Item 3.02 Unregistered Sales of Equity Securities

On October 16, 2009, Metalline Mining Company (the "Company") issued 2,440,000 shares of common stock to three accredited investors upon the exercise of warrants. The Company received aggregate proceeds of $836,000 upon the exercise of the warrants. Of the warrants exercised, 1,750,000 were exercised at $0.32 per share and 690,000 were exercised at $0.40 per share. The Company relied on the exemptions from registration provided by Section 4(2) under the Securities Act of 1933, and Rule 506 of Regulation D promulgated thereunder for this issuance. No commissions or other remuneration were paid in connection with this issuance.