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

FORM 12b-25
NOTIFICATION OF LATE FILING

(Check One):
_____ Form 10-K  ___Form 20-F  ___Form 11-K   X Form 10-Q   ___Form N-SAR   ___Form N-CSR

FOR PERIOD ENDED: July 31, 2006

[  ] Transition Report on Form 10-K
[  ] Transition Report on Form 20-F
[  ] Transition Report on Form 11-K
[  ] Transition Report on Form 10-Q
[  ] Transition Report on Form N-SAR
For the Transition Period Ended: _______________________________

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: _______________________
 

PART I - REGISTRANT INFORMATION

METALLINE MINING COMPANY  
Full Name of Registrant
 
________________________
Former Name if Applicable

1330 E. Margaret Ave.     
Address of Principal Executive Office (Street and Number)

Coeur d’Alene, ID 83815  
City, State and Zip Code

PART II - RULES 12b-25(b) and (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

[X]
(a)
The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; and

[X]
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report of transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and

[    ]
(c)
The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

 
 

 
PART III - NARRATIVE

State below in reasonable detail the reasons why the Form 10-K, Form 20-F, Form 11-K, Form 10-Q, Form N-SAR, or the transition report or portion thereof, could not be filed within the prescribed time period. (Attach extra sheets if needed.)

The President of the Company is out of the country and has not had the opportunity to review in depth the Form 10-QSB.
 
PART IV - OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification:
 
 Theresa M. Mehringer, Esq.
      (303)                 796-2626
 (Name)
  (Area Code) (Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months (or for such shorter) period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s). [ X ] Yes [  ] No

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? [X] Yes [  ] No If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

METALLINE MINING COMPANY
(Name of Registrant as specified in charter)

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

     
Date: September 15, 2006 By:   /s/ Wayne L. Schoonmaker
 
Wayne L. Schoonmaker,
Chief Accounting Officer
 
ATTENTION

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 
 
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ATTACHMENT 1 TO
FORM 12b-25
NOTIFICATION OF LATE FILING

For the period ended July 31, 2006, the Company had a substantial increase in general and administrative expenses, and therefore a substantially greater net loss from operations compared to the period ended July 31, 2005. Since July 2005, the Company received funding from one private placement that closed in March 2006, which provided the Company with the financial resources necessary to increase its operations and drilling projects, and resulting in an increase in exploration-related expenditures. As a result, the Company’s operations for the period ended July 31, 2006 are substantially greater than the corresponding period in 2005. This resulted in a net loss for the nine months ended July 31, 2006 of more than two times greater than the net loss for the same nine month period in 2005.



 
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