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TIMBERLINE RESOURCES CORP FILES (8-K) Disclosing Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Regulation FD Disclosure

May 23, 2014



Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On May 19, 2014, Timberline Resources Corporation (the "Registrant") received notice from the NYSE MKT LLC (the "Exchange") that the Company is not in compliance with one of the Exchange's continued listing standards as set forth in Part 10 of the NYSE MKT Company Guide (the "Company Guide"). Specifically, the Registrant is not in compliance with Section 1003(f)(v) of the Company Guide in that the Exchange has determined that the Registrant's securities have been selling for a low price per share for a substantial period of time and that the Registrant's continued listing is predicated on it effecting a reverse stock split of the Registrant's common stock within a reasonable period of time, which the Exchange has determined to be no later than November 19, 2014.

The Registrant informed the Exchange that in connection with the Registrant's proposed arrangement with Wolfpack Gold Corp. ("Wolfpack"), whereby the Registrant will acquire all of the issued and outstanding common shares of Wolfpack Gold (Nevada) Corp., a wholly-owned subsidiary of Wolfpack, the Registrant is seeking stockholder approval to effect a reverse stock split to occur at such time and on such ratio as determined by the Registrant's Board of Directors.

Item 7.01 Regulation FD Disclosure.

On May 23, 2014, the Registrant issued a press release attached hereto as Exhibit 99.1 announcing its receipt of a notice of non-compliance from the NYSE MKT. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press releases is deemed to be "furnished" and shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as amended. The information set forth in Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

Item 9.01 Exhibits

Exhibit Description 99.1 Press Release, dated May 23, 2014 *



*This Exhibit relating to Item 7.01 are intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.

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Source: Edgar Glimpses


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