Amazing Energy Oil and Gas Co. (fka AMAZ)

[eom7]

Who is Gold Crest Mines in Bed With?

The beginning…

In 2008, NovaGold achieved its objective of attaining significant value from its non-core assets by successfully moving its early-stage, greenfields exploration properties to Mantra Mining Inc. NovaGold became a significant shareholder in Mantra Mining, enabling NovaGold to participate in the upside as exploration and development of these projects proceeds
http://novagold.com/section.asp?pageid=3361

Mantra Closes Agreement to Acquire Alaska Properties

VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 10, 2009) - Mantra Mining Inc. (TSX VENTURE:MAN - News; "Mantra" or the "Company") announces that it has closed an agreement with NovaGold Resources Inc. ("NovaGold") and an affiliate of NovaGold to acquire 100% of NovaGold's interests in five properties in Alaska totaling approximately 397,680 acres of Alaska State mining claims, subject to filing of Mining Quitclaim Deeds in Alaska. These include the Colorado Creek and Tintina gold exploration properties and the Kugruk, Baird and Omilak polymetallic base metal properties (to view location map - Figure 1 please click on the following link: http://media3.marketwire.com/docs/0310man.pdf). In consideration for the acquisition of the five properties, the Company paid to NovaGold an aggregate of 3,125,000 shares of Mantra common stock, representing approximately 7% of the issued and outstanding common shares.

Raj Chowdhry, President of Mantra Mining said: "We are very pleased to have closed this transaction with NovaGold. We feel that there is excellent potential to advance the properties and add value for our shareholders. We are especially excited about the Tintina properties in the potential of the Kuskokwim gold belt (http://www.goldcrestminesinc.com/projects/alaska/kuskokwim.asp) and the Colorado Creek gold project in particular - this will no doubt be the focus of our exploration efforts this summer. Meanwhile we will evaluate strategic alternatives for the base metal assets."…Colorado Creek, Cripple Creek, and the tributaries which drain the property, have produced at least 265,000 ounces of placer gold (historical, unaudited).

Mantra Mining Inc.-Appoints Rick Van Nieuwenhuyse as Chairman of the Board of Directors and Appoints Jerry Zieg as Vice President Exploration

VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 23, 2009) - Mantra Mining Inc. (the "Company") (TSX VENTURE:MAN - News). The Company is pleased to announce that Rick Van Nieuwenhuyse, M.Sc., has been appointed as the Chairman of the Board of Directors of the Company. Mr. Van Nieuwenhuyse, the President and Chief Executive Officer of NovaGold Resources Inc., upon assuming management of NovaGold in 1998, successfully assembled a portfolio of world-class properties and a team of top industry professionals who turned NovaGold into one of North America's premier development stage mining companies, poised to become a mid-tier gold, silver and copper producer… Furthermore, Jerry Zieg, M.Sc., CPG has agreed to join the Company as the Vice President of Exploration. Jerry had joined NovaGold as a Senior Geologist for the Ambler project in 2005 and since 2006 had been responsible for the direction and oversight of the company's U.S. exploration efforts. Jerry has 30 years of experience as an exploration geologist working throughout the western U.S., Alaska, and internationally. Jerry's experience includes exploration for both sediment-hosted and volcanic-hosted massive sulfide deposits, porphyry copper deposits, epithermal gold deposits, sediment-hosted gold deposits, carbonate-hosted base metal deposits, and copper-cobalt and copper-nickel deposits, Prior to joining NovaGold, Jerry had spent 24 years working for Cominco American Inc. and later Teck Cominco American Inc. Jerry has an M.Sc. in geology and a B.A. in geology from University of Montana.

Mantra Negotiates Agreement to Acquire Interest in Alaska Properties

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 1, 2009) - Mantra Mining Inc. (TSX VENTURE:MAN - News; "Mantra" or the "Company") announces that it has entered into an agreement with Cougar Gold LLC ("Cougar"), a Delaware company having an office in Denver, Colorado, to acquire, directly or indirectly, Cougar's 55% interest in Golden Lynx LLC ("Golden Lynx"). Golden Lynx is currently the owner of 135 claims located in southwestern Alaska that comprise approximately 20,040 acres…Business terms
In order to maintain a 55% interest in Golden Lynx, Mantra must make capital contributions to Golden Lynx of US$321,000 by April 18, 2010 and a further US$1,500,000 by April 18, 2013, which amounts will be used to fund exploration expenditures on the properties owned by Golden Lynx. Mantra will have the right to acquire an additional 25% interest in Golden Lynx by making an additional capital contribution of US$2,500,000 by April 18, 2015.
The consideration payable by Mantra for the interest in Golden Lynx consists of 4,200,000 common shares (Our former partner, Cougar, got more shares than NovaGold and a larger % ownership for our land package) at a deemed price of C$0.50 per share, representing approximately 8.4% of the currently issued and outstanding common shares of Mantra, which will be issued to Cougar on the closing of the acquisition.

Mantra Mining Completes $5 Million Private Placement and Alaska Property Acquisition

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 20, 2009) - Mantra Mining Inc. ("Mantra" or the "Company") (TSX VENTURE:MAN) is pleased to announce that it has closed its non-brokered private placement previously announced on May 6, 2009 and the acquisition of interests in five claim blocks located in Alaska's Kuskokwim Mineral Belt previously announced on May 1, 2009.

Private Placement

The Company sold 14,471,757 units (the "Units") under its private placement at a price of $0.35 per Unit, for gross proceeds of $5,065,115. Each Unit is comprised of one common share and one share purchase warrant of the Company. Each warrant will entitle the holder, on exercise, to purchase one additional common share of the Company at a price of $0.50 per share for a period of three years from the date of issuance of the warrant…

Electrum Strategic Metals LLC ("Electrum") acquired 7,714,286 Units under the private placement (representing more than 50% of the private placement). The share purchase warrants to be issued to Electrum as part of its Units contain a restriction on exercise to the extent the exercise would bring the holdings of Electrum and its affiliates and joint actors to more than 19.99% of the issued and outstanding common shares of the Company…

Electrum may be considered a joint actor with Cougar Gold LLC ("Cougar"), the party with which Mantra entered into an agreement to acquire an interest in Golden Lynx LLC, as announced by Mantra on May 1, 2009. As a result of the 7,714,286 Units acquired by Electrum under the private placement and the issuance by Mantra to Cougar of 4,200,000 common shares of Mantra described below, Electrum reports that Electrum and parties that may be considered joint actors with Electrum now own and control 11,914,286 common shares, representing approximately 17.4% of the issued and outstanding common shares of Mantra. In addition, Electrum holds 7,714,286 share purchase warrants of Mantra (which are subject to the exercise restrictions described above). The 11,914,286 common shares and 7,714,286 share purchase warrants represent 25.7% of the issued and outstanding common shares of Mantra, calculated on a partially-diluted basis assuming the exercise of the 7,714,286 share purchase warrants. Electrum reports acquiring the Units for investment purposes. Electrum and/or its joint actors may increase or decrease securityholdings in Mantra for investment purposes.
• Raj Chowdhry (President of Mantra Mining Inc.) recently confirmed that Electrum Strategic Metals LLC ("Electrum") has agreed to acquire 7,714,286 Units of the upto 14,285,714 Units private placement (representing more than 50% of the private placement) announced on May 6, 2009 (News Release)."
Raj further stated “Having Electrum as a strategic partner will assist Mantra to become a serious entrant in the mining sector.” Electrum Strategic Metals LLC is a member of the privately-held Electrum Group of Companies, a recent investor in NovaGold Resources Inc., which is involved in precious metals exploration and development around the world.
Other members of the Electrum Group include Electrum Strategic Resources LLC, which owns a substantial interest in NovaGold Resources Inc., which owns a 50% interest in the 30 million ounce Donlin Creek deposit in Southwest Alaska, approximately 100 kilometers south of Mantra’s Colorado Creek Property; Electrum Ltd., which holds one of the world's largest and most diversified exploration portfolios comprising over 100 projects located in 16 countries in the Americas, Africa, Asia and Eastern Europe; Electrum Strategic Holdings LLC, which owns a strategic stake in a portfolio of exploration and development properties in Eastern Europe; .and Electrum USA Ltd., headquartered in Denver, Colorado, which manages the Electrum Group's exploration and development activities.

• NovaGold Announces US$60 Million Financing with Electrum Strategic Resources

January 2, 2009 - Vancouver, British Columbia - NovaGold Resources Inc. (the “Company” or "NovaGold") (TSX: NG, NYSE Alternext: NG) announced today that it has entered into a definitive agreement with Electrum Strategic Resources LLC (“Electrum”) providing for the sale to Electrum on a private placement basis of 46,153,847 Units for a purchase price of US$1.30 per Unit, for aggregate gross proceeds of US$60million. Each Unit consists of one common share of NovaGold and one common share purchase warrant of NovaGold (“Warrant”). Each Warrant entitles the holder thereof to acquire one common share of NovaGold for an exercise price of US$1.50 prior to 5:00p.m. (Toronto) on the fourth anniversary of the closing date.
Electrum Strategic Resources LLC is a New York-based private company. It is a member of the Electrum Group of Companies, which holds one of the largest and most diversified portfolios of precious metals exploration projects in the world. Upon closing of the proposed financing, Electrum would become NovaGold’s largest shareholder owning approximately 30% of the issued and outstanding common shares of the Company and would own approximately 46% if all Warrants were fully exercised.
“We are pleased to enter into a strategic alliance with NovaGold,” said William Natbony, Electrum Strategic’s Chief Executive Officer. “Our team is looking forward to working with NovaGold's management to develop the company's impressive mineral endowment, one of the largest in the world. The company is exceptionally well positioned to advance its operations along the value chain and maximize the returns for all shareholders.”
“We believe that Electrum’s strategic alliance with NovaGold recognizes the tremendous value of the Company’s key assets – its 50% stakes in two of the largest undeveloped gold and copper-gold deposits in the world,” said Rick Van Nieuwenhuyse, President and CEO of NovaGold. “This investment substantially strengthens NovaGold’s balance sheet and provides funding for the Company’s on-going commitments to advance our key projects toward development. This source of funding will also allow the Company to look at new opportunities that can provide future growth for the Company.”


FORM 10-Q
GOLD CREST MINES, INC.
(Exact name of registrant as specified in its charter)

Nevada 000-52392 82-0290112
(State or other jurisdiction of incorporation or organization) Commission file number (IRS Employer Identification Number)

724 E Metler Lane
Spokane Valley, WA
99206
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: [phone]


At August 6, 2009, 84,776,995 shares of the registrant’s common stock were outstanding.
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6747634-836-71142&type=sect&dcn=0001052918-09-000352

NOTE 4. Mineral Properties

The Company’s mineral properties consist of various mining claims in Alaska. The claims in Idaho are now subject to an asset purchase agreement, see “Asset Purchase Agreement” . The Company is in the business of exploration, development, and if warranted the mining of properties containing valuable mineral deposits. The focus of the Company’s exploration programs is directed at precious metals, primarily gold. The Company currently controls approximately 22,240 acres of land under State of Alaska jurisdiction, after having transferred 15,320 acres into the Golden Lynx, LLC, See “ Golden Lynx, LLC”. These claims are held under and are subject to the State’s mining laws and regulations. The Company or its joint venture partner is required to perform certain work commitments and pay annual assessments to the State of Alaska to hold these claims in good standing.

Golden Lynx, LLC

On April 18, 2008, the Company, through its wholly-owned subsidiary, Kisa, entered into an agreement with Cougar Gold LLC, a Delaware limited liability company, (“Cougar”), a greater than 5% shareholder, who is the operator of the Golden Lynx, LLC (“Golden Lynx”) and an affiliate of Electrum USA Ltd. Pursuant to this agreement, the Company transferred 15,320 acres under State of Alaska jurisdiction into Golden Lynx.

On May 1, 2009 Cougar transferred all of its membership interest in Golden Lynx and its economic interest therein to Mantra Mining, Inc., a British Columbia corporation (Mantra) and Mantra is now the manager of the Golden Lynx. The details below now incorporate the new terms of the agreement as well as substituting Manta in place of Cougar.

Mantra has an initial 55% interest and Kisa has an initial 45% interest in Golden Lynx. Per the agreement the management committee shall consist of one member appointed by Kisa and two members appointed by Mantra. The member with a percentage interest over 50% shall determine the decisions of the management committee. The members appointed Mantra as the manager with overall management responsibility for operations…


And Finally…

Mantra Mining Inc. to Change Its Name to TintinaGold Resources Inc.
VANCOUVER, BRITISH COLUMBIA--(Marketwire - 09/17/09) - Mantra Mining Inc. (TSX-V:MAN - News) ("Mantra" or the "Company") announces that the directors of the Company have approved changing the name of the Company to TintinaGold Resources Inc. ("TintinaGold") effective September 28, 2009, subject to regulatory and TSX Venture Exchange approval. Under the Company's articles, the name of the Company may be changed by a resolution of the directors. The Company expects the stock symbol for the Company to change concurrently with the proposed name change.
Rick Van Nieuwenhuyse, Executive Chairman said: "The name TintinaGold better reflects the company's focus on the Tintina Gold Belt, one of the more prolific and under explored gold belts in the world. With such world class assets as Donlin Creek (30 million ounce gold reserve owned by NovaGold and Barrick) and the Fort Knox Mine (400,000 a year annual producer owned by Kinross) and a host of recent new and exciting discoveries such as Livengood in Alaska and White Gold in the Yukon, we believe this is one of the hottest exploration venues in the world."

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MISC INFO
http://yahoo.brand.edgar-online.com/displayfilinginfo.aspx?FilingID=6499096-781-257407&type=sect&dcn=0001144204-09-015965
The following table sets forth information as of March 4, 2009 regarding the ownership of our Common Stock by:

• each person who is known by us to own more than 5% of our shares of common stock;

• each of our named executive officers and directors; and

• all of our executive officers and directors as a group.

The number of shares beneficially owned and the percentage of shares beneficially owned are based on 84,776,995 shares of common stock outstanding as of March 4, 2008.

For the purposes of the information provided below, beneficial ownership is determined in accordance with the rules of the SEC, and for each person includes shares that person has the right to acquire within 60 days following March 4, 2008 subject to options, warrants or similar instruments.

Name and Address of Beneficial Owner Amount and Nature of
Beneficial Owner Percent of Class
John P. Ryan
301 Central Ave., Apt. 384,
Hilton Head, SC 29926 3,535,000 4.17 %
Thomas H. Parker (1)
191 Somerset Dr., Kalispell, MT 59901 2,400,000 2.80 %
Bobby E. Cooper (2)
P.O. Box 69430, Tucson, AZ 85737 1,700,000 2.00 %
Robert W. O’Brien (3)
1511 S. Riegel Ct., Spokane, WA 99212 3,272,963 3.85 %
Terrence J. Dunne (4)
1224 W. Riverside Ave., Apt 1006
Spokane, WA 99201 10,259,464 11.87 %

46
________________________________________

Daniel R. McKinney Sr. (5)
607 S. Government Way, Spokane, WA 99224 1,512,000 1.78 %
Matt J. Colbert (6)
724 E. Metler Lane, Spokane, WA 99218 125,000 0.15 %
Total of all executive officers and directors
(7 individuals) (7) 22,804,427 25.86 %

Howard M. Crosby (8)
P.O. Box 2056, Walla Walla, WA 99362 5,250,000 6.07 %
Tony Alford (9)
7040 Interlaken Dr., Kernersville, NC 27284 6,782,960 7.91 %
Frank D. Duval (10)
P.O. Box 687, Veradale, WA 99037 7,185,000 8.26 %
Cougar Gold LLC (11)
1700 Lincoln St., Ste 2600,
Denver, CO 80203 5,666,667 6.68 %

________________________________________
(1) Includes 670,000 shares issuable upon the exercise of vested options and 250,000 shares issuable upon the exercise of a warrant.
(2) Includes 250,000 shares issuable upon the exercise of a warrant.
(3) Includes 219,028 shares issuable upon the exercise of a warrant.
(4) Includes 3,000,000 shares owned by Cork Investments, Inc. all of which are controlled by Mr. Crosby. Also includes 1,500,000 shares issuable upon the exercise of vested options and 159,660 shares issuable upon the exercise of a warrant.
(5) Includes 200,000 shares issuable upon the exercise of a warrant. Also includes 18,500 shares held in spouses IRA.
(6) Includes 125,000 shares issuable upon the exercise of vested options.
(7) Includes 3,995,000 shares issuable upon the exercise of vested options and 1,258,567 shares issuable upon the exercise of warrants.
(8) Includes 1,500,000 shares issuable upon the exercise of vested options and 179,879 shares issuable upon the exercise of a warrant.
(9) Mr. Alford is not an Officer or Director of the Company but is a 5% or greater shareholder. Includes 1,000,000 shares issuable upon the exercise of a warrant. The shares were verified by the Columbia Stock Transfer Company and by a NOBO listing obtained by Broadridge with a record date of March 4, 2009.
(10) Mr. Duval is not an Officer or Director of the Company but a 5% or greater shareholder. Includes 2,000,000 shares issuable upon the exercise of vested options and 166,433 shares issuable upon the exercise of a warrant. Includes 416,667 shares owned by St. Louis Drumlummon, all of which are controlled by Mr. Duval. The shares were verified by the Columbia Stock Transfer Company and by a NOBO listing obtained by Broadridge with a record date of March 4, 2009.
(11) Cougar Gold LLC is a 5% or greater shareholder. The shares were verified by the schedule 13G filed with the Securities and Exchange Commission on June 16, 2008.

There are no arrangements known to the Company, the operation of which may at a subsequent time result in the change of control of the Company.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

During the years ended December 31, 2008 and 2007, and to date in 2009, the following related transactions occurred:

During the year ended December 31, 2007, the Company awarded 2,000,000 stock options to Frank D. Duval, a greater than 5% (five percent) shareholder. This stock option award was recorded as professional consulting fees of $357,099.

During the year ended December 31, 2007, the Company awarded 1,500,000 stock options to Terrence J. Dunne while serving as Chief Financial Officer and Director of the Company. The award was not related to his services as CFO or Director, but for consulting services and guaranteeing a line of credit. This stock option award was recorded as professional consulting fees of $267,825.

During the year ended December 31, 2007, the Company awarded 1,500,000 stock options to Howard M. Crosby while serving as a Director of the Company. The award was not related to his services as Director, but for consulting services and guaranteeing a line of credit. This stock option award was recorded as professional consulting fees of $267,825.

On March 26, 2008, Terry Dunne, the Secretary/Treasurer and a director of the Company exercised 71,788 warrants to purchase shares at $0.30 per share and paid the Company $21,536. Also on April 28, 2008 he exercised another 23,333 warrants to purchase shares at $0.30 per share and paid the Company $7,000. The warrants were part of the November 2007 private placement.

On March 26, 2008, Howard Crosby, a director of the Company exercised 90,340 warrants to purchase shares at $0.30 per share and paid the Company $27,102. The warrants were part of the November 2007 private placement.

On March 26, 2008, Frank Duval, a greater than 5% shareholder of the Company exercised 66,900 warrants to purchase shares at $0.30 per share and paid the Company $20,070. Also on April 28, 2008 he exercised another 16,667 warrants to purchase shares at $0.30 per share and paid the Company $5,000. The warrants were part of the November 2007 private placement.

On April 23, 2008, the Company issued 1,666,667 shares at $0.15 per share for total cash received of $250,000 to Cougar Gold LLC, a greater than 5% shareholder. The shares were part of the Golden Lynx LLC we entered into on April 18, 2008. See “Note 5. Mineral Properties - Golden Lynx, LLC” to our consolidated financial statements for further details.

On June 1, 2007, the Company entered into a twenty-one month consulting agreement with Janice Duval, the wife of Frank Duval, a greater than 5% (five percent) shareholder, as payment for professional services rendered to the Company. The agreement is for $3,000 per month for twenty-one months ending February 2009. During the year ended December 31, 2008 the Company paid Mrs. Duval $6,000 and accrued in accounts payable another $30,000.

On June 16, 2008, the Company issued 3,000,000 shares at $0.10 per share for total cash received of $300,000 to Cougar Gold LLC, a greater than 5% shareholder. The shares were part of the letter of intent with Cougar Gold for a joint venture on our Idaho properties. See “Note 5. Mineral Properties - Letter of Intent with Cougar” to our consolidated financial statements for further details.

On August 26, 2008, the Company issued 500,000 shares at $0.10 per share for total cash received of $50,000 to Cougar Gold LLC, a greater than 5% shareholder. The shares were part of the sixty day extension to the letter of intent with Cougar Gold for them to perform additional due diligence on the property. As part of the extension deal, if Cougar Gold decided not to go forward with the Idaho joint venture then the Company would issue another 500,000 shares at no cost to Cougar Gold bringing the average share price down to $0.05 per share. On September 9, 2008, after being informed by Cougar Gold that they did not intend to go forward with the joint venture on our Idaho properties we issued the other 500,000 shares at no cost. See “Note 5. Mineral Properties - Letter of Intent with Cougar” to our consolidated financial statements for further details.

On March 13, 2009 the Company signed a Purchase Agreement (the "Agreement") with Frank Duval, a related party who owns greater than 5% of the outstanding shares of the Company, as an individual or agent for and on behalf of a company to be formed for the purpose of acquiring the mining claims the subject of the Agreement (the “Purchaser”).


Under the terms of the Agreement we sold all of the Company’s rights, title and interest in and to our 46 unpatented federal mill site claims and 185 unpatented federal lode claims in the Stibnite District of Idaho known as our Golden Meadows Project. In addition, the Company also agreed to assign its rights under the Mining Lease and Option to Purchase Agreement with the Bradley Mining Company, the Option and Royalty Sales Agreement with the heirs of the Estate of J.J. Oberbillig, and Option and Real Property Sales Agreement with JJO, LLC to the Purchaser. The selling price for the claims and the assignment of the agreements is $50,000 payable as follows:

(a) $25,000 within 10 days of the execution of the Agreement, and

(b) $25,000 October 1, 2009.

As part of the Agreement, the Purchaser is required to timely pay the BLM fees required to maintain the claims in good standing for the 2009 assessment year unless Purchaser shall notify the Company in writing, no later than August 1, 2009, of its intent not to proceed with the purchase of the Claims. If Purchaser gives notice of intent not to proceed with the purchase of the Claims, then the $25,000 initial payment shall be forfeited to the Company.