FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * BINGHAM MERLIN   2. Issuer Name and Ticker or Trading Symbol METALLINE MINING CO [MMG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President (Last) (First) (Middle) 1330 E. MARGARET AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 02/11/2009 (Street) COEUR D'ALENE, ID 83815 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock               1,330,639 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Options (1)

$ 2.59

05/01/2006

05/01/2016

Common Stock

1,000,000

1,000,000

D

Stock Options (2)

$ 2.15

03/01/2001

03/01/2010

Common Stock

100,000

100,000

D

Stock Options (3)

$ 1.32

10/04/2001

10/04/2010

Common Stock

50,000

50,000

I

By Spouse

Stock Options (4)

$ 2.18

01/18/2008

01/18/2018

Common Stock

150,000

150,000

D

Stock Options (5)

$ 0.34

02/11/2009

A

103,000

02/11/2009

02/11/2019

Common Stock

103,000

$ 0

103,000

D

Stock Options (6)

$ 0.34

02/11/2009

A

82,250

02/11/2009

02/11/2019

Common Stock

82,250

$ 0

82,250

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BINGHAM MERLIN 1330 E. MARGARET AVENUE COEUR D'ALENE, ID 83815	X		President

Signatures

/s/ Merlin Bingham		02/12/2009
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Options granted pursuant to the Company's 2006 Stock Option Plan on May 1, 2006. This transaction is exempt from 16(b) pursuant to Rule 16b-3(d).
(2)	Options granted pursuant to the Company's 2000 Equity Incentive Plan on March 1, 2001.
(3)	Options granted pursuant to the Company's 2000 Equity Incentive Plan on October 4, 2001 and were later amended on October 4, 2006.
(4)	Options granted pursuant to the Company's 2006 Stock Option Plan on January 18, 2008, the options vest either: (i) 50,000 immediately, 50,000 on January 1, 2009 and 50,000 on January 1, 2010 or (ii) 100% upon a merger, acquisition, sale or a change in control. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d).
(5)	Options granted pursuant to the Company's 2000 Equity Incentive Plan, the options vested immediately upon grant.
(6)	Options granted pursuant to the Company's 2006 Stock Option Plan, the options vested immediately upon grant.

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