10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

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

For the quarterly period ended:  June 30, 2012

OR

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

For the transition period from __________ to __________

Commission File No. 000-53434

STRATEGIC MINING CORP.

(Exact name of registrant as specified in its charter)

Wyoming	88-0432539
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

36 Toronto Street, Suite 1170

Toronto, ON, Canada M5C 2C5

(Address of principal executive offices)

(416) 840-9843

(Registrant’s telephone number, including area code)

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 past 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

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 o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See the 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

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

As of August 17, 2012, there were 356,553,635 shares outstanding of the registrant’s common stock.

EXPLANATORY NOTE

The purpose of this Amendment No.1 (the “Amendment”) to the Strategic Mining Corp. (the “Company”) quarterly report on Form 10-Q for the period ended June 30, 2012, originally filed with the U.S. Securities and Exchange Commission on August 20, 2012 (the “Form 10-Q), is solely to furnish an amended Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T.

No other changes have been made in this Amendment to the Form 10-Q.  This Amendment speaks as of the original date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date and does not modify or update in any way disclosures made in the original Form 10-Q.

Pursuant to rule 406T of Regulation S–T, the interactive data files on Exhibit 101 attached 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 Act of 1934, as amended, and otherwise are not subject to liabilities under those sections.

2

Item 6.  Exhibits.

Exhibit No.	Description
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*

*furnished herewith

3

 SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

	STRATEGIC MINING CORP.
Date:  September 7, 2012	By:	/s/ Douglas C. Peters
		Name: Douglas C. Peters
		Title: President, Chief Executive Officer, Director
Date: September 7, 2012	By:	/s/ Ian Lambert
		Name: Ian Lambert
		Title: Chief Financial Officer, Director

 4

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Loans Payable to Related Parties (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Loans payable to related parties
Loans payable to related parties	$ 165,818	$ 273,726
AGMC LTD. [Member]
Loans payable to related parties
Loans payable to related parties		16,000
Frank Brodzik [Member]
Loans payable to related parties
Loans payable to related parties	160,818	191,726
Magma Gold Corporation [Member]
Loans payable to related parties
Loans payable to related parties	$ 5,000	$ 66,000

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Planned Exploration

6 Months Ended

Jun. 30, 2012

Planned Exploration [Abstract]

Planned Exploration

4.  PLANNED EXPLORATION

Guinea, West Africa

The Company entered into a joint venture agreement with Gold River of Africa Company (“Gold River”) for the Siguiri property on January 15, 2007.  Gold River is a small mineral exploration company active in Guinea.  Through this joint venture, the Company holds 100% interest in a two year exploration permit issued by the Republic of Guinea to Gold River for this property covering 103 square kilometers in the Siguiri region of Guinea. The Company acquired this interest in exchange for shares of common stock. The Guinea government is entitled to a 15% royalty on all extracted minerals.

An extension of this permit was applied for in May 2011 by Gold River but was still in review at the end of 2011 due to the change in governments in Guinea during mid-2011 and subsequent reviews by the government of mining laws and all exploration permits.  The Company paid $35,000 to Gold River to pay the Guinea Ministry of Mines for the permit extension application, on behalf of the Company. The permit extension was granted by the Ministry of Mines on April 12, 2012.  The Company’s copy of the permit has not been received yet.

Nat Son, Vietnam

The Company entered into a binding letter of intent to purchase a 51% interest in a joint venture (“Joint Venture”) with Ba Dinh Mineral Company Limited (“Ba Dinh”), a Vietnamese company engaged in mineral exploration in that country, to explore for minerals per license # 39/QD-UBND  issued to Ba Dinh Construction and Investment Joint Stock Company on June 9, 2009, by the Peoples Committee of Hoa Binh Province, Vietnam.  This license is valid for five years from the date of issuance and is renewable for an additional four years according to current mining laws in Vietnam.  The permitted area covers 40 square hectares in Nat Son Commune, Hoa Binh Province Vietnam.

A dispute arose in October, 2011 concerning the status of joint work on the Nat Son property between the Company and Ba Dinh as a result of key partners in Ba Dinh disagreeing with the Company about the status of their stock holdings in the Company.  Management upon consultation with legal counsel determined that the arguments by those key partners have no legal merit and may expose those partners to litigation should they not desist and should they fail to comply with documentation requests from the Company.  Ba Dinh has been notified of this finding.  The Company is awaiting their response and delivery of key property documents on Nat Son to the Company for its records and safe-keeping.  This dispute may result in a disruption or change of our drilling plan on the Nat Son property for 2012.

Legal counsel in Vietnam was retained during the first quarter of 2012 to investigate the status of the exploration license and any property ownership for the Nat Son project and Joint Venture with Ba Dinh.  The exploration license was found to be valid and active until June 8, 2014 in the name of Ba Dinh Construction Investment and Consulting Joint Stock Company.  Results of the investigation from our Vietnam legal counsel are pending to confirm the status of the Joint Venture, and the ownership or lease of the underlying property.  There is not enough information available on the legal status of the Joint Venture and the Nat Son property to determine whether or not Ba Dinh has performed according to the requirements of the binding letter of intent.  Therefore, the project was written down in the fourth quarter of 2011 to allow for possible permanent impairment of the project.  Management’s opinion on this matter is that the project still is potentially viable, but all Joint Venture activities with Ba Dinh may need to cease if a mutually agreeable solution cannot be reached.  If the Joint Venture is formally dissolved, the Company may pursue legal options in Vietnam during 2012 to recover payments made to Ba Dinh for expenses that they have not documented adequately or for which official government documentation has not been provided for the project.

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Capital Stock (Details) (USD $)	3 Months Ended	6 Months Ended		65 Months Ended	1 Months Ended	3 Months Ended	6 Months Ended	1 Months Ended	3 Months Ended
	Mar. 31, 2012	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Apr. 30, 2012 Ags capital corp [Member]	Mar. 31, 2012 Ags capital corp [Member]	Jun. 30, 2012 Redwood Management, LLC [Member]	Mar. 31, 2012 Asher Enterprises Inc. [Member]	Jun. 30, 2012 Atlas Equity Offshore Ltd [Member]
Capital stock (Textual)
Shares issued on conversion of promissory notes		$ 237,600		$ 1,900,664			$ 170,600	$ 66,000	$ 1,000
Shares issued on conversion of promissory notes, (Shares)							103,451,037	15,829,295	15,384,615
Price to convert debt into shares							55% of the lowest trading price of the stock within the five days	55% of the average of the three lowest trading prices of the stock within the week	5% of the lowest market value in the past five days prior to the conversion date
Total available financing						5,000,000
Restricted shares of common stock issued in exchange for services						20,000
Restricted shares of common stock issued in exchange for services, (Shares)					30,978,934	2,325,581
Shares issued of available equity financing, percentage					3.00%
Shares issued of available equity financing, value					150,000
Capital Stock Additional (Textual)
Original amount of debt in exchange for cancellation of shares	$ 215,250
Cancellation of common stock shares previously issued	14,350,030

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Convertible Promissory Notes (Details Textual) (USD $)	1 Months Ended	3 Months Ended							6 Months Ended	3 Months Ended
	Mar. 31, 2012 Asher Enterprises Inc. [Member]	Jun. 30, 2012 Asher Enterprises Inc. [Member]	Mar. 31, 2012 Asher Enterprises Inc. [Member]	Jun. 30, 2012 Asher Enterprises Inc. [Member] Convertible promissory note one [Member]	Mar. 31, 2012 Asher Enterprises Inc. [Member] Convertible promissory note one [Member]	Jun. 30, 2012 Asher Enterprises Inc. [Member] convertible promissory note [Member]	Mar. 31, 2012 Asher Enterprises Inc. [Member] convertible promissory note [Member]	Mar. 31, 2012 Redwood Management, LLC [Member]	Jun. 30, 2012 Redwood Management, LLC [Member]	Mar. 31, 2012 Redwood Management, LLC [Member] Frank Brodzik [Member]	Mar. 31, 2012 Redwood Management, LLC [Member] convertible promissory note [Member]	Mar. 31, 2012 Redwood Management, LLC [Member] Convertible Debenture [Member]	Jun. 30, 2012 Atlas Equity Offshore Ltd [Member]	Jun. 30, 2012 Atlas Equity Offshore Ltd [Member] Convertible promissory note one [Member]	Jun. 30, 2012 Atlas Equity Offshore Ltd [Member] convertible promissory note [Member]
Convertible Promissory Notes (Textual)
Debt instrument issued in exchange of cash	$ 72,500		$ 72,500		$ 22,500	$ 32,500	$ 50,000								$ 23,000
Interest rate on debt				10.00%	8.00%	8.00%	8.00%					12.00%			12.00%
Maturity date of debt				Mar. 28, 2012	Dec. 12, 2012	Apr. 01, 2013	Nov. 06, 2012				Sep. 16, 2012	Mar. 16, 2013		Jun. 15, 2013	Jun. 27, 2013
Time period to prepay convertible promissory notes					120 days	120 days	120 days
Percentage principal amount payable till certain period					140.00%	140.00%	140.00%				125.00%	125.00%		200.00%	200.00%
Percentage of convertible note paid as penalty			50.00%
Option to prepay convertible promissory note					Within 121-180 days	Within 121-180 days	Within 121-180 days
Percentage principal amount for second option					150.00%	150.00%	150.00%
Interest rate on unpaid amount					22.00%	22.00%	22.00%
Price to convert debt into shares	55% of the average of the three lowest trading prices of the stock within the week			Company's common stock at a price of 58% of the average lowest three days trading price out of ten days	Company's common stock at a price of 55% of the average lowest three days trading price out of 17 days	Company's common stock at a price of 55% of the average lowest three days trading price out of ten days	Company's common stock at a price of 55% of the average lowest three days trading price out of 17 days		55% of the lowest trading price of the stock within the five days		Company's common stock at a price of 55% of the lowest five days	Company's common stock at a price of 55% of the lowest traded price	5% of the lowest market value in the past five days prior to the conversion date	Company's common stock at a price of 5% of the lowest trading price in five day	Company's common stock at a price of 25% of the lowest trading price in 30 days
Number of days to get trading price				10 days	17 days	10 days	17 days				5 days	10 days		5 days	30 days
Actual amount received by company including interest and penalty			108,750
Debenture issued								70,000
Debt assumption		$ 16,000								$ 182,708			$ 20,000

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Related Party Transactions (Details) (USD $)	3 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011
Related Party Transactions (Textual)
Accounts payable due to various current and former directors, officers and stockholders of the Company	$ 425,985		$ 227,037
Consulting fees to various current and former directors, officers and stockholders of the Company	62,669	20,000
Exploration costs	$ 71,312	$ 21,600

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Subsequent Events (Details) (USD $)	3 Months Ended
	Sep. 30, 2012
Subsequent events (Textual)
Legal cost	$ 2,750
Settlement cost with shareholders	6,250
Redwood Management, LLC [Member]
Subsequent events (Textual)
Shares issued in exchange of debt,value	7,600
Shares issued in exchange of debt, shares	27,636,363
Asher Enterprises Inc. [Member]
Subsequent events (Textual)
Shares issued in exchange of debt,value	16,000
Shares issued in exchange of debt, shares	35,000,000
Atlas Equity Offshore Ltd [Member]
Subsequent events (Textual)
Shares issued in exchange of debt,value	$ 713
Shares issued in exchange of debt, shares	35,650,000

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Recent Accounting Pronouncements

6 Months Ended

Jun. 30, 2012

Accounting Changes and Error Corrections

Recent accounting Pronouncements

3.  RECENT ACCOUNTING PRONOUNCEMENTS

In December 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities.” The amendments in this update require enhanced disclosures around financial instruments and derivative instruments that are either (1) offset in accordance with either ASC 210-20-45 or ASC 815-10-45 or (2) subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in accordance with either ASC 210-20-45 or ASC 815-10-45. An entity should provide the disclosures required by those amendments retrospectively for all comparative periods presented. The amendments are effective during interim and annual periods beginning on or after  January 1, 2013. The Company does not expect this guidance to have any impact on its financial position, results of operations or cash flows.

In July 2012, the FASB issued ASC Update No. 2012-02, “Intangibles - Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” (“ASU 2012-02”). ASU 2012-02 provides companies with the option to assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If the Company concludes that it is more likely than not that the asset is impaired, it is required to determine the fair value of the intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying value in accordance with Topic 350. If the Company concludes otherwise, no further quantitative assessment is required. ASU-2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. The Company does not expect the adoption of ASU 2012-02 to impact its results of operations or financial position.

A variety of proposed or otherwise potential accounting standards are currently under study by standard setting organizations and various regulatory agencies. Due to the tentative and preliminary nature of those proposed standards, the Company’s management has not determined whether implementation of such standards would be material to its financial statements

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Balance Sheets (USD $)	Jun. 30, 2012	Dec. 31, 2011
Current Assets
Cash	$ 121	$ 532
Refundable permit fee		35,000
Total Current Assets	121	35,532
Long Term Assets
Exploration Properties	763,250	728,250
Total Assets	763,371	763,782
Current Liabilities
Accounts payable	460,086	267,557
Accrued interest	23,517	13,851
Loans payable to related parties	165,818	273,726
Convertible promissory notes	225,858
Total Liabilities	875,279	555,134
Stockholders' (Deficit) Equity
Preferred stock $0.0001 par value; Authorized 25,000,000; Issued and outstanding 20,634,741 (20,634,741 - December 31 2011)	2,063	2,063
Common stock $.001 par value; Authorized unlimited; Issued and outstanding 318,462,726 (164,843,294 - December 31, 2011)	318,463	164,844
Additional paid-in capital	2,669,244	2,749,535
Deficit accumulated during the exploration stage	(3,101,678)	(2,707,794)
Total Stockholders' (Deficit) Equity	(111,908)	208,648
Total Liabilities and Stockholders' (Deficit) Equity	$ 763,371	$ 763,782

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Nature of Business, Organization and Basis of Presentation

6 Months Ended

Jun. 30, 2012

Organization, Consolidation and Presentation Of Financial Statements

Nature of business, organization and basis of presentation

1.  NATURE OF BUSINESS, ORGANIZATION AND BASIS OF PRESENTATION

Nature of Business

Strategic Mining Corp. is engaged in the business of exploration and development of gold properties in Guinea, West Africa and Vietnam, Southeast Asia.

Organization

Strategic Mining Corp. (the “Company”) was originally incorporated in Delaware on August 24, 1995 as Infocenter Inc. On February 28, 2000, the Company changed its name to Green Dolphin Systems Corporation and new corporate officers were appointed.  On January 10, 2006, the Board of Directors adopted a resolution authorizing the assignment of all the assets of Green Dolphin Systems Corporation to PentaDeltex, Ltd., a Canadian corporation, in exchange for the forgiveness of $263,717 in debt owing to Nicholas Plessas and an additional $153,683 owing to PentaDeltex, and assumption by PentaDeltex of all obligations owed by Green Dolphin Systems Corporation to suppliers and on other accounts payable.  As the result of the above settlements of debts, Green Dolphin Systems Corporation effectively ceased operations on January 10, 2006 with the discontinued operations of its U.S. subsidiary.  On December 1, 2006, the Company changed its name to Gold Coast Mining Corporation and new corporate officers were appointed shortly after.  On January 17, 2007, the Company issued 97,100,000 shares of its common stock to unrelated parties in exchange for various mining rights.  The issuance of the 97,100,000 represented approximately 97.5% of the then outstanding shares.  The transaction resulted in a change in control of the entity.  The issuance of shares and change in control has been accounted for as a reverse acquisition followed by a recapitalization of the Company’s equity structure.  The stockholders obtaining control in the transaction is considered the accounting acquirer for financial reporting purposes.  Accordingly, the equity section of the financial statements have been presented displaying the recapitalization of shares held by the individuals obtaining control followed by the issuance of shares to the minority stockholders.

On November 13, 2009, the Company was reincorporated in the State of Wyoming. On November 23, 2009, the Company changed its name to Strategic Mining Corp.

On July 11, 2012, the board of directors of the Company (“the Board”) amended the Articles of Incorporation of the Company to increase its authorized common shares to unlimited.

Basis of Presentation

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  

Operating results for the three and six months ended June 30, 2012 are not necessarily indicative of the results that may be expected for the year ending December 31, 2012.  For further information, refer to the financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2011.

The Company is in the exploration stage in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 915 “Development Stage Entities”.

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Planned Exploration (Details) (USD $)	6 Months Ended
	Jun. 30, 2012
West Africa [Member]
Planned Exploration (Textual)
Interest hold by the company in exploration permit	100.00%
Area of property covering for exploration (In square feet)	103
Validity period for license	2 years
Payament of royalty on all extracted minerals	15.00%
Amount paid for Permit Extension	$ 35,000
Vietnam [Member]
Planned Exploration (Textual)
Interest hold by the company in exploration permit	51.00%
Area of property covering for exploration (In square feet)	40
Validity period for license	5 years
Additional Validity Period for License	4 years

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Property and Equipment (Details Textual) (USD $)	3 Months Ended		6 Months Ended		12 Months Ended	65 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2011	Jun. 30, 2012
Property and equipment (Textual)
Depreciation expense		$ 9,188		$ 18,374	$ 18,374	$ 18,374
Impairment of property and equipment					$ 78,807	$ 78,807

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Going Concern

6 Months Ended

Jun. 30, 2012

Going Concern [Abstract]

Going Concern

2.  GOING CONCERN

The Company's financial statements are presented on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.  The Company has experienced losses from operations since inception and has working capital deficiencies that raise substantial doubt as to its ability to continue as a going concern.

The Company's existence is dependent upon management's ability to raise capital and/or to successfully market and sell its products. Management anticipates the Company will attain profitable status and improve its liquidity through continued business development and additional equity investment in the Company.

The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

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Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Statement Of Financial Position
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	25,000,000	25,000,000
Preferred stock, shares issued	20,634,741	20,634,741
Preferred stock, shares outstanding	20,634,741	20,634,741
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares issued	318,462,726	164,843,294
Common stock, shares outstanding	318,462,726	164,843,294

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Nature of Business, Organization and Basis of Presentation (Policies)

6 Months Ended

Jun. 30, 2012

Organization, Consolidation and Presentation Of Financial Statements

Nature of Business

Nature of Business

Strategic Mining Corp. is engaged in the business of exploration and development of gold properties in Guinea, West Africa and Vietnam, Southeast Asia.

Organization

Organization

Strategic Mining Corp. (the “Company”) was originally incorporated in Delaware on August 24, 1995 as Infocenter Inc. On February 28, 2000, the Company changed its name to Green Dolphin Systems Corporation and new corporate officers were appointed.  On January 10, 2006, the Board of Directors adopted a resolution authorizing the assignment of all the assets of Green Dolphin Systems Corporation to PentaDeltex, Ltd., a Canadian corporation, in exchange for the forgiveness of $263,717 in debt owing to Nicholas Plessas and an additional $153,683 owing to PentaDeltex, and assumption by PentaDeltex of all obligations owed by Green Dolphin Systems Corporation to suppliers and on other accounts payable.  As the result of the above settlements of debts, Green Dolphin Systems Corporation effectively ceased operations on January 10, 2006 with the discontinued operations of its U.S. subsidiary.  On December 1, 2006, the Company changed its name to Gold Coast Mining Corporation and new corporate officers were appointed shortly after.  On January 17, 2007, the Company issued 97,100,000 shares of its common stock to unrelated parties in exchange for various mining rights.  The issuance of the 97,100,000 represented approximately 97.5% of the then outstanding shares.  The transaction resulted in a change in control of the entity.  The issuance of shares and change in control has been accounted for as a reverse acquisition followed by a recapitalization of the Company’s equity structure.  The stockholders obtaining control in the transaction is considered the accounting acquirer for financial reporting purposes.  Accordingly, the equity section of the financial statements have been presented displaying the recapitalization of shares held by the individuals obtaining control followed by the issuance of shares to the minority stockholders.

On November 13, 2009, the Company was reincorporated in the State of Wyoming. On November 23, 2009, the Company changed its name to Strategic Mining Corp.

On July 11, 2012, the board of directors of the Company (“the Board”) amended the Articles of Incorporation of the Company to increase its authorized common shares to unlimited.

Basis of Presentation

Basis of Presentation

The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  

Operating results for the three and six months ended June 30, 2012 are not necessarily indicative of the results that may be expected for the year ending December 31, 2012.  For further information, refer to the financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2011.

The Company is in the exploration stage in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 915 “Development Stage Entities”.

Disclosures about Offsetting Assets and Liabilities

In December 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities.” The amendments in this update require enhanced disclosures around financial instruments and derivative instruments that are either (1) offset in accordance with either ASC 210-20-45 or ASC 815-10-45 or (2) subject to an enforceable master netting arrangement or similar agreement, irrespective of whether they are offset in accordance with either ASC 210-20-45 or ASC 815-10-45. An entity should provide the disclosures required by those amendments retrospectively for all comparative periods presented. The amendments are effective during interim and annual periods beginning on or after  January 1, 2013. The Company does not expect this guidance to have any impact on its financial position, results of operations or cash flows.

Intangibles - Goodwill and Other

In July 2012, the FASB issued ASC Update No. 2012-02, “Intangibles - Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment” (“ASU 2012-02”). ASU 2012-02 provides companies with the option to assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If the Company concludes that it is more likely than not that the asset is impaired, it is required to determine the fair value of the intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying value in accordance with Topic 350. If the Company concludes otherwise, no further quantitative assessment is required. ASU-2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. The Company does not expect the adoption of ASU 2012-02 to impact its results of operations or financial position.

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2012	Aug. 17, 2012
Document and Entity Information [Abstract]
Entity Registrant Name	Strategic Mining Corp
Entity Central Index Key	0001490381
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Jun. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		356,553,635

XML

Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2012

Property, Plant, and Equipment

Property and equipment

	June 30, 2012			December 31, 2011
Infrastructure development	$	5,931		$	5,931
Telecom equipment		13,125			13,125
Equipment		47,500			47,500
Vehicle		30,625			30,625
Total equipment		97,181			97,181
Less: accumulated depreciation		(18,374	)		(18,374	)
Less; Impairment of equipment		(78,807	)		(78,807	)
Equipment, net	$	-		$	-

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Statements of Operations and Comprehensive Loss (Unaudited) (USD $)	3 Months Ended		6 Months Ended		65 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
EXPENSES
Consulting	$ 85,979	$ 39,968	$ 149,806	$ 78,801	$ 996,189
Exploration	71,312	86,469	131,771	155,297	1,084,797
Professional fees	48,888	32,097	64,450	39,774	204,264
Depreciation expense		9,188		18,374	18,374
Interest and bank charges	41,123	(3,200)	47,856	4,841	248,352
Incorporation tax					11,197
TOTAL OPERATING EXPENSES	247,302	164,522	393,883	297,087	2,563,173
LOSS FROM OPERATIONS	(247,302)	(164,522)	(393,883)	(297,087)	(2,563,173)
Impairment of equipment					(78,807)
Impairment of exploration properties					(459,698)
NET LOSS AND COMPREHENSIVE LOSS	$ (247,302)	$ (164,522)	$ (393,883)	$ (297,087)	$ (3,101,678)
LOSS PER WEIGHTED NUMBER OF SHARES OUTSTANDING - BASIC AND DILUTED	$ 0.00	$ 0.00	$ 0.00	$ 0.00
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING - BASIC AND DILUTED	163,821,574	158,343,294	161,355,642	158,343,294

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Convertible Promissory Notes

6 Months Ended

Jun. 30, 2012

Debt Disclosure [Abstract]

Convertible Promissory Notes

7.   CONVERTIBLE PROMISSORY NOTES

As of June 30, 2012 and December 31, 2011, respectively, the Company has convertible promissory notes payable as follows:

	June, 30			December 31,
	2012			2011
Asher Enterprises Inc.	$	157,250		$	-
Redwood Management, LLC		82,108			-
Atlas Equity Offshore, Ltd.		42,000			-
		281,358			-
Less proceeds receivable on convertible promissory notes		(55,500	)		-
Total loans payable	$	225,858		$	-

Asher Enterprises Inc. (“Asher”)

A convertible promissory note was issued to Asher Enterprises Inc. during the first quarter of 2012 in exchange for $50,000 in cash.  The note is unsecured, bears interest at 8% per annum, has a maturity date of November 6, 2012, and can be converted to shares of common stock.  The Company has the option within 120 days of the date of the note to prepay at 140% of the principal amount including accrued interest, or within 121-180 days of the note to prepay at 150% of the principal amount including accrued interest.  If any amount of principal or interest remains unpaid at the maturity date, the remaining amount will bear interest at a rate of 22% per annum.  Asher has the option to convert the principal amount of the note including accrued interest to shares of the Company’s common stock at a price of 55% of the average lowest three days trading price out of 17 days, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

A second convertible promissory note was issued to Asher during the first quarter of 2012 in exchange for $22,500 in cash.  The note is unsecured, bears interest at 8% per annum, has a maturity date of December 12, 2012, and can be converted to shares of common stock.  The Company has the option within 120 days of the date of the note to prepay at 140% of the principal amount including accrued interest, or within 121-180 days of the note to prepay at 150% of the principal amount including accrued interest.  If any amount of principal or interest remains unpaid at the maturity date, the remaining amount will bear interest at a rate of 22% per annum. Asher has the option to convert the principal amount of the note including accrued interest to shares of the Company’s common stock at a price of 55% of the average lowest three days trading price out of 17 days, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

The two convertible notes issued to Asher during the first quarter of 2012 for a total of $72,500 are in default, and as a result the Company owes $108,750,which includes a 50% penalty.

A convertible promissory note was issued to Asher during the second quarter of 2012 in exchange for $32,500 in cash.  Funds were not disbursed to the Company until the third quarter of 2012.  The convertible promissory note is unsecured, bears interest at 8% per annum, has a maturity date of April 1, 2013, and can be converted to shares of common stock.  The Company has the option within 120 days of the date of the note to prepay at 140% of the principal amount including accrued interest, or within 121-180 days of the note to prepay at 150% of the principal amount including accrued interest.  If any amount of principal or interest remains unpaid at the maturity date, the remaining amount will bear interest at a rate of 22% per annum. Asher has the option to convert the principal amount of the note including accrued interest to shares of the Company’s common stock at a price of 55% of the average lowest three days trading price out of ten days, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

During the second quarter of 2012, the Company entered into a debt assumption agreement with Asher whereby Asher assumed $16,000 of debt originally held by AGMC Ltd. In exchange for this debt assumption, the Company issued to Asher a convertible promissory note which bears interest at 10% per annum, matures on 28 March 2012 and is unsecured. The Company is not permitted to prepay any amounts of the convertible promissory note before maturity. Asher has the option, at any time or from time to time, to convert the principal amount of the convertible promissory note including accrued interest into shares of the Company’s common stock at a price of 58% of the average lowest three days trading price out of ten days, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

Atlas Equity Offshore, Ltd.  (“Atlas”)

A convertible promissory note was issued to Atlas during the second quarter of 2012 in exchange for $23,000 in cash.  Funds were not disbursed to the Company until the third quarter of 2012.  The convertible promissory note is unsecured, bears interest at 12% per annum, has a maturity date of June 27, 2013, and can be converted to shares of common stock.  The Company has the option at any time from the date of the note to prepay the convertible promissory note at 200% of the principal amount including accrued interest  Atlas has the option to convert the principal amount of the note including accrued interest to shares of the Company’s common stock at a price of 25% of the lowest trading price in 30 days, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

During the second quarter of 2012, the Company entered into a debt assumption agreement with Atlas whereby Atlas assumed $20,000 of the Company’s accounts payable. In exchange for this debt assumption, the Company issued to Atlas a convertible promissory note which bears interest at 12% per annum, matures on 15 June 2013 and is unsecured. The Company has the option at any time from the date of the agreement to prepay the convertible promissory note at 200% of the principal amount including accrued interest. Atlas has the option, at any time or from time to time, to convert the principal amount of the convertible promissory note including accrued interest into shares of the Company’s common stock at a price of 5% of the lowest trading price in five days, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

Redwood Management, LLC (“Redwood”)

A convertible debenture was issued to Redwood for $70,000 during the first quarter of 2012.  The convertible debenture is unsecured, bears interest at 12% per annum, has a maturity date of March 16, 2013, and can be converted to shares of common stock.  The Company has the option prior to the maturity date to prepay the note at 125% of the principal amount including accrued interest.  Redwood has the option to convert the principal amount, including accrued interest, of the note to shares of the Company’s common stock at a price of 55% of the lowest traded price, determined on the then current trading market for the Company’s common stock, for ten trading days prior to the conversion date.

During the first quarter of 2012, the Company entered into a debt assumption agreement with Redwood whereby Redwood assumed $182,708 of debt originally held by Frank Brodzik.  In exchange for this debt assumption, the Company issued to Redwood a convertible promissory note which bears interest at 12% per annum, matures on September 16, 2012 and is unsecured. The Company has the option at any time from the date of the agreement to prepay the convertible promissory note at 125% of the principal amount including accrued interest. Atlas has the option, at any time or from time to time, to convert the principal amount of the convertible promissory note including accrued interest into shares of the Company’s common stock at a price of 55% of the lowest five days trading price, determined on the then current trading market for the Company’s common stock, prior to the conversion date.

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Loans Payable to Related Parties

6 Months Ended

Jun. 30, 2012

Payables and Accruals [Abstract]

Loans payable to related parties

6.   LOANS PAYABLE TO RELATED PARTIES

As of June 30, 2012 and December 31, 2011, respectively, the Company has loans payable to related parties as follows:

	June 30,		December 31,
	2012		2011
AGMC LTD.	$	-	$	16,000
Frank Brodzik		160,818		191,726
Magma Gold Corporation		5,000		66,000
Total loans payable	$	165,818	$	273,726

The above loans are due to stockholders or companies controlled by stockholders of the Company.  All loans payable bear interest at 4% per annum, are unsecured and due on demand.

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Property and Equipment (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Summary of property and equipment
Total equipment	$ 97,181	$ 97,181
Less: accumulated depreciation	(18,374)	(18,374)
Less; Impairment of equipment	(78,807)	(78,807)
Equipment, net
Infrastructure development [Member]
Summary of property and equipment
Total equipment	5,931	5,931
Telecom equipment [Member]
Summary of property and equipment
Total equipment	13,125	13,125
Equipment [Member]
Summary of property and equipment
Total equipment	47,500	47,500
Vehicles [Member]
Summary of property and equipment
Total equipment	$ 30,625	$ 30,625

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Loans Payable to Related Parties (Tables)

6 Months Ended

Jun. 30, 2012

Payables and Accruals [Abstract]

Loans payable to related parties

	June 30,		December 31,
	2012		2011
AGMC LTD.	$	-	$	16,000
Frank Brodzik		160,818		191,726
Magma Gold Corporation		5,000		66,000
Total loans payable	$	165,818	$	273,726

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General Business Risks

6 Months Ended

Jun. 30, 2012

Risks and Uncertainties

General Business Risks

10.   GENERAL BUSINESS RISKS

A significant portion of the Company's assets are located in the Republic of Guinea and Vietnam and changes in the political and economic policies of these governments could have a significant impact upon what business the Company may be able to conduct in these countries and accordingly on the results of its operations and financial condition. The business operations may be negatively affected by the current and future political environment in these countries. The governments of the Republic of Guinea and Vietnam exert substantial influence and control over the manner in which the Company must conduct their business activities. The Company’s ability to operate in these countries may be affected by changes in laws and regulations, including those relating to taxation, import and export tariffs, raw materials, environmental regulations, land use rights, exploration properties and other matters.

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Capital Stock

6 Months Ended

Jun. 30, 2012

Equity [Abstract]

Capital stock

8.   CAPITAL STOCK

On July 11, 2012, the board of directors amended the Articles of Incorporation of the Company to increase its authorized common shares to unlimited.

In March 2012 the Company issued 15,829,295 shares of common stock to Asher in exchange for $66,000 of a convertible promissory note, based upon 55% of the average of the three lowest trading prices of the stock within the week preceding the conversion notices.

During the six months ended 30 June 2012, the Company issued 103,451,037 shares of common stock to Redwood in exchange for $170,600 of a convertible promissory note, based upon 55% of the lowest trading price of the stock within the five days preceding the conversion notices.

In March 2012, the Company cancelled 14,350,030 shares of common stock which were previously issued in the prior fiscal year in settlement of loans payable to related parties.  The Company has assumed the original debt in the amount of $215,250 in exchange for the cancellation of the shares.

The process of initiating a Reserve Equity Financing (the “REF Agreement”) with AGS Capital Corp. (“AGS”), for a total available financing of $5,000,000, commenced in the first quarter of 2012.  This required issuance of 2,325,581 in restricted shares of common stock to AGS in exchange for $20,000 in services to allow for preparation of the related documents and discussions. Additional restricted shares of common stock of 30,978,934 were issued to AGS on April 16, 2012 as commitment shares required under the REF Agreement.  These shares represent 3% ($150,000 value at the time of issuance) of the $5,000,000 available financing under the REF agreement.

In the second quarter of 2012, the Company issued 15,384,615 shares of common stock to Atlas in exchange for $1,000 of a convertible promissory note, based upon 5% of the lowest market value in the past five days prior to the conversion date.

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Related Party Transactions

6 Months Ended

Jun. 30, 2012

Related Party Transactions [Abstract]

Related Party Transactions

9.   RELATED PARTY TRANSACTIONS

The following transactions with related parties were in the normal course of operations and were measured at the exchange value, which represented the amount of consideration established and agreed to by the related parties.

Related party transactions not disclosed elsewhere in these financial statements are as follows:

Included in accounts payable as of June 30, 2012, is $425,985 (December 31, 2011 - $227,037) due to various current and former directors, officers and stockholders of the Company (or companies controlled by) for consulting fees rendered and/or expense reimbursements, subject to normal trade terms.

During the three months ended June 30, 2012, the Company recorded $62,669 (three months ended June 30, 2011 - $20,000) of consulting fees to various current and former directors, officers and stockholders of the Company.

During the three months ended  June 30, 2012, the Company recorded $71,312 (three months ended June 30, 2011 - $21,600) of exploration costs to companies controlled by various current and former directors and stockholders of the Company.

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Subsequent Events

6 Months Ended

Jun. 30, 2012

Subsequent Events

Subsequent Events

11.   SUBSEQUENT EVENTS

In the third quarter of 2012, the Company issued an additional 27,636,363 shares of common stock to Redwood in exchange for an additional $7,600 of the Frank Brodzik debt assumption by Redwood as discussed in note 8.

In the third quarter of 2012, the Company issued 35,000,000 shares of common stock to Asher in exchange for $16,000 of the AGMC Ltd. debt assumption by Asher as discussed in Note 8.

In the third quarter of 2012, the Company issued 35,650,000 shares of common stock to Atlas in exchange for $713 of accounts payable assumption by Atlas as discussed in Note 8.

On July 11, 2012, the Board amended the Articles of Incorporation of the Company to increase its authorized common shares to unlimited.

On July 5, 2012, the Company reached a settlement with a shareholder for $6,250.  Legal costs related to this settlement were $2,750.

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Nature of Business, Organization and Basis of Presentation (Details) (USD $)	1 Months Ended
	Jan. 31, 2007	Jun. 10, 2006
Nature of business, organization and basis of presentation (Textual)
Forgiveness of debt in exchange of assets		$ 263,717
Forgiveness of additional owing in exchange of assets		$ 153,683
Common stock in exchange for various mining rights	97,100,000
Percentage of common stock issued in exchange for various mining rights	97.50%

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Loans Payable to Related Parties (Details Textual)	Jun. 30, 2012
Loans Payable to Related Parties (Textual)
Interest on loans payable to related parties	4.00%

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Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended		65 Months Ended
	Jun. 30, 2012	Jun. 30, 2011	Jun. 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (393,883)	$ (297,087)	$ (3,101,678)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		18,374	18,374
Impairment of exploration properties and equipment			538,505
Stock-based compensation		3,333	72,742
Shares issued for services	50,979		176,778
Interest accrued on converted loans	45,916	5,147	96,106
Changes in operating assets and liabilities:
Accounts payable	129,577	152,156	842,854
CASH USED IN OPERATING ACTIVITIES	(167,411)	(153,077)	(1,356,319)
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of exploration properties		(25,000)	(573,879)
CASH USED IN INVESTING ACTIVITIES		(25,000)	(573,879)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible promissory notes	142,500		142,500
Proceeds from related party loans	24,500	175,725	1,542,719
Issuance of common stock			245,100
CASH PROVIDED BY FINANCING ACTIVITIES	167,000	175,725	1,930,319
NET (DECREASE) INCREASE IN CASH	(411)	(2,352)	121
CASH, BEGINNING OF PERIOD	532	2,600
CASH, END OF PERIOD	121	248	121
Non-Cash Investing and Financing Activities:
Shares issued for acquisition of exploration properties			10,000
Convertible promissory notes issued in exchange for debt assumptions	264,708		264,708
Shares issued on conversion of promissory notes	237,600		1,900,664
Shares issued in settlement of accounts payable			31,918
Debt assumed in exchange for share cancellations	215,250		215,250
Shares cancelled for debt assumptions	$ (215,250)		$ (215,250)

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Property and Equipment

6 Months Ended

Jun. 30, 2012

Property, Plant, and Equipment

Property and Equipment

5.   PROPERTY AND EQUIPMENT

As of June 30, 2012 and December 31, 2011, respectively, equipment is as follows:

	June 30, 2012			December 31, 2011
Infrastructure development	$	5,931		$	5,931
Telecom equipment		13,125			13,125
Equipment		47,500			47,500
Vehicle		30,625			30,625
Total equipment		97,181			97,181
Less: accumulated depreciation		(18,374	)		(18,374	)
Less; Impairment of equipment		(78,807	)		(78,807	)
Equipment, net	$	-		$	-

Depreciation expense for the three months ended June 30, 2012 and for the year ended December 31, 2011 was $0.00 and $18,374, respectively. During the year ended December 31, 2011, the Company recorded an impairment of property and equipment of $78,807.  The impairment was based on an assessment by management which concluded that an impairment loss on obsolete and lost items was considered necessary.

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Convertible Promissory Notes (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Convertible promissory notes payable
Loans payable, Gross	$ 281,358
Proceeds From Collection Of Convertible Promissory Notes Receivable	(55,500)
Total loans payable	225,858
Asher Enterprises Inc. [Member]
Convertible promissory notes payable
Loans payable, Gross	157,250
Redwood Management, LLC [Member]
Convertible promissory notes payable
Loans payable, Gross	82,108
Atlas Equity Offshore Ltd [Member]
Convertible promissory notes payable
Loans payable, Gross	$ 42,000

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Convertible Promissory Notes (Tables)

6 Months Ended

Jun. 30, 2012

Debt Disclosure [Abstract]

Convertible promissory notes payable

	June, 30			December 31,
	2012			2011
Asher Enterprises Inc.	$	157,250		$	-
Redwood Management, LLC		82,108			-
Atlas Equity Offshore, Ltd.		42,000			-
		281,358			-
Less proceeds receivable on convertible promissory notes		(55,500	)		-
Total loans payable	$	225,858		$	-