that were valued at $121,500. This was recorded in the Statements of Operations and Additional Paid in Capital on the Balance Sheet.

At the period ended March 31, 2015, the Company owed a related party $266,588. The Company recorded $7,736 interest expense for this loan payable.

note 6 – stipulated Agreement LIABILITY, RELATED PARTY

The Company entered into an agreement with Michael Christiansen (“Christiansen”), a former officer of the Company on August 13, 2013 (the “Stipulated Agreement”) to pay Christiansen $123,272 (the “Amount Due”) relating to a promissory note, accrued compensation and out-of-pocket expenses incurred on behalf of the Company. The Amount Due was agreed to be paid as follows: $10,500 on or before August 15, 2013; $10,500 on or before September 15, 2013; $10,500 on or before October 15, 2013; and the balance in installments of $15,000 beginning on the earlier of (a) the first day of the month following the date on which the Company receives at least three million dollars ($3,000,000) of equity funding, or (b) December 31, 2014. The payment of this stipulated agreement is in default. Subject to completion of the payments due under the agreement, the parties agreed to release certain claims against each other related to or arising in connection with the matters that gave rise to our agreement to pay the Amount Due. During the year ended December 31, 2014, the Company made payments of $12,500. At the period ending March 31, 2015, the remaining liability of $79,272 is recorded as Stipulated Agreement Liability in the accompanying financial statements.

NOTE 7 – CONTRACTS AND LEASE COMMITMENTS

Office Leases

The corporate office of the Company is located at 605 W. Knox Rd., Suite 202, Tempe, Arizona. These facilities are furnished rent free by one of the Company’s shareholders. An imputed rent expense of $500 per month is recorded to the Statements of Operations and recorded as Additional Paid in Capital on the Balance Sheet.

Employment Contract

On February 11, 2015, the Board of Directors of the Company appointed Mark Osterberg to serve as the Company’s President and Chief Operating Officer effective March 1, 2015. In connection with his appointment, Mr. Osterberg entered into an employment agreement dated as of February 11, 2015 (the “Employment Agreement”) with the Company pursuant to which he will receive an annual salary of $120,000 and annual bonuses of one-half percent of the Company’s gross sales, up to a maximum of 25% of Mr. Osterberg’s salary (“Incentive Compensation”). In addition, Mr. Osterberg is entitled to receive a one-time signing bonus of 50,000 shares of the Company’s common stock. The Company also granted Mr. Osterberg an option (the “Option”) to purchase 250,000 shares of the Company’s common stock with an exercise price of $0.50 per share. The option vests with respect to 50,000 shares upon execution of the Employment Agreement. With respect to the remaining 200,000 shares, the option vests at the rate of 50,000 shares upon the close of each fiscal quarter from and commencing on the close of the first fiscal quarter from and after the date of the Employment Agreement. Mr. Osterberg is eligible to participate in the Company’s standard benefit programs for senior management.

In the event of a Change of Control (as hereinafter defined), Mr. Osterberg will receive Incentive Compensation and a lump sum payment of his salary representing two months’ salary. In addition, the Option will be deemed to be fully vested. For purposes of the Employment Agreement, “Change in Control” means: (i) a merger or consolidation in which securities possessing more than 75% of the total combined voting power of the Company’s outstanding securities are transferred to a person or persons different from the persons holding those securities immediately prior to such transaction in a transaction approved by the stockholders, or the sale, transfer, or other disposition of more than 75% of the total combined voting power of the Company’s outstanding securities to a person or persons different from the persons holding those securities immediately prior to such transaction; or (ii) the sale, transfer or other disposition of all or substantially all of the Company’s assets in complete liquidation or dissolution of the Company other than in connection with a transaction described in clause (i) above, and other than in connection with a bankruptcy petition by the Company.

F-5

In connection with entry into the Employment Agreement, Mr. Osterberg also executed a non-disclosure and invention and copyright assignment agreement.

NOTE 8 – EQUITY TRANSACTIONS

On February 2, 2015, the Company cancelled 910,000 shares of common stock previously issued to Michael Stanford pursuant to a court order issued in connection with the Company’s lawsuit against Mr. Stanford. These shares were valued at par value $0.001. See Note 9 – Legal Proceedings.

On March 1, 2015, the Company issued 50,000 shares of common stock pursuant to the employment agreement for the President. These shares were valued at $1.20 per share. See Note 7 – Contracts and Lease Agreements.

On March 17, 2015, the Company issued 114,000 shares of its common stock in exchange for payment of $20,500 and a mutual release of a claim by an investor. The investor claimed to have purchased and paid for 32,000 shares of the Company’s unregistered common stock in November 2013 but did not receive the shares purchased.

Stock Options

Effective March 1, 2015, as part of an employment agreement, an option was granted to purchase 250,000 shares of the Company’s common stock with an exercise price of $0.50 per share. The option vests with respect to 50,000 shares upon execution of the Employment Agreement. With respect to the remaining 200,000 shares, the option vests at the rate of 50,000 shares upon the close of each fiscal quarter from and commencing on the close of the first fiscal quarter from and after the date of the Employment Agreement. The Company valued the issuance of these options using the Black Scholes valuation model assuming a maturity of 2.7 years, 0.896% risk free rate and an 88.83% volatility. At the period ended March 31, 2015, the vested value of the option was $85,288. This was recorded as stock compensation expense.

The following is a summary of the status of all Company’s stock options as of March 31, 2015 and changes during the three months ended on that date:

	Number		Weighted
	of Stock		Average
	Options		Exercise Price
Outstanding at January 1, 2015		0	$	-
Granted		250,000	$	0.50
Exercised		0	$	-
Cancelled		0	$	-
Outstanding at March 31, 2015		250,000	$	0.50
Options exercisable at March 31, 2015		100,000	$	0.50

NOTE 9 – LEGAL PROCEEDINGS

In connection with our litigation involving Michael Stanford in which the Fifth District Court of Beaver County (Civil Case No. 140500023) awarded us a judgment against Mr. Stanford as previously disclosed, the court issued a further order on February 2, 2015 authorizing us to cancel 910,000 shares of our common stock previously issued to Mr. Stanford. This cancellation of shares was in addition the 25 million shares that Mr. Stanford returned to the Company and cancelled by us on September 22, 2014. The 910,000 shares were cancelled on February 2, 2015.

We are evaluating what future legal proceedings we may pursue in order to collect money damages of approximately $23,494,700 awarded to us pursuant to the judgment awarded to us in this case. Our ability to collect any further amounts on the judgment is, however, inherently unpredictable and is subject to significant uncertainties and, therefore, determining the likelihood of a recovery and/or the measurement of any recovery is complex. Consequently, we are unable to estimate the range of reasonably possible further recovery. Our assessment is based on an estimate and assumption that has been deemed reasonable by management, but the assessment process relies heavily on an estimate and assumption that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change that estimate and assumption.

Other than as set forth above, we are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, that may materially affect us.

F-6

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

THE COMPANY

Overview

We are a minerals exploration company focused on acquiring and consolidating mining claims, mineral leases, producing mines, and historic mines with production and future growth potential identified through our exploration efforts. Our operations are focused on the initiation, production and expansion of our acquired mineral resources in the Star Mountain Mining District, Beaver County, Utah and turning them into producing assets.

Projects

With respect to our current projects discussed below, inferred reserve calculations have not established proven or probable reserves, as defined by the SEC under Industry Guide 7, through the completion of pre-feasibility or feasibility studies for our mineral rights. Furthermore, at the present time, we have not established a program of further exploration and engineering to establish proven or probable reserves for any of our mineral rights, and, as such, investors are cautioned that inferred reserve calculations may not be indicative of an economically recoverable resource. We cannot assure shareholders that proven or probable reserves will ever be proven to exist in any of our project areas.

Our current active projects include:

Star Mountain/Chopar (Star Mining District) - The Star Mountain/Chopar project consists of 116 lode-mining claims and four metalliferous mineral leases located in the Star Mountain range in the Star Mining District, in Beaver County, Utah, approximately five miles west of Milford, Utah. The Star Mountain/Chopar project involves a total area of 3,730 acres. Through the date of this annual report on Form 10-K, the Company has conducted geological analysis, magnetic geophysical studies, and a limited reverse circulation and core drilling exploration program. Based on preliminary results from an independent firm of geologists and geophysicists, the Company has resolved to engage in further substantive field evaluations, geophysical reviews, and drilling, in order to ascertain the nature and extent of the inferred mineralization at this site. In October 2014, the Company’s third-party geology and geophysical consultants commenced on-site work in order to provide the data necessary to compile a preliminary economic assessment study of our mineral rights in the project area. We expect to receive the results of such study in mid-2015.

Ogden Bay Minerals - Ogden Bay Minerals is a mineral excavation project on federal protected wetlands, canals and river systems across 25 square miles of land area known as North Delta, located in West Ogden, Utah. The Company was commissioned by the State of Utah, Division of Natural Resources, USDA Natural Resources Conservation Service and Weber County Emergency Management to restore habitat, repair damage, dredge silt and sand and remove debris from the Weber River. Our excavation and harvesting rights are maintained through easement rights obtained from Weber County and a special use river/stream alteration permit as part of a State of Utah/Weber County flood mitigation project. The project area may contain alluvial heavy mineral deposits. The presence of heavy mineral deposits of potential economic interest has not yet been determined and significant testing will be required in order to determine if such deposits exist and if processing is economically viable and warranted. The Company intends to commence definition and engineering studies in the second quarter of 2015 to determine the economic feasibility of the Ogden Bay Minerals project.

Products

Subject to satisfactory engineering and geophysical results and access to sufficient capital, we intend to develop our project mining claims, mineral leases and excavation rights to produce the following specialized mining products:

Copper Ore with Precious Metals Component - Hard rock mineralized material will be drilled, blasted, excavated and hauled, then crushed and classified to customer specifications. We will deliver this product on-demand or just in time to customers on a 24/7 schedule, utilizing truck and pup combos for local deliveries, and rail for regional deliveries. The Union Pacific Railroad main line from Los Angeles to Ogden, Utah, is routed through Milford, Utah, approximately five miles east of our Star Mountain project site.

Mined Mineral Concentrates - Finely divided particles from hard rock mining and recovery operations containing significant enrichments of silver and gold will be upgraded by gravity concentrating methods to contain a minimum 3,000 grams of precious metals per ton of concentrate. Mineral concentrate products are dried, bagged, and shipped to customers.

Outlook

We are evaluating additional opportunistic acquisitions in the mining industry to supplement our existing projects.

4

Results of Operations for the three months ended March 31, 2015 and March 31, 2014

The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this Quarterly Report.

Revenue. No revenue was generated for the three months ended March 31, 2015 and March 31, 2014.

Cost of revenue. The cost of revenue for the three months ended March 31, 2015 and March 31, 2014 was zero.

Operating Expenses. Operating expenses were $431,800 and $576,882 for the three months ended March 31, 2015 and March 31, 2014, respectively. The decrease is due to reduction in professional fees offset by an increase in executive compensation.

Operating Loss. The operating loss was $431,800 and $576,882 for the three months ended March 31, 2015 and March 31, 2014, respectively. The decrease is due to reduction in professional fees offset by an increase in executive compensation.

Interest Expense. Interest expense, including interest expense–related parties, was $8,928 and $164,693 for the three months ended March 31, 2015 and March 31, 2014, respectively. The decrease was related to reduction in costs from the issuance of convertible notes.

Net Loss. Our net loss was $440,828 and $741,575 for the three months ended March 31, 2015 and March 31, 2014, respectively. The decrease is due to reduction in professional fees offset by an increase in executive compensation and a reduction in interest expense related to issuance of convertible debt.

Liquidity and Capital Resources

Liquidity is the ability of an enterprise to generate adequate amounts of cash to meet its needs for cash requirements. The Company had cash of $36,320 and $45,990 as of March 31, 2015 and December 31, 2014, respectively.

At March 31, 2015 and December 31, 2014, current liabilities exceeded current assets creating negative working capital balances of $696,184 and $569,095, respectively.

Net cash used in operating activities was $68,186 and $200,059 for the three months ended March 31, 2015 and March 31, 2014, respectively.

Net cash used in investing activities was $0 and $163,425 for the three months ended March 31, 2015 and March 31, 2014, respectively.

Net cash provided from financing activities was $58,516 and $500,000 for the three months ended March 31, 2015 and March 31, 2014, respectively. The Company had total assets at March 31, 2015 of $170,834.

Cash Requirements

We do not have sufficient liquidity to satisfy our cash requirements for the next twelve months which will require us to raise additional equity and /or debt capital in order to implement our business strategy. We intend to develop a significant capital investment program to scale our production capacity which will require us to raise additional debt or equity capital. Any issuance of equity securities will result in dilution to our stockholders. Issuance of debt or convertible securities could also involve substantial dilution to our stockholders or operational and financial covenants that might inhibit our ability to follow our business plan. Additional financing may not be available in amounts or on terms acceptable to us or at all. If we are unable to obtain additional financing, we may be required to reduce the scope of, delay or eliminate some or all of our planned exploration activities which could harm our financial conditions and operating results.

We do not currently have any contractual restrictions on our ability to incur debt and, accordingly, we could incur significant amounts of indebtedness to finance operations. Any such indebtedness could contain covenants which would restrict our operations.

Related Party Transactions

At the periods ended March 31, 2015 and December 31, 2014, the Company owed to a related party $266,588 and $253,572, respectively. For the period ended March 31, 2014, the Company recorded $7,736 interest expense-related party for the debt.

During the period ended March 31, 2015, related parties contributed services valued at $121,500. This was recorded in the Statements of Operations and Additional Paid in Capital on the Balance Sheet.

5

Off-Balance Sheet Arrangements

There are no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a “smaller reporting company”, we are not required to provide the information under Item 3.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

As required by Rule 13a-15(b) under the Securities Exchange Act of 1934 (the “Exchange Act”), we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls as of the end of the period covered by this report, March 31, 2015. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer, Joseph Marchal and our Interim Chief Financial Officer, Donna S. Moore, the certifying officers. Based upon that evaluation, our Certifying Officers concluded that as of the end of the period covered by this report, March 31, 2015, our disclosure controls and procedures are ineffective in timely alerting management to material information relating to us and required to be included in our periodic filings with the Securities and Exchange Commission (the “Commission”).

Our certifying officers further concluded that our disclosure controls and procedures are ineffective to ensure that information required to be disclosed by the issuer in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms and are also ineffective to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our chief executive officer and chief financial officer, to allow time for decisions regarding required disclosure.

Based on the evaluation described above, our certifying officers have concluded that, as of March 31, 2015, our disclosure controls and procedures were not effective because we did not maintain effective controls over certain aspects of the financial reporting process because we lacked a sufficient complement of accounting personnel with a level of accounting expertise and an adequate supervisory review structure that is commensurate with our financial reporting requirements and there was an inadequate segregation of duties.

We expect to be materially dependent upon a third party to provide us with accounting consulting services for the foreseeable future. Until such time as we have a chief financial officer with the requisite expertise in U.S. GAAP, there are no assurances that the material weaknesses in our disclosure controls and procedures and internal control over financial reporting will not result in errors in our financial statements which could lead to a restatement of those financial statements.

Our management, including our Chief Executive Officer and our Interim Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected.

Changes in Internal Controls Over Financial Reporting

There were no changes in the Company’s internal controls over financial reporting identified in connection with the evaluation of our controls performed during the three months ended March 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

Michael Stanford Litigation

In connection with our litigation involving Michael Stanford in which the Fifth District Court of Beaver County (Civil Case No. 140500023) awarded us a judgment against Mr. Stanford as previously disclosed, the court issued a further order on February 2, 2015 authorizing us to cancel 910,000 shares of our common stock previously issued to Mr. Stanford. This cancellation of shares was in addition the 25 million shares that Mr. Stanford returned to the Company and cancelled by us on September 22, 2014. The 910,000 shares were cancelled on February 2, 2015.

6

We are evaluating what future legal proceedings we may pursue in order to collect money damages of approximately $23,494,700 awarded to us pursuant to the judgment awarded to us in this case. Our ability to collect any further amounts on the judgment is, however, inherently unpredictable and is subject to significant uncertainties and, therefore, determining the likelihood of a recovery and/or the measurement of any recovery is complex. Consequently, we are unable to estimate the range of reasonably possible further recovery. Our assessment is based on an estimate and assumption that has been deemed reasonable by management, but the assessment process relies heavily on an estimate and assumption that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change that estimate and assumption.

Other than as set forth above, we are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, that may materially affect us.

ITEM 1A. RISK FACTORS.

As a “smaller reporting company”, we are not required to provide disclosure under this Item 1A.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

On March 1, 2015, the Company issued 50,000 shares of its common stock valued at $1.20 per share to Mark Osterberg as compensation under the terms of his employment agreement with the Company.

On March 17, 2015, the Company issued 114,000 shares of its common stock in exchange for payment of $20,500 and a mutual release of a claim by an investor. The investor claimed to have purchased and paid for 32,000 shares of the Company’s unregistered common stock in November 2013 but did not receive the shares purchased.

These shares of our common stock were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). In addition, the recipients of our shares were sophisticated investors and had access to information normally provided in a prospectus regarding us. In addition, the recipients of these shares had the necessary investment intent as required by Section 4(a)(2) of the Securities Act since they agreed to allow us to include a legend on the shares stating that such shares are restricted pursuant to Rule 144 of the Securities Act. These restrictions ensure that these shares would not be immediately redistributed into the market and therefore not be part of a “public offering.” Based on an analysis of the above factors, we have met the requirements to qualify for exemption under Section 4(a)(2) of the Securities Act for the above transaction.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Pursuant to Section 1503(a) of the recently enacted Dodd-Frank Wall Street Reform and Consumer Protection Act, issuers that are operators, or that have a subsidiary that is an operator, of a coal or other mine in the United States are required to disclose in their periodic reports filed with the SEC information regarding specified health and safety violations, orders and citations, related assessments and legal actions, and mining-related fatalities. At this time, we have no safety violations, orders, citations, related assessments or legal actions, or mining-related fatalities to report.

ITEM 5. OTHER INFORMATION.

None.

7

ITEM 6. EXHIBITS.

Exhibit Number	Description of Exhibit
2.1	Acquisition Agreement and Plan of Merger dated May 7, 2012 by and among the Company, JSR Sub Co and Bolcán Mining Corporation (Incorporated by reference to Exhibit 2.1 to the Company’s current report on Form 8-K filed with the SEC on November 2, 2012).
2.1(a)	Acquisition Agreement and Plan of Merger Extension Agreement dated July 24, 2012 (Incorporated by reference to Exhibit 2.1(a) to the Company’s current report on Form 8-K filed with the SEC on November 2, 2012).
2.1(b)	Acquisition Agreement and Plan of Merger Extension Agreement dated October 24, 2012 (Incorporated by reference to Exhibit 2.1(b) to the Company’s current report on Form 8-K filed with the SEC on November 2, 2012).
3.1	Articles of Incorporation, as amended (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 filed with the SEC on March 11, 2010).
3.2	Amended and Restated Bylaws (Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 filed with the SEC on March 11, 2010).
3.3	Certificate of Amendment to Articles of Incorporation as filed with the Secretary of State of Nevada. (Incorporated by reference to Exhibit 3.3 to the Company’s current report on Form 8-K as filed with the SEC on December 12, 2014).
10.1	Asset Purchase Agreement between The Bolcán Group LLC and Bolcán Mining Corporation effective June 30, 2012 (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K filed with the SEC on November 2, 2012).
10.2	12% Convertible Redeemable Promissory Note dated August 19, 2013 between Jameson Stanford Resources Corporation and Joseph Marchal (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K as filed with the SEC on August 29, 2013).
10.3	Pledge and Security Agreement dated August 19, 2013 between Jameson Stanford Resources Corporation and Joseph Marchal (Incorporated by reference to Exhibit 10.2 to the Company’s current report on Form 8-K as filed with the SEC on August 29, 2013).
10.4	Common Stock Purchase Warrant dated August 19, 2013 between Jameson Stanford Resources Corporation and Joseph Marchal (Incorporated by reference to Exhibit 10.3 to the Company’s current report on Form 8-K as filed with the SEC on August 29, 2013).
10.5	Amendment to Convertible Redeemable Promissory Note and Pledge Agreement dated October 18, 2013 between Jameson Stanford Resources Corporation and Joseph Marchal (Incorporated by reference to Exhibit 10.5 to the Company’s current report on Form 8-K as filed with the SEC on October 24, 2013).
10.6	12% Convertible Redeemable Promissory Note dated October 18, 2013 between Jameson Stanford Resources Corporation and Edward F. Brogan (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K as filed with the SEC on October 24, 2013).
10.7	Pledge and Security Agreement dated October 18, 2013 between Jameson Stanford Resources Corporation and Edward F. Brogan (Incorporated by reference to Exhibit 10.2 to the Company’s current report on Form 8-K as filed with the SEC on October 24, 2013).
10.8	Common Stock Purchase Warrant dated October 18, 2013 between Jameson Stanford Resources Corporation and Edward F. Brogan (Incorporated by reference to Exhibit 10.3 to the Company’s current report on Form 8-K as filed with the SEC on October 24, 2013).
10.9	Subscription Agreement accepted on October 18, 2013 between Jameson Stanford Resources Corporation and Edward F. Brogan (Incorporated by reference to Exhibit 10.4 to the Company’s current report on Form 8-K as filed with the SEC on October 24, 2013).

8

10.10	Mutual Release, Non-Disparagement, Stock Cancellation and Non-Solicitation Agreement between Jameson Stanford Resources Corporation, Joseph Marchal, Gregg Johnson and Robbie S. Chidester dated September 24, 2014. (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K as filed with the SEC on September 26, 2014).
10.11	Agreement of Mutual Understanding and Settlement between Jameson Stanford Resources Corporation and Donald Sutherland dated September 18, 2014. (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K as filed with the SEC on October 1, 2014).
10.12	Form of Amendment to Common Stock Purchase Warrant dated October 27, 2014. (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K as filed with the SEC on October 29, 2014).
10.13	Employment Agreement by and between Star Mountain Resources, Inc. and Mark Osterberg dated as of February 11, 2015 (Incorporated by reference to Exhibit 10.1 to the Company’s current report on Form 8-K as filed with the SEC on February 17, 2015).†
31.1	Rule 13a-14(a)/15d-14(a) Certification of President and Chief Operating Officer*
31.2	Rule 13a-14(a)/15d-14(a) Certification of Interim Chief Financial and Accounting Officer*
32.1	Section 1350 Certification of President and Chief Operating Officer*
32.2	Section 1350 Certification of Interim Chief Financial and Accounting Officer*
101.INS	XBRL INSTANCE DOCUMENT**
101.SCH	XBRL TAXONOMY EXTENSION SCHEMA**
101.CAL	XBRL TAXONOMY EXTENSION CALCULATION LINKBASE**
101.DEF	XBRL TAXONOMY EXTENSION DEFINITION LINKBASE**
101.LAB	XBRL TAXONOMY EXTENSION LABEL LINKBASE**
101.PRE	XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE**

* Filed herewith.

† Management contract or compensatory plan or arrangement.

** The XBRL related information in Exhibit 101 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

9

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.

	Star Mountain Resources, Inc.
Date: May 8, 2015	By:	/s/ Joseph Marchal
		Joseph Marchal
		Chief Executive Officer
		(Principal Executive Officer)
Date: May 8, 2015	By:	/s/ Donna S Moore
		Donna S. Moore
		Interim Chief Financial Officer
		(Principal Financial and Accounting Officer)

10

EX-31.1

EX-31.1

Rule 13a-14(a)/15d-14(a) Certification

I, Joseph Marchal, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015 of Star Mountain Resources, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition and results of operations of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date May 8, 2015

/s/ Joseph Marchal

Joseph Marchal, Chief Executive Officer

(Principal Executive Officer)

EX-31.2

EX-31.2

Rule 13a-14(a)/15d-14(a) Certification

I, Donna S. Moore, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015 of Star Mountain Resources, Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition and results of operations of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date May 8, 2015

/s/ Donna S. Moore

Donna S. Moore, Interim Chief Financial Officer

(Principal Financial and Accounting Officer)

EX-32.1

EX-32.1

Certification of the Chief Executive Officer of Star Mountain Resources, Inc.

pursuant to Section 906 of the Sarbanes Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of Star Mountain Resources, Inc. (the “Company”) for the quarterly period ended March 31, 2015 as filed with the Securities and Exchange Commission (the “Report”), I, Joseph Marchal, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 8, 2015	By:	/s/ Joseph Marchal
		Joseph Marchal
		Chief Executive Officer
		(Principal Executive Officer)

This certification accompanies this Quarterly Report on Form 10-Q pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by such Act, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.

EX-32.2

EX-32.2

Certification of the Interim Chief Financial Officer of Star Mountain Resources, Inc.

pursuant to Section 906 of the Sarbanes Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of Star Mountain Resources, Inc. (the “Company”) for the quarterly period ended March 31, 2015 as filed with the Securities and Exchange Commission (the “Report”), I, Donna S. Moore, Interim Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 8, 2015	By:	/s/ Donna S. Moore
		Donna S. Moore
		Interim Chief Financial Officer
		(Principal Financial and Accounting Officer)

This certification accompanies this Quarterly Report on Form 10-Q pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by such Act, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.

XML

Legal Proceedings (Details Narrative) (USD $)	0 Months Ended		3 Months Ended
	Feb. 02, 2015	Sep. 22, 2014	Mar. 31, 2015
Cancellation of common stock, shares	910,000	25,000,000
Money damages awarded			$ 23,494,700
Mr. Stanford [Member]
Cancellation of common stock, shares	910,000

XML

Mineral Rights

3 Months Ended

Mar. 31, 2015

Extractive Industries [Abstract]

Mineral Rights

NOTE 4 – MINERAL RIGHTS

At March 31, 2015, the Company had certain mining claims, mineral leases and excavation rights for mining projects located in Star Mining District in Beaver County, Utah and Ogden Bay Wildlife Management Area in Weber County, Utah. These mineral rights were acquired through staking and purchase, lease or option agreements and are subject to varying royalty interests, some of which are indexed to the sale price of minerals excavated from these properties. The Company has not established proven or probable reserves on any of its mineral projects and no minerals have been extracted from these properties as of March 31, 2015. Capitalized cost of mineral rights was $24,270 as of March 31, 2015.

XML

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting and Presentation

The Company is in the exploration stage and its primary activities to date have included conducting research and exploration, developing markets for its products, securing strategic alliances, recruiting personnel and obtaining financing. The interim financial information of the Company as of the periods ended March 31, 2015 and March 31, 2014 is unaudited. The balance sheet as of December 31, 2014 is derived from audited financial statements. The accompanying financial statements have been prepared in accordance with U.S. generally accepted principles for interim financial statements. The accounting policies followed for quarterly financial reporting conform to the accounting policies disclosed in ASU 2014-10. In the opinion of management, all adjustments which are necessary for a fair presentation of the financial information for the interim periods reported have been made. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results that can be expected for the entire year ending December 31, 2015. The unaudited financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2014.

XML

Condensed Consolidated Balance Sheets (USD $)	Mar. 31, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 36,320	$ 45,990
Prepaid expenses	8,954	15,725
Deposits	150	150
Total current assets	45,424	61,865
Property & equipment, net	76,815	78,266
Mineral rights	24,270	24,270
Surety bond	24,325	24,325
TOTAL ASSETS	170,834	188,726
CURRENT LIABILITIES
Accounts payable and accrued expenses	341,148	259,991
Accounts payable - related party	44,600	38,125
Accrued compensation	10,000
Loans payable - related party	266,588	253,572
Stipulated agreement liability, related party	79,272	79,272
Total current liabilities	741,608	630,960
Total Liabilities	741,608	630,960
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock, authorized 50,000,000 shares, $.001 par value 0 issued and outstanding
Common stock, authorized 350,000,000 shares, $.001 par value, 17,223,729 and 17,969,729 shares issued and outstanding, respectively	17,224	17,970
Common stock subscribed	25,000
Additional paid in capital	7,665,661	7,377,627
Accumulated deficit	(8,278,659)	(7,837,831)
Total Stockholder's Equity (Deficit)	(570,774)	(442,234)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 170,834	$ 188,726

XML

Organization and Nature of Business

3 Months Ended

Mar. 31, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Nature of Business

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Star Mountain Resources, Inc., formerly Jameson Stanford Resources Corporation (the “Company”) is a minerals exploration company focused on acquiring and consolidating mining claims, mineral leases, producing mines, and historic mines with production and future growth potential identified through our exploration efforts. Our operations are focused on the initiation, production and expansion of our acquired mineral resources in the Star Mountain Mining District, Beaver County, Utah and turning them into producing assets. The Company has not established proven or probable reserves, as defined by the SEC under Industry Guide 7, through the completion of a “final” or “bankable” feasibility study for our mineral rights. Furthermore, the Company has no plans to establish proven or probable reserves for any of our mineral rights.

The Company was incorporated on June 2, 2009 in Nevada initially as MyOtherCountryClub.com for the purpose of developing a website that would offer reciprocal golf privileges, and other related services, to members of private country clubs throughout the United States.

On October 29, 2012, Jameson Stanford Resources Corporation merged with Bolcán Mining Corporation (the “Merger”). Prior to the Merger, the Company was a publicly traded shell company with no business operations. The shell company was originally incorporated under the laws of the state of Nevada in 2009 as MyOtherCountryClub.com for the purpose of developing a website that would offer reciprocal golf privileges, and other related services, to members of private country clubs throughout the United States.

Effective December 15, 2014, the name of the Company was changed to Star Mountain Resources, Inc. to reflect its primary focus to explore and conduct pre-extraction activities for mineral rights it holds in the Star Mining District. In addition, the Company increased its authorized capital stock from 350,000,000 shares to 400,000,000 shares, of which 350,000,000 will be common stock and 50,000,000 will be preferred stock. The increase in capital stock is intended to allow the Company to issue capital stock with respect to corporate opportunities without delay.

XML

Contracts and Lease Commitments (Details Narrative) (USD $)	3 Months Ended	0 Months Ended
	Mar. 31, 2015	Feb. 11, 2015	Mar. 01, 2015
Rent expense	$ 500
Employment Agreement [Member]
Stock option vested shares			50,000
Stock option vested remaining shares			200,000
Stock option vested at rate, shares	50,000
Employment Agreement [Member] | Mark Osterberg [Member]
Annual salary		$ 120,000
Annual bonus description		annual bonuses of one-half percent of the Company’s gross sales
Issuance of common stock for bonus, shares		50,000
Common stock exercise price per share		$ 0.50
Stock option granted to purchase of common stock, shares		250,000
Stock option vested shares		50,000
Stock option vested remaining shares		200,000
Stock option vested at rate, shares	50,000
Percentage of stockholders approved to sale, transfer or other disposition of more than combined voting power of outstanding securities	75.00%
Employment Agreement [Member] | Mark Osterberg [Member] | Maximum [Member]
Percentage of incentive compensation		25.00%

XML

Equity Transaction - Summary of Stock Options (Details) (USD $)	3 Months Ended
	Mar. 31, 2015
Equity [Abstract]
Number of Stock Options Outstanding Beginning Balance	0
Number of Stock Options, Granted	250,000
Number of Stock Options, Exercised	0
Number of Stock Options, Cancelled	0
Number of Stock Options Outstanding Ending Balance	250,000
Number of Stock Options exercisable	100,000
Weighted Average Exercise Price Options Outstanding Beginning Balance
Weighted Average Exercise Price Options Granted	$ 0.50
Weighted Average Exercise Price Options Exercised
Weighted Average Exercise Price Options Cancelled
Weighted Average Exercise Price Options Outstanding Ending Balance	$ 0.50
Weighted Average Exercise Price Options exercisable	$ 0.50

XML

Going Concern

3 Months Ended

Mar. 31, 2015

Going Concern

Going Concern

NOTE 2 – GOING CONCERN

The financial statements have been prepared on a going concern basis, which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses of $8,278,659 as of the period ended March 31, 2015. Further losses are anticipated in the development of its business.

The Company’s ability to continue as a going concern is dependent upon the Company generating profitable operations and cash flows in the near-term future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations. Management plans to finance the Company’s operating costs as necessary over the next twelve months with advances from owners and directors, and the private placement of the Company’s equity ownership. If management is unsuccessful in these efforts, discontinuance of operations is possible. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

XML

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Mar. 31, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, shares authorized	350,000,000	350,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares issued	17,223,729	17,969,729
Common stock, shares outstanding	17,223,729	17,969,729

XML

Organization and Nature of Business (Details Narrative)	Mar. 31, 2015	Dec. 31, 2014
Common stock, shares authorized	350,000,000	350,000,000
Preferred stock, shares authorized	50,000,000	50,000,000
Minimum [Member]
Authorized capital stock	350,000,000
Maximum [Member]
Authorized capital stock	400,000,000

XML

Document and Entity Information	3 Months Ended
	Mar. 31, 2015	May 08, 2015
Document And Entity Information
Entity Registrant Name	Star Mountain Resources, Inc.
Entity Central Index Key	0001477168
Document Type	10-Q
Document Period End Date	Mar. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		17,223,729
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2015

XML

Going Concern (Details Narrative) (USD $)	Mar. 31, 2015	Dec. 31, 2014
Going Concern
Accumulated losses	$ 8,278,659	$ 7,837,831

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Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
OPERATING EXPENSES
Executive compensation	$ 130,000	$ 24,000
Exploration and development costs	66,896	21,722
General and administrative	228,604	531,160
General and administrative - related party	6,300
Total Operating Expenses	431,800	576,882
Loss from Operations	(431,800)	(576,882)
OTHER EXPENSES
Interest expense, related party	(7,736)
Interest expense	(1,192)	(164,693)
Loss before Income Taxes	(440,728)	(741,575)
State tax expense	(100)
NET LOSS	$ (440,828)	$ (741,575)
Basic Loss Per Share	$ (0.03)	$ (0.02)
Weighted Average Number of Common Shares Outstanding	17,419,507	40,903,862

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Contracts and Lease Commitments

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Contracts and Lease Commitments

NOTE 7 – CONTRACTS AND LEASE COMMITMENTS

Office Leases

The corporate office of the Company is located at 605 W. Knox Rd., Suite 202, Tempe, Arizona. These facilities are furnished rent free by one of the Company’s shareholders. An imputed rent expense of $500 per month is recorded to the Statements of Operations and recorded as Additional Paid in Capital on the Balance Sheet.

Employment Contract

On February 11, 2015, the Board of Directors of the Company appointed Mark Osterberg to serve as the Company’s President and Chief Operating Officer effective March 1, 2015. In connection with his appointment, Mr. Osterberg entered into an employment agreement dated as of February 11, 2015 (the “Employment Agreement”) with the Company pursuant to which he will receive an annual salary of $120,000 and annual bonuses of one-half percent of the Company’s gross sales, up to a maximum of 25% of Mr. Osterberg’s salary (“Incentive Compensation”). In addition, Mr. Osterberg is entitled to receive a one-time signing bonus of 50,000 shares of the Company’s common stock. The Company also granted Mr. Osterberg an option (the “Option”) to purchase 250,000 shares of the Company’s common stock with an exercise price of $0.50 per share. The option vests with respect to 50,000 shares upon execution of the Employment Agreement. With respect to the remaining 200,000 shares, the option vests at the rate of 50,000 shares upon the close of each fiscal quarter from and commencing on the close of the first fiscal quarter from and after the date of the Employment Agreement. Mr. Osterberg is eligible to participate in the Company’s standard benefit programs for senior management.

In the event of a Change of Control (as hereinafter defined), Mr. Osterberg will receive Incentive Compensation and a lump sum payment of his salary representing two months’ salary. In addition, the Option will be deemed to be fully vested. For purposes of the Employment Agreement, “Change in Control” means: (i) a merger or consolidation in which securities possessing more than 75% of the total combined voting power of the Company’s outstanding securities are transferred to a person or persons different from the persons holding those securities immediately prior to such transaction in a transaction approved by the stockholders, or the sale, transfer, or other disposition of more than 75% of the total combined voting power of the Company’s outstanding securities to a person or persons different from the persons holding those securities immediately prior to such transaction; or (ii) the sale, transfer or other disposition of all or substantially all of the Company’s assets in complete liquidation or dissolution of the Company other than in connection with a transaction described in clause (i) above, and other than in connection with a bankruptcy petition by the Company. 

In connection with entry into the Employment Agreement, Mr. Osterberg also executed a non-disclosure and invention and copyright assignment agreement.

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Stipulated Agreement Liability, Related Party

3 Months Ended

Mar. 31, 2015

Stipulated Agreement Liability Related Party

Stipulated Agreement Liability, Related Party

note 6 – stipulated Agreement LIABILITY, RELATED PARTY

The Company entered into an agreement with Michael Christiansen (“Christiansen”), a former officer of the Company on August 13, 2013 (the “Stipulated Agreement”) to pay Christiansen $123,272 (the “Amount Due”) relating to a promissory note, accrued compensation and out-of-pocket expenses incurred on behalf of the Company. The Amount Due was agreed to be paid as follows: $10,500 on or before August 15, 2013; $10,500 on or before September 15, 2013; $10,500 on or before October 15, 2013; and the balance in installments of $15,000 beginning on the earlier of (a) the first day of the month following the date on which the Company receives at least three million dollars ($3,000,000) of equity funding, or (b) December 31, 2014. The payment of this stipulated agreement is in default. Subject to completion of the payments due under the agreement, the parties agreed to release certain claims against each other related to or arising in connection with the matters that gave rise to our agreement to pay the Amount Due. During the year ended December 31, 2014, the Company made payments of $12,500. At the period ending March 31, 2015, the remaining liability of $79,272 is recorded as Stipulated Agreement Liability in the accompanying financial statements.

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Equity Transaction (Details Narrative) (USD $)	0 Months Ended		1 Months Ended	3 Months Ended	0 Months Ended
	Feb. 02, 2015	Sep. 22, 2014	Nov. 30, 2013	Mar. 31, 2015	Mar. 17, 2015	Mar. 01, 2015	Feb. 11, 2015
Cancellation of common stock, shares	910,000	25,000,000
Stock issued per share	$ 0.001
Issuance of unregistered common stock, shares			32,000
Number of stock options, granted				250,000
Common stock exercise price per share				$ 0.50
Stock compensation expense				$ 85,288
Expected Maturity year				2 years 8 months 12 days
Expected Risk free rate				0.896%
Expected Volatility				88.83%
Investor [Member]
Issuance of common stock in exchange for payment of mutual release of claim, shares					114,000
Issuance of common stock in exchange for payment of mutual release of claim					$ 20,500
Employment Agreement [Member]
Number of stock options, granted						250,000
Common stock exercise price per share						$ 0.50
Stock option vested shares						50,000
Stock option vested remaining shares						200,000
Stock option vested at rate, shares				50,000
Employment Agreement [Member] | Mark Osterberg [Member]
Stock issued per share						$ 1.20
Issuance of common stock to employment agreement, shares						50,000
Stock option vested shares							50,000
Stock option vested remaining shares							200,000
Stock option vested at rate, shares				50,000

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Mineral Rights (Details Narrative) (USD $)	Mar. 31, 2015	Dec. 31, 2014
Extractive Industries [Abstract]
Capitalized cost of mineral rights	$ 24,270	$ 24,270

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Basis of Accounting and Presentation

Basis of Accounting and Presentation

The Company is in the exploration stage and its primary activities to date have included conducting research and exploration, developing markets for its products, securing strategic alliances, recruiting personnel and obtaining financing. The interim financial information of the Company as of the periods ended March 31, 2015 and March 31, 2014 is unaudited. The balance sheet as of December 31, 2014 is derived from audited financial statements. The accompanying financial statements have been prepared in accordance with U.S. generally accepted principles for interim financial statements. The accounting policies followed for quarterly financial reporting conform to the accounting policies disclosed in ASU 2014-10. In the opinion of management, all adjustments which are necessary for a fair presentation of the financial information for the interim periods reported have been made. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results that can be expected for the entire year ending December 31, 2015. The unaudited financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2014.

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Equity Transaction

3 Months Ended

Mar. 31, 2015

Equity [Abstract]

Equity Transaction

NOTE 8 – EQUITY TRANSACTIONS

On February 2, 2015, the Company cancelled 910,000 shares of common stock previously issued to Michael Stanford pursuant to a court order issued in connection with the Company’s lawsuit against Mr. Stanford. These shares were valued at par value $0.001. See Note 9 – Legal Proceedings.

On March 1, 2015, the Company issued 50,000 shares of common stock pursuant to the employment agreement for the President. These shares were valued at $1.20 per share. See Note 7 – Contracts and Lease Agreements.

On March 17, 2015, the Company issued 114,000 shares of its common stock in exchange for payment of $20,500 and a mutual release of a claim by an investor. The investor claimed to have purchased and paid for 32,000 shares of the Company’s unregistered common stock in November 2013 but did not receive the shares purchased.

Stock Options

Effective March 1, 2015, as part of an employment agreement, an option was granted to purchase 250,000 shares of the Company’s common stock with an exercise price of $0.50 per share. The option vests with respect to 50,000 shares upon execution of the Employment Agreement. With respect to the remaining 200,000 shares, the option vests at the rate of 50,000 shares upon the close of each fiscal quarter from and commencing on the close of the first fiscal quarter from and after the date of the Employment Agreement. The Company valued the issuance of these options using the Black Scholes valuation model assuming a maturity of 2.7 years, 0.896% risk free rate and an 88.83% volatility. At the period ended March 31, 2015, the vested value of the option was $85,288. This was recorded as stock compensation expense.

The following is a summary of the status of all Company’s stock options as of March 31, 2015 and changes during the three months ended on that date:

	Number		Weighted
	of Stock		Average
	Options		Exercise Price
Outstanding at January 1, 2015		0	$	-
Granted		250,000	$	0.50
Exercised		0	$	-
Cancelled		0	$	-
Outstanding at March 31, 2015		250,000	$	0.50
Options exercisable at March 31, 2015		100,000	$	0.50

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Legal Proceedings

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Legal Proceedings

NOTE 9 – LEGAL PROCEEDINGS

In connection with our litigation involving Michael Stanford in which the Fifth District Court of Beaver County (Civil Case No. 140500023) awarded us a judgment against Mr. Stanford as previously disclosed, the court issued a further order on February 2, 2015 authorizing us to cancel 910,000 shares of our common stock previously issued to Mr. Stanford. This cancellation of shares was in addition the 25 million shares that Mr. Stanford returned to the Company and cancelled by us on September 22, 2014. The 910,000 shares were cancelled on February 2, 2015.

We are evaluating what future legal proceedings we may pursue in order to collect money damages of approximately $23,494,700 awarded to us pursuant to the judgment awarded to us in this case. Our ability to collect any further amounts on the judgment is, however, inherently unpredictable and is subject to significant uncertainties and, therefore, determining the likelihood of a recovery and/or the measurement of any recovery is complex. Consequently, we are unable to estimate the range of reasonably possible further recovery. Our assessment is based on an estimate and assumption that has been deemed reasonable by management, but the assessment process relies heavily on an estimate and assumption that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change that estimate and assumption.

Other than as set forth above, we are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, that may materially affect us.

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Equity Transaction (Tables)

3 Months Ended

Mar. 31, 2015

Equity [Abstract]

Summary of Stock Options

The following is a summary of the status of all Company’s stock options as of March 31, 2015 and changes during the three months ended on that date:

	Number		Weighted
	of Stock		Average
	Options		Exercise Price
Outstanding at January 1, 2015		0	$	-
Granted		250,000	$	0.50
Exercised		0	$	-
Cancelled		0	$	-
Outstanding at March 31, 2015		250,000	$	0.50
Options exercisable at March 31, 2015		100,000	$	0.50

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Stipulated Agreement Liability, Related Party (Details Narrative) (USD $)	12 Months Ended	0 Months Ended
	Dec. 31, 2014	Aug. 13, 2013	Mar. 31, 2015
Repayments of debt	$ 12,500
Remaining liability recorded as Stipulated Agreement Liability, Related Party	79,272		79,272
Amount Due Agreed To Be Paid On or Before August 15, 2013 [Member]
Amount Due, periodic payment		10,500
Amount Due Agreed To Be Paid On or Before September 15, 2013 [Member]
Amount Due, periodic payment		10,500
Amount Due Agreed To Be Paid On or Before October 15, 2013 [Member]
Amount Due, periodic payment		10,500
First Day Of The Month Following The Date [Member]
Amount Due, periodic payment		15,000
Equity funding		3,000,000
Michael Christiansen [Member]
Amount due relating to promissory note, accrued compensation and out-of-pocket expenses incurred		$ 123,272

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Condensed Consolidated Statement of Cash Flows (Unaudited) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Cash flows from operating activities
Net loss	$ (440,828)	$ (741,575)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	1,452	5,070
Shares issued for services	60,000	455,000
Stock options	85,288
Contributed capital	121,500
Amortization of debt discount		126,968
Changes in operating assets and liabilities
Prepaid expenses	6,770	11,857
Accounts payable and accrued expenses	76,921	(60,240)
Accounts payable - related party	6,475
Accrued interest	4,236	36,267
Accrued compensation	10,000	(4,000)
Contract payable		(16,906)
Stipulated agreement liability, related party		(12,500)
Net cash used in operating activities	(68,186)	(200,059)
Cash flows from investing activities
Advances to related party shareholder		(163,425)
Net cash used in investing activities	0	(163,425)
Cash flows from financing activities
Proceeds from issuance of convertible debt		500,000
Proceeds from issuance of common stock	20,500
Advances from related party shareholders	13,016
Common stock subscribed	25,000
Net cash provided by financing activities	58,516	500,000
Net increase (decrease) in cash	(9,670)	136,516
Cash, beginning of year	45,990	79
Cash, end of period	36,320	136,595
Cash paid for:
Taxes	100
Interest Expense
Non-cash investing and financing activities
Warrants issued with convertible debt		$ 298,989

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Transactions with Related Parties

3 Months Ended

Mar. 31, 2015

Related Party Transactions [Abstract]

Transactions with Related Parties

NOTE 5 – TRANSACTIONS WITH RELATED PARTIES

During the period ended March 31, 2015, related parties contributed services that were valued at $121,500. This was recorded in the Statements of Operations and Additional Paid in Capital on the Balance Sheet.

At the period ended March 31, 2015, the Company owed a related party $266,588. The Company recorded $7,736 interest expense for this loan payable.

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Transactions with Related Parties (Details Narrative) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Related Party Transactions [Abstract]
Contributed capital	$ 121,500
Amount owed to related party	266,588		253,572
Interest expense, related party	$ 7,736