Annual Report (10-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2018

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 000-17106

LKA GOLD INCORPORATED

(An Exploration Stage Company)

(Exact name of registrant as specified in its charter)

Delaware	91-1428250
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

3724 47 ^th Street Ct. N.W.

Gig Harbor, Washington 98335

(Address of principal executive offices)

(253) 514-6661

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes [ ] No [X]

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

(1) Yes [X] No [ ] (2) Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files. Yes [ ] No [X]

Indicate by check mark if disclosure of delinquent filers pursuant to item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company:


Large accelerated filer [ ]	Accelerated filed [ ]
Non-accelerated filer [ ] Emerging growth company [ ]	Smaller reporting company [X]

If an emerging growth company, indicate by check mark if the registrant has elected to not use the extended transition period for complying with any new or revisited financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes [ ] No [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second quarter.

The market value of the voting and non-voting common stock is $1,394,409 based on 7,746,715 shares held by non-affiliates. The shares were valued at $0.18 per share, that being the closing price on June 30, 2018, the last business day of the registrant's most recently completed second quarter. Gary makes this computation

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Not applicable.

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.

As of April 22, 2018, the registrant had 27,697,684 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

See Part IV, Item 15.

PART I

FORWARD LOOKING STATEMENTS

In this Annual Report, references to "LKA International," "LKA," the "Company," "we," "us," "our" and words of similar import) refer to LKA International, Inc., a Delaware corporation, the registrant.

Statements made in this Form 10-K which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and business of LKA. Such forward-looking statements include those that are preceded by, followed by or that include the words "may", "would", "could", "should", "expects", "projects", "anticipates", "believes", "estimates", "plans", "intends", "targets" or similar expressions.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, in addition to those contained in this Annual Report: general economic or industry conditions nationally and/or in the communities in which we conduct business; fluctuations in global gold and silver markets; legislation or regulatory requirements, including environmental requirements; conditions of the securities markets; competition; our ability to raise capital; changes in accounting principles, policies or guidelines; financial or political instability; acts of war or terrorism; and other economic, competitive, governmental, regulatory and technical factors affecting our operations, products, services and prices.

Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. LKA does not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

ITEM 1. BUSINESS

Business Development

LKA International, Inc. was incorporated on March 15, 1988, in the State of Delaware. Since our inception, our authorized capital has been 100,000,000 shares, consisting of 50,000,000 shares of common stock with a par value of one mill ($0.001) per share, and 50,000,000 shares of preferred stock, also with a par value of one mill per share. LKA owns certain real and personal property interests including patented and unpatented mining claims, buildings, fixtures, improvements, equipment, and permits situated near Lake City, Colorado, which are described below. LKA's activities associated with these properties have been sporadic since they were acquired by its predecessor in December 1982.

The Lake City, Colorado Properties.

The Ute-Ulay silver mine and milling facility and the Golden Wonder gold mine (respectively, the "Ute-Ulay Property" and the "Golden Wonder Property" or, collectively, the "Properties"), consist of certain patented and unpatented mining claims and a milling facility located in Hinsdale County, Colorado. In December 1982, our predecessor, LKA Holdings, Inc., a Utah corporation ("LKA Utah") acquired a 51% interest in the Properties from Lake City Mines, Inc., a Colorado corporation ("Lake City Mines"), which retained the remaining 49% interest. Immediately after the acquisition, LKA Utah assigned 90% of its interest in the future proceeds that it had the right to receive from the Properties to Caldera Partners Limited Partnership, a Washington limited partnership ("Caldera") in return for approximately $1.6 million, which LKA used to develop the Properties. As a result, Caldera owned a 45.9% interest in the future proceeds that LKA Utah had the right to receive on the Properties. LKA's President, Kye A. Abraham, is Caldera's Managing Partner. Subsequent to a bankruptcy filing by Lake City Mines in February 1984, LKA acquired Lake City Mine's interest in the Properties through a Sheriff's sale.

On March 1, 2005, the Company completed the acquisition of Caldera's 45.9% interest in the Golden Wonder and Ute Ulay mines. Per the terms of the agreement, the Company agreed to issue Caldera 6,434,042 pre-split "unregistered" and "restricted" shares of common stock in exchange for Caldera's interest in the mines and the full satisfaction of all receivables due to Caldera from the Company. Caldera was also relieved of any future obligations to contribute further exploration, construction and property reclamation funds.

Description of Business

Exploratory Mining:

LKA's initial early exploration program, which began in November 2008, involved exploratory mining, underground drilling, sampling, and assaying for the purpose of identifying new production zones within the mine or extensions of previous production zones beyond the mine's existing workings. Exploration efforts were focused on identifying new bonanza-grade ore zones similar to the high-grade zones (veins) within the mine that previously yielded, during commercial production, over 133,701 oz. of gold at an average ore grade of 16.01 ounces gold per ton. Drilling and drifting (exploratory mining) along the vein structure was LKA's primary method of exploration, the same method which lead to the discovery of the first high-grade gold deposit. Vein material extracted during the entire exploration process has yielded 7,730 ounces of gold with a net value, at the time of sale, of $5,930,380. Sales of enriched vein material have offset a majority of LKA's exploration cost to date. LKA has, as of the date of this report, shipped and sold 38 bulk samples of crushed, enriched vein material containing 4,910 ounces of gold. Net receipts from gold sales during this period have exceeded $5.17 million. Shipments for 2009 - 2015 are as follows:

Ave Grade
	Tons	Oz/ton	Gold (Oz)
2009	88	3.82	337
2010	559	1.07	599
2011	454	1.44	653
2012	861	1.55	1,335
2013	732	1.13	830
2014	439	2.10	925
2015	118	1.95	231

There were no shipments or exploratory mining during 2017 and 2018 due to a shift in LKA's exploration strategy which was to be partially determined by, and dependent on, the Kinross exploration results. To date, all shipments of gold bearing vein material have been made to TCB International, Klondex Mines, Teck, Yukon- Nevada Gold, Kinross Gold Corp and Freeport McMoRan. Currently there are no established reserves and all of LKA's efforts are exploratory in nature. Detailed information concerning these shipments and earlier commercial production may can be found on the Company's website at: http://lkagold.com/Home.html

Kinross Surface Evaluation & Drilling Program (2015-2017):

In early July 2015, LKA executed an "Exploration Agreement & Option" with Kinross Gold U.S.A., Inc. for the purpose of expanding its Golden Wonder Mine exploration beyond LKA's active workings Through July of 2017, Kinross geologists conducted a comprehensive geochemical analysis and mapping of the surface area on and around the Golden Wonder mine and subsequently conducted a drilling program designed to test at least six newly discovered areas (hereinafter referred to as faults/halos/zones/targets) possessing geochemical characteristics similar to those found at the original Golden Wonder deposit. Kinross drilled only five holes from two of the four permitted drill sites. Despite what LKA management and the Company's experts considered encouraging results that warranted follow-up drilling, Kinross informed LKA in September of 2017 that they were discontinuing the exploration program. All exploration results (surface evaluation, drilling, mapping, and assays) results were provided to LKA before Kinross terminated the exploration program.

Newly Discovered Structures by Kinross:
The existence of multiple fault zones and geochemistry halos (potential locations for new high-grade ore zones) immediately up the hill, and for a substantial distance, beyond the original Golden Wonder discovery, provide exploration guides for the property that were not previously defined or understood. These structures are now the focal points for future Golden Wonder exploration....the search for additional high-grade ore shoots. Consequently, in the opinion of LKA's project geologist, LKA's exploration risk, in terms of money required to identify prospective targets, may have been significantly reduced.

Proposed Drilling Plan (2019):
The newly planned Golden Wonder drilling program by LKA will be driven by the information and data generated by the Kinross exploration program. Kinross completed a very limited five-hole program that tagged mineralization on or near three structures. Their holes 16-01 and 16-02 apparently were drilled to test a structure they named the Red Cloud vein that is just north of and parallel to the Golden Wonder vein and to continue to the Golden Wonder vein. Hole 16-01 intersected two zones of anomalous gold mineralization that may represent these structures, but high in the system above the boiling zone. Holes 17-03 and 17-04 were likely drilled to intersect the Golden Wonder vein northeast of the historic workings. Both holes hit gold-bearing telluride. Where the vein was intersected, contact was made both above and below the projected boiling zone horizon, which is where ore would most likely occur.

Despite that, the holes intersected mineralization, suggesting the ore system continues northward and eastward. Hole 17-05 was likely drilled to test the 3 Cabin zone near its intersection with the Golden Wonder vein. Although the hole hit spots with anomalous gold in the upper and middle potions of the hole, it appears to have been drilled east of the structure and not to have reached the Golden Wonder vein.

According to LKA project geologist, Rauno Perttu, "…It is important to remember that the Golden Wonder ore body, although extremely high-grade and valuable, was very limited in area. This means individual drill holes can miss a new ore shoot even when drilling across an ore-bearing structure. The mineralization in Kinross's drill holes suggests they hit potential ore structures even if they didn't hit another Golden Wonder style ore shoot. They also didn't drill their best newly identified targets, probably because they are located further out from the historic workings."

LKA's proposed drilling program plans to follow up on the new information. The initial holes LKA plans to drill next are follow-ups on Kinross's drilling, hopefully to be followed by testing of the step-out targets.

·	The Golden Wonder structure near the mineralization in holes 17-03 and 17-04 needs to be drilled in the boiling zone elevation, which is below hole 17-03 and above hole 17-04.

·	The Golden Wonder zone should also be tested along its extension to the 3 Cabin zone. This area contains a wide surface soil anomaly and remains completely untested.

The 3 Cabin zone is defined by numerous historic shafts and prospect pits. The intersection of the Golden Wonder structure and 3 Cabin zone also shows a widening and strengthening of the soil geochemical anomaly. The Cabin zone and its intersection with the Golden Wonder structure need to be drilled. Although hole 17-05 had spots of mineralization, it did not intersect the 3 Cabin zone, and likely did not reach the Golden Wonder structure, at least at the favorable elevation.

·	The soil anomaly at the intersection of the projected Golden Wonder structure with the Horse Creek fault, in the area where Kinross mapped 3 parallel faults in close proximity, is a location that should be a high priority for drilling.

Permitting for LKA's proposed drilling plans was completed in 2018. LKA's 2019 drilling program is dependent upon securing sufficient financing, currently estimated at $250,000. Mr. Perttu's report to LKA management dated October 17, 2018 entitled The Importance of the Kinross Golden Wonder Discoveries and How to Maximize LKA's Opportunity can be found on the Company's website at:
https://lkagold.com/wp-content/uploads/2018/11/R-Perttu-GW-Report-10-18.pdf

Principal Products or Services and their Markets

We do not currently have any products or services.

Distribution Methods of the Products or Services

None; not applicable.

Status of any Publicly Announced New Product or Service

None; not applicable.

Competitive Business Conditions and Our Competitive Position in the Industry and Methods of Competition

Management believes that there are literally hundreds of exploration-stage mining companies such as LKA. We believe that our competitive position in the industry will be insignificant.

Sources and Availability of Raw Materials and Names of Principal Suppliers

We do not use any raw materials, as we do not directly conduct any material operations.

Dependence on One or a Few Major Customers

In North America, there are a limited number of ore buyers capable of processing Golden Wonder ore efficiently. Accordingly, we are highly dependent upon securing and maintaining good sales terms with a relatively small number of customers, most of whom are major gold producers. Failure to obtain adequate terms of sale from these few customers would cause severe disruption to our operations. From 1984-2006 (initial exploration and commercial production) Golden Wonder ore and concentrates were sold almost exclusively to ASARCO and Barrick Gold Corp. During LKA's current exploration program (2009-2014) the majority of sales were made to one customer, Kinross Gold Corp, with lesser amounts sold to Teck, Yukon-Nevada Gold, Freeport McMoRan, TCB International and Klondex Mines. During 2015, all of our sales were made to Klondex Mines, there were no sales made during 2016, 2017 or 2018.

Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements or Labor Contracts, including

Duration

We have obtained "110d" limited impact permits from the Colorado Division of Reclamation Mining and Safety and have posted reclamation bonds to ensure the cleanup of environmental disturbances on the Golden Wonder Property. Storm water and discharge permits have also been issued to LKA for operations at the Golden Wonder mine property by the Colorado Department of Public Health and Environment. We are currently in compliance with all applicable permit and bonding requirements.

Need for any Governmental Approval of Principal Products or Services

None; not applicable.

Effect of Existing or Probable Governmental Regulations on our Business

We are subject to the following regulations of the SEC and applicable securities laws, rules and regulations:

Smaller Reporting Company

We are subject to the reporting requirements of Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and subject to the disclosure requirements of Regulation S-K of the SEC, as a "smaller reporting company." That designation will relieve us of some of the informational requirements of Regulation S-K applicable to larger companies.

Sarbanes/Oxley Act

We are also subject to the Sarbanes/Oxley Act of 2002. The Sarbanes/Oxley Act created a strong and independent accounting oversight board to oversee the conduct of auditors of public companies and strengthens auditor independence. It also requires steps to enhance the direct responsibility of senior members of management for financial reporting and for the quality of financial disclosures made by public companies; establishes clear statutory rules to limit, and to expose to public view, possible conflicts of interest affecting securities analysts; creates guidelines for audit committee members' appointment, compensation and oversight of the work of public companies' auditors; management assessment of our internal controls; auditor attestation to management's conclusions about internal controls; prohibits certain insider trading during pension fund blackout periods; requires companies and auditors to evaluate internal controls and procedures; and establishes a federal crime of securities fraud, among other provisions.

Exchange Act Reporting Requirements

Section 14(a) of the Exchange Act requires all companies with securities registered pursuant to Section 12(g) of the Exchange Act to comply with the rules and regulations of the SEC regarding proxy solicitations, as outlined in Regulation 14A. Matters submitted to stockholders at special or annual meetings thereof or pursuant to a written consent will require us to provide our stockholders with the information outlined in Schedules 14A or 14C of Regulation 14; preliminary copies of this information must be submitted to the SEC at least 10 days prior to the date that definitive copies of this information are forwarded to our stockholders.

We are also required to file Annual Reports on SEC Form 10-K and Quarterly Reports on SEC Form 10-Q with the SEC on a regular basis, and will be required to timely disclose certain material events (e.g., changes in corporate control; acquisitions or dispositions of a significant amount of assets other than in the ordinary course of business; and bankruptcy) in a Current Report on SEC Form 8-K.

Cost and Effects of Compliance with Environmental Laws

As the owner of permits pertaining to the Properties, we are subject to many federal, state and local laws and regulations relating to environmental quality. For example, any mining operations conducted on the Properties must comply with federal and state laws and regulations that protect the quality of surface water and groundwater.

The Colorado Division of Reclamation Mining and Safety (the "Division") requires mine operators to have permits to conduct mining activities in Colorado. The Division also requires operators to obtain a reclamation bond to ensure the cleanup of disturbances on mining properties and conducts regular inspections to make sure that the operators are in compliance with applicable environmental laws and regulations. We have obtained all necessary bonds and permits required by the State of Colorado and believe that we are in compliance with all laws and regulations in this regard. However, we can provide no assurance as to the impact on LKA of any future environmental laws or regulations or any governmental interpretation of existing or future laws or regulations.

Colorado Department of Health and Environment ("CDPHE") Notice of Violation and Corrective Actions.

During the fourth quarter of 2014, LKA received a Notice of Violation ("NOV") from CDPHE for failure to meet certain requirements of the Company's wastewater discharge permit. Specifically, the NOV asserts that LKA failed to properly monitor and report required effluent parameters during certain periods, beginning in the second quarter of 2010 and ending in the second quarter of 2012. The NOV further asserts that LKA failed to install flow measuring and charting devices to record a very small seasonal effluent "seep" emanating from the toe of the Golden Wonder waste dump. The seep, normally averaging less than 50 gpm at its max flow rate, is normally observable for fewer than 70 days during the spring run-off then dries up in early summer. During 2015, the Company undertook all corrective actions specified in the NOV, under CDPHE oversight, and believes it was in compliance with the terms of its permit. Upon completion of these corrective actions, CDPHE notified Company management during the fourth quarter of 2015, that significant financial penalties would be assessed for the period of alleged non-compliance. The notice of a substantive penalty assessment was unexpected by LKA management and inconsistent with previous CDPHE compliance related notices received by LKA. Management has been actively engaged in settlement negotiations with CDPHE to determine a reasonable and situation-appropriate level of penalty assessment. It is currently expected that these discussions will be concluded during 2019 and that the financial penalty assessed and any further corrective actions will not likely cost less than $75,000 but not more than $150,000. Management believes that this level of penalty is not situation-appropriate given the minor level and seasonality of the seep and the lack of observable and any measurable environmental impact. This will be the first time LKA has been assessed a financial penalty of significant size for any mining-related permit. Work is required to modify and upgrade the mine's water treatment process in 2019 to meet regulatory requirements and bring LKA back into compliance with its discharge permit requirements. Until this work is completed to the satisfaction of CDPHE, the Company is considered to be in a "non-compliance" status with the terms of its discharge permit and additional penalties could be assessed beyond those described (anticipated) above. An updated NOV incorporating the previous violations (substantially the same as those discussed above) and ongoing violations concerning exceedances of certain permit parameters (iron and copper) was issued by CDPHE on March 20, 2017. Engineering and lab testing is ongoing and further modifications (upgrades) to the Company's water treatment system is scheduled for late spring or early summer of 2019. Once completed, LKA expects improvements to its water treatment system will meet or exceed regulatory requirements. If LKA is unsuccessful is achieving full compliance with permit requirements, it may be subject to additional penalties or revocation of its discharge permit.

Ute Ulay Reclamation

In 2002, the Federal Bureau of Land Management (the "BLM") advised us of its desire to extend to the Ute-Ulay Property certain environmental cleanup ("remediation") activities that it was conducting on neighboring properties that we do not own. The BLM commissioned and obtained three engineering evaluation and cost analysis ("EE/CA") studies/reports on the Ute-Ulay and the neighboring public lands in 2002-2006. These EE/CA studies analyzed the current environmental state of the Ute-Ulay property and other properties in the area. The studies identified a large volume of mine tailings and metals loading of shallow ground water, with elevated levels of arsenic, cadmium and lead being present. The BLM's most recent study, "Value Engineering Study on the Ute Ulay Mine/Mill Site – Final Report" dated January 5, 2006, projected the costs of remediation and property stabilization on the Ute-Ulay property to be approximately $2.1 million. Under the Federal Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), the EPA may either require a property owner to perform the necessary cleanup or, as in this case, the agencies may perform the work and seek recovery of costs against the property owner and previous owners. Due to the Company's status as a " de minimis" participant, and the fact that remediation activities were focused largely on property located largely outside of LKA's permitted operating area, in addition to sizeable contributions made by LKA to the remediation action, management expects the final determination of the Company's liability (cost) for this remediation project will have a negligible impact on the Company's financial condition. Accordingly, pursuant to Generally Accepted Accounting Principles, no liability for this project has been recorded on the Company's books and records. Recent as well as ongoing discussions between LKA and EPA legal counsel lead management to believe that this issue will be resolved in a manner which will not be inconsistent with management's assessment as described above. However, until LKA actually receives a final determination notice from EPA, there can be no guarantee that EPA will ultimately agree with management's assessment of the Company's liability. EPA's remediation of this property was completed in June 2014 at a cost of $1.2 million. The Company has received no notice from the EPA indicating further LKA liability. Further information and videos describing the Ute-Ulay reclamation project can be found on the Company's website at: http://lkagold.com/Ute_Ulay.html

Number of Total Employees and Number of Full Time Employees

Kye A. Abraham and Nanette K. Abraham are LKA's only employees. Nanette assists with bookkeeping and administrative work.

ITEM 1A. RISK FACTORS

Not required for smaller reporting companies.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None

ITEM 2: PROPERTIES

We own a 100% interest in the Ute-Ulay patented mining claims (non-donated portion of patented claims) and Golden Wonder Properties.

The Golden Wonder gold mine is an epithermal vein type deposits associated with volcanic activity occurring millions of years ago during a turbulent period known in geology as Tertiary time. During this violent geologic era, most of the known and historically famous precious metal mines in the State of Colorado were formed along a southwest to northeast channel or narrow band approximately 20 miles wide, which stretches in a diagonal trend from Durango in the southwest to Boulder County in the northeast. This zone has been called the Colorado Mineral Belt. Lake City, Colorado lies astride this mineral belt in a topographical cul de sac 57 miles southwest of Gunnison, Colorado.

Each Property is described below.

Golden Wonder.

Geology

Physical, structural and petrologic characteristics of this rhyolite intrusion observed in the underground workings of the Golden Wonder mine demonstrates features characteristic of both an extrusive and intrusive magma, and it is believed that the workings of the Golden Wonder mine are located in the upper reaches of the rhyolitic intrusion where it "welled out" from its vent source, gradually becoming more intrusive in character with depth. It undoubtedly extends downward along its vent source to the original magma chamber from whence it was derived. As observed in the underground workings of the Golden Wonder mine and based on extensive underground and field work, it would appear that the intrusion of the Golden Wonder host rock occurred in a series of pulses. Molten magma moved upward along the vent structure wherein it was emplaced, and solidified. Oftentimes it appears that the rock unit was only partially solidified when it was deformed by another upward pulse of magma, thereby creating very complex flow-banding within the partially solidified rock. In some instances, the rock unit appears to have been completely solidified, only to have been brecciated by a later pulse of magmatic injection, with fluid magma flowing around these brecciated fragments. In all instances observed, the composition of the magma remained essentially the same throughout its entire emplacement, suggesting the vein structure and the characteristics of the vein mineralization at the Golden Wonder mine is very much different from nearly all the other base-metal mines of the Lake City area, and even differs from that which apparently existed at the Golden Fleece mine. Instead of being of the classic fracture-filling type, where a more-or-less well-defined linear fracture, or set of open fractures, has been filled with ore minerals and gangue, the vein structure at the Golden Wonder mine usually does not follow a well-defined fracture, but in detail is often quite sinuous, enlarging and contracting along its course. Very commonly, the vein dies out completely and most often, a similar en echelon vein segment is located a relatively short distance away. The vein structure typically ranges from only a fraction of an inch thick to several feet across, but may enlarge significantly within ore shoots.

The Golden Wonder, near Lake City, Colorado, is located in the historic "Colorado Mineral Belt" from which over 25 million ounces of gold have been produced dating back to the mid 1800s.

History

The Golden Wonder Property consists of three patented and twenty-three unpatented mining claims located approximately 2- 1/2 miles south of Lake City, Colorado. The mine has been worked intermittently since its discovery in 1880. The mine is at an elevation of 10,323 feet and is situated on a hill slope approximately 1,500 feet above the valley floor. The initial discovery was made after finding high-grade float on the surface containing free gold. A limited body of ore was mined prior to 1889. The Golden Wonder Property was generally unworked through 1930. From 1930 to 1969, sporadic mining and exploration efforts were conducted, some of which resulted in the extraction of an undetermined amount of gold-bearing ore.

During the summer of 1969, Southern Union Production Company ("SUPCO"), predecessor to the Texas based oil & gas conglomerate, Southern Union Company, began an exploration program at the Golden Wonder. Out of this, the SUPCO winze (a steeply inclined passageway connecting the mine workings) was started in the winter of 1970-1971 and completed to a depth of approximately 150 feet below the third level of the mine, with lateral drifting along the course of mineralization off the winze on the fourth level. Work was halted on the property in 1972, when SUPCO decided to discontinue all its metallic mineral operations in the western United States and South America. In 1973, Rocky Mountain Ventures secured a lease on the Property and shipped a small tonnage of dump material to a mill then operating at Crested Butte, Colorado for processing. Lake City Mines, Inc. acquired the property from SUPCO in 1977 and conducted extensive underground work including the driving of the 1,600' sixth level crosscut. LKA acquired an undivided 51% interest in the property in 1982 and commenced exploration shortly thereafter. During this exploration program a limited amount of gold-bearing material was produced and shipped to the Ute mill for concentrating and later sold to ASARCO as a part of a pilot production program. The mine was shut down shortly thereafter due to falling gold prices. In 1997, Au Mining leased the mine from LKA and commercially produced ore containing approximately 133,701 ounces of gold through the second quarter of 2006. Upon terminating its lease arrangement with Au Mining, LKA received an $18 million, 50/50 joint venture proposal from Cambior, Inc. to conduct exploration, establish reserves and, assuming success, resume commercial production. Cambior was acquired by IAM Gold in late 2006 before the joint venture agreement was finalized. In 2007, LKA was offered and finalized a similar joint venture arrangement ($18 million for 50% interest) with Richmont Mines, Inc. In 2008, a program of underground drilling and drifting was proposed and commenced but never completed by Richmont due to cost overruns and inconclusive results from initial drilling efforts. LKA resumed exploration efforts on its own in late 2008, which continue to the present date. Substantial underground drilling and drifting has been performed, resulting in the sale of limited quantities of vein material containing approximately 4,910 ounces of gold. Shipments have been made to TCB International, Klondex Mines, Teck, Yukon- Nevada Gold, Kinross Gold Corp and Freeport McMoRan. To date, no commercial reserves have been established. Power for mining operations is generated on site. Unpatented claims held by LKA (which may vary in number from year to year) are maintained on Bureau of Land Management property through payment of annual assessment fees.

In July 2015, LKA executed an exploration and option agreement with Kinross Gold U.S.A., Inc. for the purpose of expanding its Golden Wonder Mine exploration beyond LKA's active workings. The Agreement, amongst its other provisions, granted Kinross a five-year exclusive right to explore, and if successful, develop any mineral resource(s) containing 50,000 or more ounces of gold on LKA's properties above and adjacent to the Golden Wonder Mine located near Lake City, Colorado. Throughout the summer and fall of 2015, Kinross conducted a detailed evaluation of surface geology surrounding LKA's Golden Wonder mine. A report detailing Kinross' findings, provided to LKA in February 2016, indicated several prospective targets possessing similar geologic characteristics to those found on surface above the previously mined high-grade ore shoot. During the summer and fall of 2016, Kinross permitted four separate drilling locations and commenced a drilling program in late 2016.The drilling program was designed to test up to six adjacent areas of interest (targets) that were located during the surface evaluation program. Drilling was suspended unexpectedly in in late December 2016 due to inordinate snowfall. Drilling was resumed in May 2017 and completed in July 2017 per Kinross's initial budget. Thus far, only five holes have been drilled from two of the four permitted drill sites. See maps of these drill sites and the areas of interest (targets) on the Company's website at: http://lkagold.com/Golden-Wonder.php Despite what LKA management and the Company's experts considered encouraging results that warranted follow-up drilling, Kinross informed in September of 2017 that they were discontinuing the exploration program. All exploration results (surface evaluation, drilling, mapping, and assays) results were provided to LKA and Kinross terminated the agreement.

Commercial Ore Production

The Golden Wonder has been explored and developed by drifts on six different levels, with raises and winzes connecting the lower levels. In 1984, LKA conducted a five-month pilot production program that resulted in the sale of approximately $590,000 of gold concentrates to ASARCO. The average grade of the gold-bearing material produced during the pilot program was 0.96 ounces of gold per ton and the average gold price at that time was $325 per ounce. The majority of this material was derived from two stopes on the mine's fourth level, which consistently averaged one ounce of gold per ton. Commercial quantities of gold were also taken from the mine's fifth level. From 1997 until the second quarter of 2006, commercial mining operations were conducted by Au Mining, LLC, which leased the mine from LKA. During this period, approximately 8,349 tons of ore containing 133,701 ounces of gold were produced from the mine's fifth, sixth and seventh levels. The average grade of the ore produced during this period was 16.01 ounces of gold per ton. The average gold price during the period in which the ore was sold was $337.76. Total gold production from the Golden Wonder mine under LKA's ownership has been more than 141,529 ounces. The average grade of all ore and gold-bearing vein material produced during this period was 11.48 ounces gold per ton. Based upon the current gold price of $1,320 per ounce, the value of all gold produced from the Golden Wonder during LKA's ownership of the property is approximately $187 million. See Golden Wonder exploratory shipments and production records on the Company's website at: http://lkagold.com

Ute-Ulay Group.

The Ute-Ulay Property consists of 27 patented mining claims located approximately four miles west of Lake City, Colorado. These are highly mineralized silver-lead-zinc mines with excellent access via a gravel road that is maintained year-round by the County of Hinsdale. This road goes from the Property to Lake City and from Lake City to State Highway 149 northward approximately 46 miles to an intersection with U.S. 50, about nine miles west of Gunnison, Colorado.

This Property has a long history of mineral extraction dating back to the nineteenth century. Most of this extraction (silver, lead and zinc) occurred between 1874 and 1903. LKA has no plans to resume mining operations at this property and donated the mill, historic structures, operating permits, reclamation bonding, and certain portions of its patented claims to Hinsdale County for historic preservation purposes. See further description of this property and its historical significance to the area on the Company's website at: http://lkagold.com/Ute_Ulay.html

Donation of Ute-Ulay Historic Structures and Property to Hinsdale County

On October 4, 2012, LKA deeded ownership of a sub-divided portion of its property known as the Ute-Ulay Town Site in Phase I of a two-part plan to convey ownership of these properties to Hinsdale County for historic preservation and restoration purposes. On December 19, 2012, LKA and the County executed the "Agreement For Conveyance Of Ute-Ulay Mine and Mill Site" to commence Phase II of the donation process. On April 4, 2013, LKA deeded certain additional portions of the property known as the Mine and Mill sites ("Permitted Mine Area") and the Henson Creek Frontage to the County and subsequently conveyed the Company's operating permit and a portion of its reclamation bond to complete Phase II of the donation Agreement. During 2013, the County applied for, and obtained, funding from the EPA, BLM, and Colorado Department of Health & Environment ("CDPHE") to clean up and stabilize these properties. Under the direction of EPA and DRMS the restoration and cleanup was completed in 2014. LKA no longer holds mining permits on this property.

A remediation and property stabilization plan developed by the DRMS, and approved by the EPA, was completed in 2014 at a cost of $1.2 million. As part of a voluntary contribution to the reclamation effort, in addition to the property, LKA assigned most of its reclamation bond to the County (valued at more than $30,000) and 3,800 cubic yards of cover rock valued at over $200,000. As the result of numerous discussions and agreements with Hinsdale County, CDPHE and the EPA's regional manager, LKA expects to bear very little or none of these remediation costs beyond the voluntary contributions described above. The Company has received no notice from EPA indicating or suggesting further financial liability will be assessed.

The Ute Mill.

A 100 ton-per-day flotation mill, including various equipment, buildings and support facilities, exists on the Ute-Ulay Property. The mill is located at the level of the main haulage tunnel of the Ute mine. It is in satisfactory condition and was used by LKA to mill ore from the Golden Wonder mine during a 1984 pilot production program.

The mill, property, and related buildings were designated a historic landmark by Hinsdale County in 2011 and comprised the largest portion of the Company's Phase II donation to the County. The mill is the only remaining one of its kind in the Lake City mining district and is considered a historic landmark and one of the area's most significant tourist attractions. Prior to donating the mill to Hinsdale County, management determined that the mill was not a practical or efficient vehicle for processing ore from the Company's Golden Wonder mine.

Office Space.

We currently lease approximately 750 square feet of office space located at 3724 47th Street Ct. N.W., Gig Harbor, Washington. Effective as of January 1, 2005, we paid monthly rent of $1,300 to Abraham & Co., Inc. a FINRA member broker/dealer which is controlled by our President, Kye A. Abraham. This rent includes the use of the office space, bookkeeping services, telephone, office supplies, utilities, internet, computers and photocopiers. The lease arrangement is a month-to-month oral lease with Abraham & Co. and the payment amount increased to $1,500 per month in 2007 to keep pace with increased costs. To assist LKA in preserving its financial resources for anticipated operations in 2017 and 2018, Abraham & Co. agreed, on multiple occasions, to accept common stock in lieu of cash for a substantial portion of these amounts due from LKA. Specifics on this arrangement are described in the attached Notes to the Consolidated Financial Statements.

ITEM 3: LEGAL PROCEEDINGS

LKA is involved from time to time in routine legal matters incidental to our business, including disputes with sub-contractors and requests from regulatory agencies. Based upon available information, we believe that the resolution of such matters will not have a material adverse effect on our consolidated financial position or results of operations. Except as discussed below, LKA is not the subject of any pending legal proceedings and, to the knowledge of management, no proceedings are presently contemplated against LKA by any federal, state or local governmental agency.

On May 17, 2016, W.R. Hansen filed suit against the Company in the U.S. District Court of Colorado alleging wrongful termination of a drilling contract. He claimed damages of at least $90,280. The case went to trial in November, 2018, and resulted in a judgment against the Company for $72,900 plus costs in the amount of $2,161.37. Hansen has a pending motion for attorney's fees in the amount of $38,049, a motion LKA has not opposed. Hansen is also seeking prejudgment interest in the amount of $26,627 which the Company is opposing. LKA plans to appeal all judgments against it in this case.

However, there is a potential, pending claim against a portion of our Ute Ulay properties. As discussed above, the EPA approved and completed a property remediation and stabilization plan developed by the Division of Reclamation, Mining & Safety for a certain portion of the Ute properties. In discussions with senior EPA project officials and an agreement with Hinsdale County, LKA expects minimal or no liability for the cost associated with this project since the affected area lies mostly outside of LKA's permitted area of operations. The remediation project was completed by June 2014. The estimated cost of the project was $1.2 million and was funded with CERCLA funds obtained by Hinsdale County and directed by EPA.

ITEM 4: MINE SAFETY DISCLOSURES

The Company is the owner of the Golden Wonder Mine (the "Mine") located near Lake City, Colorado. The Company contracted with Coal Creek Construction to be the operator of the Mine during 2013 - 2015. The Mine is subject to the jurisdiction and regulation of the Mine Safety and Health Administration, ("MSHA") a division of the U.S. Department of Labor. During periods of operation the mine is inspected on a quarterly basis for compliance with safety regulations by MSHA.

During the year ended December 31, 2018, officials from MSHA did not inspect the Mine due to temporary cessation of underground operations. No citations for violations were issued.

As of the date of this report, the Mine is in compliance with all requirements of MSHA.

PART II

ITEM 5: MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

Our shares of common stock are quoted by the OTC Markets Group Inc. of the Financial Industry Regulatory Authority, Inc. ("FINRA") under the symbol "LKAI".

Set forth below are the high and low closing bid prices for our common stock for each quarter of 2017 and 2018. These bid prices were obtained from OTC MarketsGroup Inc. All prices listed herein reflect inter-dealer prices, without retail mark-up, markdown or commissions and may not represent actual transactions.

Period	High	Low

January 1, 2017 through March 31, 2017	$0.68	$0.30

April 1, 2017 through June 30, 2017	$0.61	$0.41

July 1, 2017 through September 30, 2017	$0.58	$0.20

October 1, 2017 through December 31, 2017	$0.30	$0.11

January 1, 2018 through March 31, 2018	$0.11	$0.22

April 1, 2018 through June 30, 2018	$0.12	$0.19

July 1, 2018 through September 30, 2018	$0.07	$0.19

October 1, 2018 through December 31, 2018	$0.09	$0.43

Holders

The number of record holders of the Company's common stock as of the date of this Report is approximately 547, not including an indeterminate number who may hold shares in "street name."

Common Stock Dividends

LKA has not declared any cash dividends with respect to its common stock and does not intend to declare dividends in the foreseeable future. There are no material restrictions limiting, or that are likely to limit, our ability to pay dividends on our common stock.

Securities Authorized for Issuance Under Equity Compensation Plans

None

Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities

During February 2017, Abraham & Co., Inc. agreed to exchange $25,500 in outstanding accounts payable for 56,818 shares of LKA common stock valued at the market price on the grant date and recognized $25,500 in accounts payable extinguishment and $10,863 in expense related to market discount.

During June 2017, LKA issued 18,913 shares of common stock for services valued at the market price on the grant date of $10,782, or $0.57 per share.

During July 2017, LKA commenced a limited private Offering to sell to certain accredited investors, "Units" priced at $0.48 each, with a minimum investment of $10,000 and additional investment in increments of $5,000. Each Unit consists of one share of LKA Gold common stock and a "Warrant" to purchase an additional LKA Gold share of common at $0.60 for a period of two years from date of original subscription.

During July 2017, LKA issued 20,834 shares of common stock and warrants to purchase an additional 20,834 shares of common stock at an exercise price $0.60 per share for cash of $10,000. After accepting a single subscription this offering was postponed by management pending the outcome of the Kinross drilling program.

During March 2018, LKA issued 3,224,990 shares of common stock for $644,998 in convertible debenture principal and accrued interest to related party lenders.

During March 2018, LKA issued 127,952 shares of common stock for $25,590 in related party accounts payable, 405,157 shares of common stock for $81,032 of accrued wages and 68,798 shares of common stock for $13,758 of related party advances payable.

During March 2018, pursuant to an incentive compensation plan, the Company issued its Chairman and CEO, Kye Abraham, 1,750,000 shares of its common stock as compensation for milestone achievements related to the Golden Wonder exploration program and reaching resolutions on the Company's potential environmental liabilities at the Ute Ulay mine site.

During April 2018, LKA issued 100,000 shares of common stock for $20,000 in convertible debenture principal.

During June 2018, LKA issued 100,000 shares of common stock for promotion services valued at $17,990, or the fair market value of $0.18 per share. The issuance was exempt from the registration requirements of Section 5 of the Securities Act of 1933 pursuant to Section 4(2) of the same Act since the issuance of the Shares did not involve any public offering.

Use of Proceeds of Registered Securities

During April 2018, LKA sold 2,702,703 for cash of $500,000, or $0.185 per share.

During the year ended December 31, 2017, we did not receive any proceeds from the sale of registered securities.

ITEM 6: SELECTED FINANCIAL DATA

Not required for smaller reporting companies.

ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Forward-looking Statements

Accordingly, results actually achieved may differ materially from expected results in these statements. Forward- looking statements speak only as of the date they are made. LKA does not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

Business Operations

LKA is currently engaged in an exploration program at the Golden Wonder mine with the objective of returning the mine to a commercial producing status. The exploration program, which began in November 2008, has involved extensive exploratory mining, sampling/assaying, and mapping for the purpose of identifying possible new production zones within the mine. Exploration efforts are aimed at extending the bonanza-grade zones (veins) within the mine that previously produced over 133,701 ounces at an average ore grade of 16.01 oz. gold per ton. As the Golden Wonder vein system typically pinches and swells, horizontally as well as vertically, LKA's objective/challenge will be to locate consistent vein widths within these high-grade zones to establish an economic resource and to resume commercial production. Drilling and drifting along the vein structure has been the primary method of exploration to date. Since resuming operations in the first quarter of 2009, LKA has shipped and sold more than 38 bulk samples of crushed gold bearing vein material containing over 4,910 ounces of gold derived from exploratory mining operations.

LKA and Kinross Gold U.S.A. Execute Golden Wonder Exploration Agreement

On July 9, 2015, LKA entered into an Exploration Agreement & Option (Agreement) with Kinross Gold U.S.A., Inc. for the purpose of expanding its Golden Wonder Mine exploration beyond LKA's active workings. The Agreement, amongst its other provisions, granted Kinross a five-year exclusive right to explore, and if successful, develop any mineral resource(s) containing 50,000 or more ounces of gold on LKA's properties above and adjacent to the Golden Wonder Mine. On or about September 20, 2017, Kinross gave LKA notice of termination of the Agreement.

Shift in LKA's Exploration Focus

During the third quarter of 2015, LKA suspended mining operations and shifted its focus from exploratory mining to prepare for surface and/or underground drilling program(s). LKA's newly proposed drilling program, designed to incorporate the results of the 2015-2017 Kinross surface evaluation and drilling programs, will test multiple structures located by Kinross. Until additional high-grade zones are located LKA does not anticipate resuming exploratory mining and cash flow from gold sales is not expected. Further exploration will be dependent upon the success of the new drilling program(s).

Results of the Exploration Conducted by Kinross in 2015 - 2017

Throughout the summer and fall of 2015, Kinross conducted a detailed evaluation of surface geology surrounding LKA's Golden Wonder mine. A report detailing Kinross' findings, provided to LKA in February 2016, indicated several prospective targets possessing similar geologic characteristics to those found on surface above the previously mined high-grade ore shoot. During the summer and fall of 2016, Kinross permitted four separate drilling locations and commenced a drilling program in late 2016.The drilling program was designed to test up to six adjacent areas of interest (targets) that were located during the surface evaluation program. Drilling was suspended unexpectedly in in late December 2016 due to inordinate snowfall. Drilling was resumed in May 2017 and completed in July 2017 per Kinross's initial budget. Thus far, only five holes have been drilled from two of the four permitted drill sites. See maps of these drill sites and the areas of interest (targets) on the Company's website at: http://lkagold.com/Golden-Wonder.php Despite what LKA management and the Company's experts considered encouraging results that warranted follow-up drilling, Kinross informed in September of 2017 that they were discontinuing the exploration program. All exploration results (surface evaluation, drilling, mapping, and assays) were provided to LKA and Kinross terminated the agreement.

Maps and description of the Kinross drill sites and exploration targets can be found on the Company's website at: http://lkagold.com

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. We continuously evaluate our critical accounting policies and estimates. We base our estimates on historical experience and on various assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from these estimates under different assumptions or conditions.

We believe the following critical accounting policies are important to the portrayal of our financial condition and results of operations and require our management's subjective or complex judgment because of the sensitivity of the methods, assumptions and estimates used in the preparation of our condensed consolidated financial statements.

Mine Exploration Costs

Mine exploration costs are capitalized and amortized by the units of production method over estimated total recoverable proven and probable reserves. Amortization of mineral rights is provided by the units of production method over estimated total recoverable proven and probable reserves. Costs related to locating and evaluating mineral and ore deposits, as well as determining the economic mineability of such deposits, are expensed as incurred. All costs related to mine exploration and expense were expensed due to there being no proven and probable reserves.

Asset Retirement Obligations

LKA recognizes legal obligations associated with the retirement of long-lived assets at fair value at the time the obligations are incurred. Upon initial recognition of a liability, the costs are capitalized as part of the carrying amount of the related long-lived asset.

Revenue Recognition Policy

On January 1, 2018, we adopted ASU 2014-09 Revenue from Contracts with Customers (ASU 2014-09) and all subsequent amendments to the ASU, which (i) creates a single framework for recognizing revenue from contracts with customers that fall within its scope and (ii) revises when it is appropriate to recognize a gain (loss) from the transfer of nonfinancial assets. The core principle of ASU 2014-09 is that revenue is recognized when the transfer of goods or services to customers occurs in an amount that reflects the consideration to which we expects to be entitled in exchange for those goods or services. ASU 2014-09 requires the disclosure of sufficient information to enable readers of our financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. ASU 2014-09 also requires disclosure of information regarding significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 provides two methods of retrospective application, full and modified retrospective. Full retrospective requires companies to apply ASU 2014-09 to each prior reporting period presented while modified retrospective requires companies to retrospectively apply ASU 2014-09 with the cumulative effect recognized at the date of initial application. We elected to adopt ASU 2014-09 using the modified retrospective application effective January 1, 2018, with no impact to our financial statements as it has no current contracts for revenue generating activities and a limited history of generating revenue from operations.

Liquidity and Capital Resources

Current assets at December 31, 2018 totaled $62,529, which was comprised of $61,696 in cash and $833 in prepaid expenses.

During fiscal years 2018 and 2017, our operating activities used net cash of $381,209 and $256,582, respectively. The increase in net cash used in operations in 2018 is mainly due to the increase in net loss as discussed below.

Net cash used by investing activities was $49,114 in 2018 compared to net cash provided by investing activities of $0 in 2017. The increase in net cash used in investing activities is a result of an increase in our mine reclamation bond liability of $49,114 during 2018.

Net cash provided by financing activities was $492,019 in 2018, compared to cash provided by financing activities of $255,481 in 2017. The increase in cash provided by financing activities is mainly due to proceeds of $500,000 from the sale of 2,702,703 shares of common stock and $18,000 in proceeds from notes payable from related parties in 2018, partially offset by $25,000 in cash paid for stock issuance costs. During 2017. We received $250,000 from the issuance of convertible debentures and $10,000 from the sale of common stock.

At December 31, 2018, the Company had a working capital deficit of $411,437, as compared to working capital of $775,661 at December 31, 2017.

We continue to accumulate significant losses, have a working capital deficit and negative cash flows. Management expects it will be successful in either raising additional cash through the sale of equity, borrowing money from its major shareholders, or a combination of both. However, there can be no assurance of success, which raises doubt about LKA's ability to continue as a going concern.

Results of Operations

Year Ended December 31, 2018, Compared to Year Ended December 31, 2017

During the calendar years ended December 31, 2018 and 2017, we did not recognize any revenue from the shipment and sale of gold-bearing vein material.

Exploration expenses decreased from $88,036 in 2017 to $34,060 in 2018. During 2017 and 2018, exploration expense remained low due to the cessation of mine operating activities during the third quarter of 2015.

Professional fees and general and administrative expenses increased to $68,366 and $136,496 in 2018, respectively, compared to $66,382 and $116,161 in 2017, respectively. The increases are mainly due to activities related to the defense of litigation with a vendor. Officer salaries were $351,425 and $150,000 during the years ended December 31, 2018 and 2017, respectively. The $201,425 increase is the result of the issuance of 1,750,000 valued at $201,425 as a bonus to our President and Chairman, Kye Abraham.

We incurred $118,462 in losses on legal settlements with vendors during the year ended December 31, 2018.

As a result of the above, we incurred an operating loss of $708,809 during the calendar year ended December 31, 2018 as compared to $420,879 in 2017.

Our total other expense increased to $880,924 in 2018, compared to total other income of $593,461 in the prior year. The $1,474,385 increase is mainly a result of the recognition of a derivative gain of $718,337 in 2017 compared to $139,914 in 2018. Interest expense increased to $703,349 in 2018 compared to $137,081 in 2017 mainly as a result of the recognition of $668,344 in amortization of debt issuance costs and discounts from amortization and conversion of related convertible notes, compared to $79,096 in 2017. During 2018, we recognized $320,788 in losses from the settlement of debt, we did not have any such losses in 2017. Additionally, we had other income of $3,299 in 2018 and $12,205 during 2017.

As a result of the above, we recognized net loss of $1,589,733 during the year ended December 31, 2018, compared to net income of $172,582 in 2017.

Off-Balance Sheet Arrangements

We had no off-balance sheet arrangements of any kind for the year ended December 31, 2018.

ITEM 7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required for smaller reporting companies.

ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

C O N T E N T S

Report of Independent Registered Public Accounting Firm	18

Consolidated Balance Sheets	19

Consolidated Statements of Operations	21

Consolidated Statements of Stockholders' Deficit	22

Consolidated Statements of Cash Flows	23

Notes to Consolidated Financial Statements	24

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

LKA Gold, Inc.

Gig Harbor, Washington

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of LKA Gold, Inc. and its subsidiary (collectively, the "Company") as of December 31, 2018 and 2017, and the related consolidated statements of operations, stockholders' deficit, and cash flows for the years then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, and the results of their operations and their cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Going Concern Matter

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 10 to the financial statements, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 10. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ MaloneBailey, LLP

www.malonebailey.com

We have served as the Company's auditor since 2008.

Houston, Texas

April 25, 2019

LKA GOLD INCORPORATED

Consolidated Balance Sheets

ASSETS

	December 31,
	2018			2017
CURRENT ASSETS

Cash	$	61,696		$	-
Prepaid expense		833			833

Total Current Assets		62,529			833

FIXED ASSETS

Land, equipment, mining claims and asset retirement obligations		849,140			849,140
Accumulated depreciation		(398,884	)		(390,252	)

Total Fixed Assets, Net of Accumulated Depreciation		450,256			458,888

OTHER NON-CURRENT ASSETS

Reclamation Bonds		149,156			100,042

TOTAL ASSETS	$	661,941		$	559,763

The accompaning notes are an integral part of these consolidated finanial statements.

LKA GOLD INCORPORATED

Consolidated Balance Sheets

LIABILITIES AND STOCKHOLDERS' DEFICIT

	December 31,
	2018			2017
CURRENT LIABILITIES

Accounts payable	$	184,096		$	92,633
Accounts payable – related party		6,670			23,905
Cash overdraft		-			981
Note payable – related party		12,702			7,500
Wastewater discharge liability		99,974			99,974
Derivative liability		54,653			341,285
Convertible notes payable – related party, net of debt issue costs and debt discount of $0 and 209,339, respectively		-			40,661
Convertible note payable, net of debt issue costs and debt discount of $0 and 41,868, respectively		50,000			8,132
Note payable		10,000			10,000
Accrued interest payable		5,882			38,166
Accrued wages and advances payable to officer		49,989			113,257

Total Current Liabilities		473,966			776,494

NON-CURRENT LIABILITIES

Convertible notes payable – related party, net of debt issue costs and debt discount of $0 and $328,570, respectively		-			21,430
Convertible note payable, net of debt issue costs and debt discount of $50,718 and $139,288, respectively		79,282			10,712
Asset retirement obligation		122,950			122,950

Total Liabilities		676,198			931,586

STOCKHOLDERS' DEFICIT

Preferred stock; $0.001 par value, 50,000,000 shares authorized, 0 and 0 shares issued and outstanding, respectively		-			-
Common stock; $0.001 par value, 50,000,000 shares authorized, 27,741,308 and 19,261,717 shares issued, 27,697,684 and 19,218,093 shares outstanding, respectively		27,741			19,262
Additional paid-in capital		19,959,183			18,020,363
Treasury stock; 43,624 and 43,624 shares at cost, respectively		(86,692	)		(86,692	)
Accumulated deficit		(19,914,489	)		(18,324,756	)

Total Stockholders' Deficit		(14,257	)		(371,823	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	661,941		$	559,763

LKA GOLD INCORPORATED

Consolidated Statements of Operations

	Year Ended
	December 31,
	2018			2017
OPERATING EXPENSES
Exploration and related costs	$	34,060		$	88,036
Professional fees		68,366			66,382
General and administrative		136,496			116,461
Officer salaries and bonus		351,425			150,000
Litigation settlement expense		118,462			-

Total Operating Expenses		708,809			420,879

OPERATING LOSS		(708,809	)		(420,879	)

OTHER INCOME (EXPENSE)

Interest expense, net		(703,349	)		(137,081	)
Loss on debt settlement		(320,788	)		-
Gain on derivative		139,914			718,337
Other income		3,299			12,205

Total Other Income (Expense)		(880,924	)		593,461

NET INCOME (LOSS)	$	(1,589,733	)	$	172,582

BASIC NET INCOME (LOSS) PER COMMON SHARE	$	(0.06	)	$	0.01

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC		25,750,865			19,190,972

DILUTED NET INCOME (LOSS) PER COMMON SHARE	$	(0.06	)	$	(0.02	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - DILUTED		27,750,865			20,790,972

The accompaning notes are an integral part of these consolidated finanial statements.

LKA GOLD INCORPORATED

Consolidated Statements of Stockholders' Equity (Deficit)

Years Ended December 31, 2018 and 2017

																				Total
	Preferred Stock				Common Stock				Treasury Stock					Additional			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Shares		Amount			Paid-In Capital			Deficit			Equity (Deficit)
Balance, December 31, 2016		-	$	-		19,165,152	$	19,165		43,624	$	(86,692	)	$	17,963,315		$	(18,497,338	)	$	(601,550	)
Common stock issued for related party payable		-		-		56,818		57		-					36,306			-			36,363
Common stock issued for services		-		-		18,913		19		-					10,763			-			10,782
Common stock issued for cash		-		-		20,834		21		-					9,979			-			10,000
Net income for the year ended December 31, 2017		-		-		-		-		-					-			172,582			172,582
Balance, December 31, 2017		-		-		19,261,717		19,262		43,624		(86,692	)		18,020,363			(18,324,756	)		(371,823	)
Common stock issued for related party payable, accrued wages and accrued interest		-		-		601,898		602		-					119,778			-			120,380
Common stock issued for related party convertible debt and accrued interest		-		-		3,224,990		3,225		-					951,179			-			954,404
Common stock issued for officer bonus		-		-		1,750,000		1,750		-					199,675			-			201,425
Common stock issued for cash		-		-		2,702,703		2,702		-					497,298			-			500,000
Cash paid for stock issuance costs		-		-		-		-		-					(25,000	)		-			(25,000	)
Common stock issued for convertible debt		-		-		100,000		100		-					31,282			-			31,382
Common stock issued for services		-		-		100,000		100		-					17,890			-			17,990
Retirement of derivative		-		-		-		-		-					146,718			-			146,718
Net loss for the year ended December 31, 2018		-		-		-		-		-					-			(1,589,733	)		(1,589,733	)
Balance, December 31, 2018		-	$	-		27,741,308		27,741		43,624	$	(86,692	)	$	19,959,183		$	(19,914,489	)	$	(14,257	)

The accompaning notes are an integral part of these consolidated finanial statements.

LKA GOLD INCORPORATED

Consolidated Statements of Cash Flows

	Year Ended
	December 31,
	2018			2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$	(1,589,733	)	$	172,582
Items to reconcile net loss to net cash used in operating activities:
Depreciation expense		8,632			8,631
Amortization of debt discount and issuance costs		668,344			82,094
Gain on derivative		(139,914	)		(718,337	)
Common stock issued for expenses		17,990			21,645
Common stock issued for compensation expense		201,425			-
Loss on debt conversion		320,788			-
Changes in operating assets and liabilities
Increase in prepaid expenses		-			(208	)
(Decrease) increase in accounts payable		91,463			(38,061	)
Increase in accounts payable - related party		6,573			9,310
Increase in wastewater discharge liability		-			75,000
Increase (decrease) in accrued expenses		33,223			130,762
Net Cash Used in Operating Activities		(381,209	)		(256,582	)

CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for reclamation bond		(49,114	)		-
Net Cash Used in Investing Activities		(49,114	)		-

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in cash overdraft		(981	)		981
Common stock issued for cash		500,000			10,000
Issuance of convertible notes payable – related party		-			200,000
Advance from related party		18,000			8,600
Payments to related party		-			(6,600	)
Issuance of convertible note payable		-			50,000
Cash paid for debt issuance costs		(25,000	)		(7,500	)
Net Cash Provided by Financing Activities		492,019			255,481

NET INCREASE IN CASH AND RESTRICTED CASH		61,696			(1,101	)
CASH AND RESTRICTED CASH AT BEGINNING OF PERIOD		-			1,101
CASH AND RESTRICTED CASH AT END OF PERIOD	$	61,696		$	-

CASH PAID FOR:
Interest	$	13,575		$	23,399
Income Taxes	$	-		$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES
Common stock issued for convertible debt and accrued interest, related party	$	644,998		$	-
Common stock issued for convertible debt	$	20,000		$	-
Common stock issued for related party payable and accrued wages	$	120,380		$	-
Derivative liability reclassified to equity upon conversion	$	146,718		$	-
Discount on convertible notes payable	$	-		$	400,000
Convertible debt issued for accrued wages payable	$	-		$	150,000
Common stock issued for accounts payable, related party	$	-		$	25,500

The accompaning notes are an integral part of these consolidated finanial statements.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The consolidated financial statements presented are those of LKA Gold, Incorporated, a Delaware corporation and its wholly owned subsidiary (LKA International, Inc.), a Nevada corporation (LKA). LKA was incorporated on March 15, 1988, under the laws of the State of Delaware.

LKA owns certain real and personal property interests including patented and unpatented mining claims, water rights, buildings, fixtures, improvements, equipment, and permits situated in Lake City, Colorado. LKA's activities associated with these properties have been sporadic since they were acquired by its predecessor in December 1982. LKA exited the development stage in September 2003 as a result of the reacquisition of its interest in an operating mine near Lake City, Colorado and is currently engaged in efforts to re-establish reserves and resume commercial production (See Note 12).

a. Accounting Methods

LKA's financial statements are prepared using the accrual method of accounting. LKA has elected a calendar year-end.

b. Basic and Diluted Loss Per Share

LKA presents both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including convertible debt, stock options, and warrants, using the treasury stock method, and convertible debt instrument, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive.

The calculation of basic and diluted net loss per share for the years ended December 31, 2018 and 2017 are as follows:

	2018		2017
Basic Net (Loss) Income Per Share:
Numerator:
Net income (loss)	$	(1,589,733)	$	172,582
Denominator:
Weighted-average common shares outstanding		25,750,865		19,190,972

Basic net (loss) income per share	$	(0.06)	$	0.01

Diluted Net Loss Per Share:
Numerator:
Net income (loss)	$	(1,589,733)	$	172,582
Losses on fair value and interest expense on convertible debt		-		(613,455)
Diluted net loss	$	(1,589,733)	$	(440,873)
Denominator:
Weighted-average common shares outstanding		25,750,865		19,190,972
Warrants		-		-
Convertible debt		-		1,600,000
Weighted average shares used in computing diluted net loss per share		25,750,865		20,790,972

Diluted net loss per share	$	(0.06)	$	(0.02)

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

The following table summarizes the potential shares of common stock that were excluded from the computation of diluted net loss per share for the years ended December 31, 2018 and 2017 as such shares would have had an anti-dilutive effect:

	2018		2017
Convertible debt		460,000		-
Common stock warrants		20,834		20,834
Total		480,834		20,834

c. Mine Exploration Costs

Mine exploration costs are capitalized and amortized by the units of production method over estimated total recoverable proven and probable reserves. All costs related to mine exploration and expense were expensed due to there being no proven and probable reserves. Amortization of mineral rights is provided by the units of production method over estimated total recoverable proven and probable reserves. Costs related to locating and evaluating mineral and ore deposits, as well as determining the economic mineability of such deposits, are expensed as incurred.

d. Asset Retirement Obligations

e. Income Taxes

LKA files income tax returns in the U.S. federal jurisdiction, and the state of Colorado. LKA's policy is to recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses.

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Net deferred tax assets consist of the following components as of December 31, 2018 and 2017:

	2018		2017
Deferred tax assets:
Net operating loss carry forward	$	1,277,010	$	1,152,044
Accrued expenses		14,566	30,379
Valuation allowance		(1,291,576)	(1,182,423)
Net deferred tax asset	$	-	$		-

The federal income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate of 21% to pretax income from continuing operations for the years ended December 31, 2018 and 2017 due to the following:

		2018	2017
Pre-tax book income (loss)	$	(333,844)	$		59,894
Derivative (gain) loss		(29,382)			(244,235)
Debt discount expense		140,352			45,355
Stock issued for services and bonus		46,077			-
Meals and entertainment		278			46
Related party accruals		(15,813)			(21,825)
Valuation allowance		192,332	166,975
Federal Income Tax	$	-	$	-

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

LKA had net operating losses of approximately $6,081,000 that expire beginning in 2028, with net operating losses incurred in 2018 able to be carried forward indefinitely. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. In accordance with the statute of limitations for federal tax returns, the Company's federal tax returns for the years 2015 through 2018 are subject to examination.

f. Cash Equivalents

LKA considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents.

g. Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are amounts due on gold sales, are unsecured and are carried at their estimated collectible amounts. Credit is generally extended on a short-term basis; thus accounts receivable do not bear interest. Accounts receivable are periodically evaluated for collectability based on past credit history with clients. Provisions for losses on accounts receivable are determined on the basis of loss experience, known and inherent risk in the account balance and current economic conditions.

h. Principles of Consolidation

The consolidated financial statements include those of LKA Gold, Inc., a Delaware corporation and it's wholly owned subsidiary LKA International, Inc., a Nevada corporation. All significant intercompany accounts and transactions have been eliminated.

i. Use of Estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

j. Revenue Recognition Policy

On January 1, 2018, the Company adopted ASU 2014-09 Revenue from Contracts with Customers (ASU 2014-09) and all subsequent amendments to the ASU, which (i) creates a single framework for recognizing revenue from contracts with customers that fall within its scope and (ii) revises when it is appropriate to recognize a gain (loss) from the transfer of nonfinancial assets. The core principle of ASU 2014-09 is that revenue is recognized when the transfer of goods or services to customers occurs in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. ASU 2014-09 requires the disclosure of sufficient information to enable readers of the Company's financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. ASU 2014-09 also requires disclosure of information regarding significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 provides two methods of retrospective application, full and modified retrospective. Full retrospective requires companies to apply ASU 2014-09 to each prior reporting period presented while modified retrospective requires companies to retrospectively apply ASU 2014-09 with the cumulative effect recognized at the date of initial application. The Company elected to adopt ASU 2014-09 using the modified retrospective application effective January 1, 2018, with no impact the Company's financial statements.

Revenue is generated through the sale of gold-bearing vein material and is recognized upon acceptance of this material by the smelter, or other ore processors. During the years ended December 31, 2018 and 2017, LKA did not recognize any revenue from the delivery of gold-bearing material from the Golden Wonder mine.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

k. Stock-Based Compensation

LKA records stock-based compensation using the fair value method. Equity instruments issued to employees and the cost of the services received as consideration are accounted for in accordance with ASC 718 "Stock Compensation" and are measured and recognized based on the fair value of the equity instruments issued. All transactions with non-employees in which goods or services are the consideration received for the issuance of equity instruments are accounted for in accordance with ASC 515 "Equity-Based Payments to Non-Employees", based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable.

l. Fair Value of Financial Instruments

ASC 820, "Fair Value Measurements" (ASC 820) and ASC 825, "Financial Instruments" (ASC 825) , requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. It establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. It prioritizes the inputs into three levels that may be used to measure fair value:

Level 1 - Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2 - Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

Level 3 - Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The carrying values of cash, prepaid assets, accounts payable and accrued liabilities approximate fair value. Pursuant to ASC 820 and 825, the fair value of cash is determined based on "Level 1" inputs, which consist of quoted prices in active markets for identical assets. The recorded values of all other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations.

The following table sets forth by level within the fair value hierarchy the Company's financial assets and liabilities that are measured at fair value on a recurring basis at December 31, 2018 and 2017:

	Level 1		Level 2		Level 3		Total
December 31, 2018:
Liabilities:
Derivative financial instruments	$	-	$	-	$	54,653	$	54,653

December 31, 2017
Liabilities:
Derivative financial instruments	$	-	$	-	$	341,285	$	341,285

m. New Accounting Pronouncements

LKA has implemented all new accounting pronouncements that are in effect and that may impact its financial statements. The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

In February 2016, the FASB issued ASC 842, Leases ("ASC 842"). ASC 842 related to leases to increase transparency and comparability among organizations by requiring the recognition of right of use assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company is also required to recognize and measure leases existing at, or entered into after, the beginning of the earliest comparative period presented using a modified retrospective approach, with certain practical expedients available.

The Company elected to early adopt ASC 842 effective January 1, 2018 and have elected all available practical expedients. The standard did not have a material impact on our financial statements as we have no outstanding leases.

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) , which amends the guidance to require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments in the ASU were effective for fiscal years ending after December 15, 2017 and interim periods within those fiscal years. The Company adopted this new standard on January 1, 2018, resulting in an adjustment to the presentation of changes in restricted cash from previously being reported in the investing section, to now being included in the total of net cash provided or used by operating, investing and financing activities in the cash flow statements. With the adoption of ASU 2016-18, $1,101 in restricted cash as of December 31, 2016 is now reflected in the "Cash and Restricted Cash at Beginning of Period balance in the consolidated statement of cash flows for the year ended December 31, 2017.

In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting ("ASU 2017-09") which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new standard, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. ASU 2017-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The Company adopted this new standard on January 1, 2018 without a material impact on our financial statements.

In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features, II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. ASU 2017-11 intends to reduce the complexity associated with the issuer's accounting for certain financial instruments with characteristics of liabilities and equity. Specifically, the Board determined that a down round feature (as defined) would no longer cause a freestanding equity-linked financial instrument (or an embedded conversion option) to be accounted for as a derivative liability at fair value with changes in fair value recognized in current earnings and is effective in fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The Company does not anticipate the adoption of this new standard to have a material impact on our financial statements.

n. Reclassification of Prior Period Balances

Certain amounts in prior periods have been reclassified to conform to the current year presentation, with no effect on previously reported net income or stockholder's equity.

o. Long Lived Assets

Periodically the Company assesses potential impairment of its long-lived assets, which include property, equipment and acquired intangible assets, in accordance with the provisions of ASC Topic 360, "Property, Plant and Equipment." The Company recognizes impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying values. An impairment loss would be recognized in the amount by which the recorded value of the asset exceeds the fair value of the asset, measured by the quoted market price of an asset or an estimate based on the best information available in the circumstances. There were no such losses recognized during 2018 or 2017.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

p. Debt Issuance Costs

The Company accounts for debt issuance costs in accordance with the provisions of ASU 2016-03, presenting debt issuance costs related to a recognized debt liability in the consolidated balance sheets as a direct deduction from the carrying amount of that debt liability.

q. Accounting for Derivative Instruments

LKA accounts for derivative instruments in accordance with ASC Topic 815, "Derivatives and Hedging" (ASC 815) and all derivative instruments are reflected as either assets or liabilities at fair value in the consolidated balance sheets.

LKA uses estimates of fair value to value its derivative instruments. Fair value is defined as the price to sell an asset or transfer a liability in an orderly transaction between willing and able market participants. In general, LKA's policy in estimating fair values is to first look at observable market prices for identical assets and liabilities in active markets, where available. When these are not available, other inputs are used to model fair value such as prices of similar instruments, yield curves, volatilities, prepayment speeds, default rates and credit spreads (including for LKA's liabilities), relying first on observable data from active markets. Additional adjustments may be made for factors including liquidity, credit, bid/offer spreads, etc., depending on current market conditions. Transaction costs are not included in the determination of fair value. When possible, LKA seeks to validate the model's output to market transactions. Depending on the availability of observable inputs and prices, different valuation models could produce materially different fair value estimates. The values presented may not represent future fair values and may not be realizable. LKA categorizes its fair value estimates in accordance with ASC 820 based on the hierarchical framework associated with the three levels of price transparency utilized in measuring financial instruments at fair value as discussed above. Changes in fair value are recognized in the period incurred as either gains or losses.

NOTE 2 - FIXED ASSETS

Property and equipment are carried at cost, less accumulated depreciation and includes expenditures that substantially increase the useful lives of existing assets. Maintenance and repairs are charged to current operations as incurred. Upon sale, retirement, or other disposition of these assets, the costs and related accumulated depreciation are removed from the respective accounts, and any gain or loss on the disposition is included in other income.

Depreciation expense is computed using the straight-line method over the following estimated useful lives:

Description	Useful Life

Land improvements	Estimated life of mine
Building	15 years
Mining equipment	3 – 5 years
Vehicles	5 years

Fixed assets and accumulated depreciation are as follows:

	December 31,
	2018			2017
Fixed assets:
Land	$	376,442	$	376,442
Mining claims		12,137		12,137
Land improvements		128,580		128,580
Automobile		66,923		66,923
Mining equipment		124,976		124,976
Buildings		42,055		42,055
Asset retirement costs		98,027		98,027
Less: Accumulated depreciation		(398,884)		(390,252)
Total fixed assets	$	450,256	$	458,888

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

Depreciation expense for the years ended December 31, 2018 and 2017 was $8,632 and $8,631, respectively.

NOTE 3 - ASSET RETIREMENT OBLIGATIONS

ASC 410, "Asset Retirement and Environmental Obligations", addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated retirement costs. LKA's asset retirement obligations (AROs) consist of estimated costs related to the reclamation of the Golden Wonder and Ute Ulay mines in correspondence with federal and state reclamation laws as defined by each applicable mine permit. The obligation and corresponding asset have been recognized in the period in which the liability was incurred.

Changes in estimates could occur due to mine plan revisions, changes in estimated costs, and changes in the timing of the performance of reclamation activities.

LKA calculated its initial estimated AROs for final reclamation and mine closure based upon anticipated amounts and timing of future cash expenditures for a third party to perform the required work. Spending estimates have been escalated for inflation at 1.93% per annum, then discounted at the credit-adjusted risk-free rate of 4.09% per annum at September 18, 2003. LKA recorded an ARO asset associated with the liability and amortized the asset over its expected life using the straight-line depreciation method. The ARO liability was fully accreted to the projected spending date in 2016.

The Company calculated its estimated ARO for additional final reclamation and mine closure costs based upon anticipated amounts and timing of future cash expenditures for a third party to perform the required work. Spending estimates were escalated for inflation at 2.29% per annum and discounted at a credit-adjusted risk-free rate of 7.54%

per annum. The Company recorded an ARO asset associated with the liability and amortized the asset over its expected life of seven years using the straight-line depreciation method. The ARO liability addition was fully accreted based on the initial projected reclamation completion date of September 30, 2016. Changes in estimates could occur due to mine plan revisions, changes in estimated costs and changes in the timing of the performance of anticipated reclamation activities.

As of December 31, 2018 and 2017, LKA holds reclamation bonds totaling $149,156 and $100,042 in the name of the State of Colorado (the State) for the Golden Wonder mine, respectively. This amount is being held by the State until the mines are closed and reclamation activities begin.

NOTE 4 - RELATED PARTY TRANSACTIONS

Office Space

LKA pays a company owned by an officer and shareholder $1,500 per month for office rent, equipment, services and expenses. The affiliated Company, (Abraham & Co., Inc. a FINRA member and registered investment advisor) also executes LKA's securities transactions and manages its investment portfolio. During the year ended December 31, 2018, Abraham & Co., Inc. agreed to exchange $23,805 in outstanding accounts payable and $1,785 in accrued interest for 127,952 shares of LKA common stock at $0.20 per share. At December 31, 2018 and 2017, LKA owes Abraham & Co $6,447 and $23,805 on this obligation , respectively .

Accounts and Wages Payable

At December 31, 2018 and 2017, LKA owes $223 and $100, respectively, for purchases made on the personal credit card of LKA's president, Kye Abraham.

During March 2018, LKA's President, Chairman of the Board and Director, Kye Abraham, elected to convert $75,378 in accrued wages and $5,654 in accrued interest into 405,157 shares of LKA common stock, or the market price of the common stock on the date of issuance of $0.20 per share. LKA owed Kye Abraham $49,989 and $113,257 in unpaid salary at December 31, 2018 and 2017, respectively.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

Notes Payable

During 2017, an entity controlled by LKA's President and Chairman, Kye Abraham , loaned LKA $7,500 in cash. The short-term loan does not accrue interest, is unsecured and is due upon demand. During March 2018 the affiliated entity lent LKA an additional $18,000 on a short-term note, due upon demand. During March 2018, the affiliate entity elected to convert $12,798 in note principal and $960 in interest into 68,789 shares of common stock, or the market price of the common stock on the date of issuance of $0.20 per share. The balance of the note is $12,702 at December 31, 2018.

During 2017, LKA's president, Kye Abraham, loaned LKA $1,100 in cash and repaid the total of $6,600 due in full during 2017. The short-term loans did not accrue interest, were unsecured and were due upon demand.

Convertible Notes Payable

On March 15, 2017, LKA issued a convertible debenture in the amount of $150,000 to members of the Koski family, the Company's largest shareholders. Principal on the Convertible Debenture is due March 15, 2021. The Convertible Debenture accrues interest at 7.5% and is convertible at any time into shares of LKA common stock at $0.50 per share. Interest is due on a semi-annual basis and LKA is required to retain a reserve amount of the proceeds to pay the first two semi-annual interest payments, which, if the Convertible Debentures are converted within one year, will be paid to the Convertible Debenture holders.

On March 17, 2017, LKA issued a convertible debenture in the amount of $150,000 to its President and Chairman, Kye Abraham in exchange for $150,000 in accrued and unpaid wages. Principal on the Convertible Debenture is due March 17, 2021. The Convertible Debenture accrues interest at 7.5% and is convertible at any time into shares of LKA common stock at $0.50 per share. Interest is due on a semi-annual basis and LKA is required to retain a reserve amount of the proceeds to pay the first two semi-annual interest payments, which, if the Convertible Debentures are converted within one year, will be paid to the Convertible Debenture holders.

On March 31, 2017, LKA issued a convertible debenture in the amount of $50,000 to an entity controlled by LKA's President and Chairman, Kye Abraham. Principal on the Convertible Debenture is due June 30, 2021. The Convertible Debenture accrues interest at 7.5% and is convertible at any time into shares of LKA common stock at $0.50 per share. Interest is due on a semi-annual basis and LKA is required to retain a reserve amount of the proceeds to pay the first two semi-annual interest payments, which, if the Convertible Debentures are converted within one year, will be paid to the Convertible Debenture holders.

During March 2018, members of the Koski family, LKA's President and Chairman, Kye Abraham, and an entity controlled by LKA's President and Chairman, Kye Abraham, elected to convert a total of $600,000 in convertible debt principal and $44,998 in accrued interest into 3,224,990 shares of common stock at a price of $0.20 per share. As of December 31, 2018 and 2017, there was $0 and $600,000 in outstanding convertible debentures, respectively. The conversion was accounted for as an induced conversion under ASC 470 "Debt". As such, LKA recognized a loss on debt conversion of $309,406 during the year ended December 31, 2018 equivalent to the fair value of the incremental shares issued upon conversion.

During the years ended December 31, 2018 and 2017, LKA recognized $537,908 and $67,301 of interest expense from the amortization of debt discount and issuance costs, respectively.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

LKA's convertible notes payable to related parties consist of the following at December 31:

	2018		2017
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due September 29, 2018	$	-	$	125,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due September 29, 2018		-		125,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due March 15,2021		-		150,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due March 17,2021		-		150,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due March 31,2021		-		50,000
Total:		-		600,000
Less: debt discount and issuance costs		-		(537,909	)
Net debt		-		62,091
Less: current portion		-		(40,661	)
Long-term debt, net	$	-	$	21,430

Restricted Cash Guarantee

During November 2016, LKA entered into an agreement with Caldera Partners Limited Partnership (Caldera), an entity controlled by LKA's President and Chairman of the Board, Kye Abraham, to backstop guarantee the payment of accrued interest amounts due on the below mentioned convertible notes (debentures) payable. At December 31, 2018 and 2017, LKA had a requirement to reserve $0 and $28,125 as restricted cash to pay the second semi-annual interest payments, respectively, but had $0 in cash at December 31, 2017. As such, Caldera guaranteed the remaining $28,125 due at December 31, 2017, which was subsequently paid in 2018.

Common Stock Bonus

During March 2018, LKA issued its President and Chairman of the Board, Kye Abraham 1,750,000 shares of LKA common stock valued at $201,425, or the market price on of the Company's common stock of $0.12 per share.

NOTE 5 - CONVERTIBLE NOTE PAYABLE

During October 2015, LKA issued a convertible debenture for $50,000 in cash. The convertible debenture accrues interest at 7.5% per annum, is unsecured, due in three years from the date of issuance and is convertible into shares of LKA common stock at any time at the option of the holder at a rate of $0.50 per share. Interest is due in semi-annual payments. During December 2018, LKA entered into a one-year extension agreement through October 20, 2019 in exchange for a reduction of the conversion price to $0.25 per share. The modification of the note was not deemed substantial.

During April 2016, LKA issued two $50,000 convertible debentures for $100,000 in cash. The convertible debentures accrue interest at 7.5% per annum, are unsecured, due in five years from the dates of issuance and are convertible into shares of LKA common stock at any time at the option of the holder at a rate of $0.50 per share. Interest is due in semi-annual payments.

During April 2017, LKA issued a convertible debenture in the amount of $50,000 for cash. The Convertible Debenture accrues interest at 7.5%, is unsecured, due in four years from the dates of issuance and is convertible at any time into shares of LKA common stock at $0.50 per share. Interest is due on a semi-annual payments.

During April 2018, a holder of a convertible note was offered to convert all or a portion of their outstanding balance at terms commensurate with related party conversions at $0.20 per share. As such, a holder of a convertible note elected to convert a total of $20,000 in convertible debt principal into 100,000 shares of common stock at a price of $0.20 per share. The conversion was accounted for as an induced conversion under ASC 470 "Debt". As such, LKA recognized a loss on debt conversion of $11,382 during the year ended December 31, 2018 equivalent to the fair value of the incremental shares issued upon conversion.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

For all the above noted convertible debentures, if any event of default occurs, the interest rate increases to 15% per annum and the conversion rate shall be decreased to $0.25 per share. As a result of the reset provision in the conversion price, the conversion options embedded in these instruments are classified as a liability in accordance with ASC 815 and LKA recognized debt discounts of $0 and $50,000 during the years ended December 31, 2018 and 2017, respectively.

LKA incurred $7,500 in debt issuance costs on a convertible debenture issuance in 2017, which is being amortized over the three year term of the convertible debentures.

During the years ended December 31, 2018 and 2017, LKA recognized $130,436 and $14,793 of interest expense from the amortization of the debt discount and issuance costs, respectively.

LKA's convertible notes payable consist of the following at December 31:

	2018			2017
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due October 20, 2019	$	50,000		$	50,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due April 5, 2021		50,000			50,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due April 22, 2021		50,000			50,000
7.5% Convertible Debenture, interest at 7.5% per annum, unsecured, due April 20, 2021		30,000			50,000
Total:		180,000			200,000
Less: debt discount and issuance costs		(50,718	)		(181,156	)
Less: Current portion		(50,000	)		(8,132	)
Total long-term debt	$	79,282		$	10,712

Maturities under the Debentures are as follows at December 31, 2018:

2019	$	50,000
2020		-
2021		130,000
2022		-
2023		-
Thereafter		-
Total	$	180,000

NOTE 6 - DERIVATIVE LIABILITIES

LKA analyzed the conversion options embedded in the convertible notes payable and convertible notes payable related party (Convertible Notes) for derivative accounting consideration under ASC 815 and determined that the instruments embedded in the above referenced Convertible Notes should be classified as liabilities and recorded at fair value due to the potentially variable conversion prices.

The fair value of the conversion options issued during the years ended December 31, 2018 and 2017 was determined to be $0 and $609,812, respectively, as of the issuance date using a Black-Scholes option-pricing model. Upon the date of issuance of the Convertible Notes during the years ended December 31, 2017, $400,000 was recorded as debt discount and $209,812 was recorded as day one loss on derivative liability. During the years ended December 31, 2018 and 2017, LKA recognized gains of $139,914 and $928,149 on mark-to-market of the conversion options, respectively.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

The following table summarizes the derivative liabilities included in the consolidated balance sheets at December 31, 2018 and 2017:


Balance, December 31, 2016	$	659,622
Day one loss due to convertible debt		209,812
Debt discount		400,000
Gains on change in fair value		(928,149	)
Balance, December 31, 2017	$	341,285
Reclass to equity due to conversion		(146,718	)
Gain on change in fair value		(139,914	)
Balance, December 31, 2018	$	54,653

The following table summarizes the gain on derivative liabilities included in the consolidated statements of operations for the years ended December 31, 2018 and 2017:

	December 31,
	2018			2017
Day one loss due to convertible debt		$	-		$	(209,812	)
Gain (loss) on change in fair value			139,914			928,149
Gain (loss) on derivative liabilities		$	139,914		$	718,337

The Company valued its derivatives liabilities using the Black-Scholes option-pricing model. Assumptions used during the year ended December 31, 2018 include (1) risk-free interest rates of between 1.93 and 2.88%, (2) lives of between 0.13 and 3.07 years, (3) expected volatility of between 230% to 455%, (4) zero expected dividends, (5) conversion prices as set forth in the related instruments, and (6) the common stock price of the underlying share on the valuation dates.

NOTE 6 - MINE EXPLORATION AND OPTION AGREEMENT

NOTE 7 - NOTIFICATION OF POSSIBLE ENVIRONMENTAL REMEDIATION LIABILITY

In 2002 the Federal Bureau of Land Management (the "BLM") advised LKA of its desire to extend to the Ute-Ulay Property certain environmental cleanup ("remediation") activities that it was conducting on neighboring properties that LKA did not own. The BLM commissioned and obtained three engineering evaluation and cost analysis ("EE/CA") studies/reports on the Ute-Ulay and the neighboring public lands in 2002-2006. These EE/CA studies analyzed the environmental state of the Ute-Ulay property and other properties in the area. The studies identified a large volume of mine tailings and metals loading of shallow ground water, with elevated levels of arsenic, cadmium and lead being present. The BLM's most recent study, "Value Engineering Study on the Ute Ulay Mine/Mill Site – Final Report" dated January 5, 2006, projected the costs of remediation and property stabilization on the Ute-Ulay property to be approximately $2.1 million. The remediation of the property was completed in June 2014. According to a final project report by the federal Environmental Protection Agency's (the "EPA") regional manager and project supervisor, the actual costs associated with this effort were $1.2 million. Under the federal Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), the EPA may either require a property owner to perform the necessary cleanup or the Agency may perform the work and seek recovery of costs against the property owner and previous owners. LKA management has had numerous discussions with senior EPA representatives, including the project manager, and been told that the Agency does not intend to seek reimbursement of remediation cost from LKA beyond what the Company has already contributed. Accordingly, pursuant to Generally Accepted Accounting Principles, and all discussions with EPA to date, LKA management believes it is unlikely there will be a material impact to its financial statements and no liability for this project has been recorded as of the year ended December 31, 2018. As stated above, actual completion of remediation work at the site was completed in 2014 but the EPA has not yet issued its notice of final determination.

We are involved from time to time in routine legal matters incidental to our business, including disputes with sub-contractors and requests from regulatory agencies. Based upon available information, we believe that the resolution of such matters will not have a material adverse effect on our consolidated financial position or results of operations. Except as discussed above, LKA is not the subject of any pending legal proceedings and, to the knowledge of management; no proceedings are presently contemplated against LKA by any federal, state or local governmental agency.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

NOTE 8 - COMMITMENTS AND CONTINGENCIES

Wastewater Discharge Liability

During the fourth quarter of 2014, LKA received a Notice of Violation (NOV) from the Colorado Department of Health and Environment (CDPHE) for failure to meet certain requirements of the Company's wastewater discharge permit. During 2016, the Company undertook all corrective actions specified in the NOV, under CDPHE oversight, and believes it is in compliance with the terms of its permit. Additional work is going to be required to modify and upgrade the mine's water treatment process in 2019 to meet regulatory requirements and bring LKA back into compliance with its discharge permit requirements. Until this work is completed to the satisfaction of CDPHE, the Company is considered to be in a "non-compliance" status with the terms of its discharge permit and additional penalties could be assessed beyond those described (anticipated) above. It is currently expected that discussions with the CDPHE will be concluded sometime in 2019 and that any financial penalty assessed and any further corrective actions will not likely cost less than $75,000 but not more than $150,000. If LKA is unsuccessful in achieving full compliance with permit requirements, it may be subject to additional penalties or revocation of its discharge permit. As a result, LKA has accrued a liability on the high range of $150,000 as there is no better estimate of the amount of loss within this range and the remaining balance was $99,974 and $99,974 as of December 31, 2018 and 2017, respectively.

Vendor Litigation Settlement

During November 2018, LKA was served with a vendor lawsuit, resulting in a judgement against the Company in the amount of approximately $141,000, including attorney fees. As a result, the Company accrued an additional $118,462 in accounts payable as of December 31, 2018 to cover the full amount of the judgement.

NOTE 9 - EQUITY

During June 2017, LKA issued 18,913 shares of common stock for services valued at the market price on the grant date of $10,782, or $0.57 per share.

During July 2017, LKA issued 20,834 shares of common stock and warrants to purchase an additional 20,834 shares of common stock at an exercise price $0.60 per share for cash of $10,000.

During March 2018, LKA issued a total of 601,898 shares for $23,805 in outstanding accounts payable and $1,785 in accrued interest, $75,378 in accrued wages and $5,654 in accrued interest and $12,798 in note principal and $960 in interest at the market price of the common stock on the date of issuance of $0.20 per share.

During March 2018, members of the Koski family, the Company's largest shareholders, LKA's President and Chairman, Kye Abraham, and an entity controlled by LKA's President and Chairman, Kye Abraham, elected to convert a total of $600,000 in convertible debt principal and $44,998 in accrued interest into 3,224,990 shares of common stock and recognized $309,406 in loss on debt conversion based on the fair market value of the incremental common stock issued and a retirement of derivative liability of $146,718 to additional paid-in capital due to the induced conversion of the notes and accrued interest.

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

During April 2018, LKA sold 2,702,703 shares of common stock for $500,000, or the market price of the common stock on the date of issuance of $0.185 per share to related parties and incurred $25,000 in stock issuance costs. Funds were used to restart exploration activity at the Golden Wonder mine.

During April 2018, LKA issued 100,000 shares of common stock for $20,000 in convertible debt and recognized a loss on debt conversion of $11,382.

During June 2018, LKA issued 100,000 shares of common stock for promotion services valued at $17,990, or the market price of the common stock on the date of issuance of fair market value of $0.18 per share.

Common Stock Warrants

During July 2017, in conjunction with the sale of common stock for cash, LKA issued warrants to purchase 20,834 shares of common stock at an exercise price of $0.60, subject to subsequent adjustments based on future issuance prices, exercisable at any time for two years.

The following table summarizes the outstanding warrants and associated activity for the years ended December 31, 2018 and 2017:

	Number of Warrants Outstanding		Weighted Average Price	Weighted Average Remaining Contractual Life
Balance, December 31, 2016	-	$	-	-
Granted	20,834		0.60	2.00
Exercised	-		-	-
Expired	-		-	-
Balance, December 31, 2017	20,834		0.60	1.55
Granted	-		-	-
Exercised	-		-	-
Expired	-		-	-
Balance, December 31, 2018	20,834	$	0.60	0.55

NOTE 10 - GOING CONCERN

LKA's consolidated financial statements are prepared using generally accepted accounting principles applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, LKA has recently accumulated significant losses, has a working capital deficit and has negative cash flows from operations, which raise substantial doubt about its ability to continue as a going concern. Management's plans with respect to alleviating the adverse financial conditions that caused management to express substantial doubt about the LKA's ability to continue as a going concern are as follows:

LKA GOLD INCORPORATED

Notes to the Consolidated Financial Statements

In order to support continued operation of the mine, LKA completed a $500,000 capital funding raise in April 2018 and will need raise additional funds to support operations during 2019.

There can be no assurance that LKA will be able to achieve its business plans, raise any more required capital or secure the financing necessary to achieve its current operating plan. The ability of LKA to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the preceding paragraph and eventually attain profitable operations. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None; not applicable.

ITEM 9A: CONTROLS AND PROCEDURES

Our management, with the participation of our principal executive and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Annual Report. Based on that evaluation, our President and our Treasurer concluded that our disclosure controls and procedures as of the end of the period covered by the Annual Report were not effective as the Company lacks appropriate segregation of duties and has an insufficient number of employees responsible for the accounting and financial reporting functions. A controls system cannot provide absolute assurance, however, that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Management's Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes of accounting principles generally accepted in the United States.

Our management, with the participation of the President and the Treasurer, evaluated the effectiveness of our internal controls over financial reporting as of December 31, 2018. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control – Integrated Framework. Based on this evaluation, our management concluded that as of December 31, 2018, our internal controls over financial reporting were not effective due to material weaknesses identified as follows:

-	The Company lacks appropriate segregation of duties and

-	The Company has an insufficient number of employees responsible for the accounting and financial reporting functions.

Internal control over financial reporting is defined as a process designed by, or under the supervision of, our principal executive and principal financial officers and effected by our board of directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles, and includes those policies and procedures that:

-	pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;

provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance with U.S. generally accepted accounting principles and that our receipts and expenditures are being made only in accordance with authorization of our management and directors; and,

-	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the internal control system are met. Because of the inherent limitations of any internal control system, no evaluation of controls can provide absolute assurance that all control issues, if any, within a company have been detected.

This Annual Report on Form 10-K does not include an attestation report of the Company's independent registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Company's independent registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management's report in this Annual Report on Form 10-K.

We are in the continuous process of improving our internal control over financial reporting in an effort to eliminate these material weaknesses through improved supervision and training of our staff, but additional effort is needed to fully remedy these deficiencies. Management has engaged a consultant to assist with the financial reporting process in an effort to mitigate some of the identified weaknesses.

Changes in Internal Control Over Financial Reporting

During the fourth quarter of our 2018 fiscal year, there were no changes in our internal control over financial reporting.

ITEM 9B: OTHER INFORMATION

None

PART III

ITEM 10: DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE

Identification of Directors and Executive Officers

The following table sets forth the names of all current directors and executive officers of the Company. These persons will serve until the next annual meeting of the stockholders or until their successors are elected or appointed and qualified, or their prior resignation or termination.

Name	Positions Held	Date of Election or Designation	Date of Termination or Resignation
Kye A. Abraham	President Chairman of the Board Director	03/88 03/88 03/88	* * *
Nanette Abraham	Secretary	1990	*
	Director Treasurer	1990 12/02	* *

These persons presently serve in the capacities indicated.

Background and Business Experience

Kye Abraham, President, Chairman of the Board Mr. Abraham is 60 years old. He has been the President of LKA since 1988. Mr. Abraham is also the President, Chairman of the Board and sole shareholder of Abraham & Co., Inc., a registered FINRA broker/dealer and Registered Investment Adviser. Mr. Abraham is also the Managing Partner of Caldera Limited Partnership. Mr. Abraham directs all mining and business matters for LKA.

Nanette Abraham, Secretary/Treasurer and Director. Mrs. Abraham, age 61, and, until recently was employed as a Research Associate by the Russell Investment Group Company, a worldwide financial consulting company, since 1991. She has been the Secretary and Director of LKA for over 11 years, and was appointed to the office of Treasurer in December 2002.

Significant Employees

LKA has no employees who are not executive officers, but who are expected to make a significant contribution to its business.

Family Relationships

Our President, Kye Abraham, is the husband of Nanette Abraham, who is our Secretary/Treasurer.

Involvement in Other Public Companies Registered Under the Exchange Act

None

Section 16(a) Beneficial Ownership Reporting Compliance

Our shares of common stock are registered under the Exchange Act, and therefore our officers, directors and holders of more than 10% of our outstanding shares are subject to the provisions of Section 16(a) which requires them to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and our other equity securities. Officers, directors and greater than 10% beneficial owners are required by SEC regulations to furnish us with copies of all Section 16(a) reports they file. Based solely upon review of the copies of such forms furnished to us during the fiscal year ended December 31, 2018, there were no late filings, no failures to make filings and no unreported transactions.

Code of Ethics

We have adopted a Code of Conduct for our President and Secretary/Treasurer. A copy of the Code of Conduct was attached as Exhibit 14 to our Annual Report on Form 10-KSB for the calendar year ended December 31, 2003. See Part IV, Item 15 of this Report.

Corporate Governance

Nominating Committee

We have not established a Nominating Committee because we believe that our Board of Directors is able to effectively manage the issues normally considered by a Nominating Committee. During the calendar year ended December 31, 2018, there were no changes to the procedures by which security holders may recommend nominees to the Company's Board of Directors.

Audit Committee

We have not adopted an audit committee separate from our Board of Directors because the Board of Directors consists of only Mr. and Mrs. Abraham.

ITEM 11: EXECUTIVE COMPENSATION

The following table sets forth the aggregate compensation paid by the Company for services rendered during the periods indicated:

SUMMARY COMPENSATION TABLE

Name and Principal Position (a)	Year (b)	Salary ($) (c)	Bonus ($) (d)	Stock Awards ($) (e)	Option Awards ($) (f)	Total Earnings ($) (j)
Kye Abraham, President, Director	12/31/18 12/31/17 12/31/16	$138,000 $138,000 $138,000	0 0 0	$201,425 0 0	0 0 0	$339,425 $138,000 $138,000
Nannette Abraham Sec./Treas Director	12/31/18 12/31/17 12/31/16	$12,000 $12,000 $12,000	0 0 0	0 0 0	0 0 0	$12,000 $12,000 $12,000

Beginning in October 2006, Kye Abraham began receiving a salary of $11,500 per month and Nannette Abraham began receiving a salary of $1,000 per month for their services to LKA. Prior to that, Kye Abraham's salary was $10,000 per month. We do not have any employment agreements with Mr. Abraham or with any other party.

Outstanding Equity Awards at Fiscal Year End

None

Compensation of Directors

Our directors are not compensated for their service on the board of directors.

ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Security Ownership of Certain Beneficial Owners

The following tables set forth the shareholdings of those persons who were the beneficial owners of more than five percent (5%) shareholders of the Company's common stock as of March 31, 2019:

Ownership of Principal Shareholders

Title of Class	Name of Beneficial Owner	Amount and Nature of Beneficial Owner	Percent of Class
Common Stock	Kye Abraham	6,356,200(1)	(3) 23%
Common Stock	Koski Family Limited Partnership	(2) 13,638,393	(3) 50%

(1) Consists of 2,986,688 shares that are held directly by Mr. And Ms. Abraham; 2,804,560 shares that are owned by Caldera Partners Limited, of which Mr. Abraham is the Managing Director; 272,964 shares that are owned by Cognitive Assoc. LP of which Mr. Abraham is the Managing Partner, 32,033 shares that are owned by Cognitive Intelligence LP of which Mr. Abraham is the Managing Partner, and 259,955 shares that are owned by Abraham & Co., which is controlled by Mr. Abraham.

(2) Of this total, 9,198,953 shares are held directly by the Koski Family Limited Partnership. The remaining 4,439,440 shares are held by associated Koski family members and entities.

(3) Based on a total of 27,697,684 shares outstanding.

Security Ownership of Management

The following table sets forth the share holdings of the Company's directors and executive officers as of December 31, 2018:

Ownership of Officers and Directors

Title of Class	Name and Address of Beneficial Owner	Amount and Nature of Beneficial Owner	Percent of Class
Common Stock	Kye Abraham	2,986,688 (1)	10.8% (2)
Common Stock	Nanette Abraham	(3)	10.8% (2)

(1) Owned by K.A. Directly

(2) Based on a total of 27,697,684 shares outstanding.

(3) As the spouse of Kye A. Abraham, Nanette Abraham may be deemed to beneficially own all 2,986,688 shares that Mr. Abraham beneficially owns.

Securities Authorized for Issuance under Equity Compensation Plans

Equity Compensation Plan Information

None

ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTORS INDEPENDENCE

Transactions with Related Persons

Except as indicated below, during the past fiscal year, the Company has not entered into any transaction with a related person, and there is no currently proposed transaction with a related person, in which the Company was or is to be a participant and the amount involved exceeds the lesser of $120,000 or one percent of the average of the Company's total assets at year-end for the last two completed fiscal years.

Office Space

Accounts and Wages Payable

At December 31, 2018, LKA owes $223 for purchases made on the personal credit card of LKA's president, Kye Abraham.

Notes Payable

Convertible Notes Payable

Parents of the Smaller Reporting Company

LKA has no parent company.

Director Independence

We do not have any independent directors serving on our Board of Directors. The definition the Company uses to determine whether a director is independent is NASDAQ Rule 4200(a)(15). The text of this rule is attached to this Annual Report as Exhibit 99.

ITEM 14: PRINCIPAL ACCOUNTING FEES AND SERVICES

The following is a summary of the fees billed to us by our principal accountants during the fiscal years ended December 31:

Fee Category	2018		2017
Audit Fees	$	31,000	$	29,000
Audit-related Fees	$	-	$	-
Tax Fees	$	-	$	-
All Other Fees	$	-	$	-
Total Fees	$	31,000	$	29,000

Audit Fees - Consists of fees for professional services rendered by our principal accountants for the audit of our annual financial statements and review of the financial statements included in our Forms 10-Q or services that are normally provided by our principal accountants in connection with statutory and regulatory filings or engagements.

Audit-related Fees - Consists of fees for assurance and related services by our principal accountants that are reasonably related to the performance of the audit or review of our financial statements and are not reported under "Audit fees."

Tax Fees - Consists of fees for professional services rendered by our principal accountants for tax compliance, tax advice and tax planning.

All Other Fees - Consists of fees for products and services provided by our principal accountants, other than the services reported under "Audit fees," "Audit-related fees," and "Tax fees" above.

Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors

We have not adopted an Audit Committee; therefore, there is no Audit Committee policy in this regard. However, we do require approval in advance of the performance of professional services to be provided to us by our principal accountant. Additionally, all services rendered by our principal accountant are performed pursuant to a written engagement letter between us and the principal accountant.

PART IV

ITEM 15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1)(2) Financial Statements. See the audited financial statements for the year ended December 31, 2012 contained in Item 8 above which are incorporated herein by this reference.

(a)(3) Exhibits. The following exhibits are filed as part of this Annual Report:

Exhibits

Exhibit Number	Description (1)
3.1	Certificate of Incorporation (2)
3.2	By-laws (2)
14	Code of Conduct (3)
31.1	302 Certification of Kye Abraham
31.2	302 Certification of Nanette Abraham
32.1	906 Certification of Kye Abraham
32.2	906 Certification of Nanette Abraham
99	NASDAQ Rule 4200(a)(15)
101 INS	XBRL Instance Document*
101 PRE	XBRL Taxonomy Extension Presentation Linkbase Document*
101 LAB	XBRL Taxonomy Extension Label Linkbase Document*
101 DEF	XBRL Taxonomy Extension Definition Linkbase Document*
101 CAL	XBRL Taxonomy Extension Calculation Linkbase Document*
101 SCH	XBRL Taxonomy Extension Schema Document*

* P ursuant to Rule 406T of Regulation S-T, these interactive data files are deemed "furnished" and not "filed" or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, or deemed "furnished" and not "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under these sections. Data files will be attached to an amendment to the annual report in a future filing.

DOCUMENTS INCORPORATED BY REFERENCE

(1) Summaries of all exhibits contained within this Report are modified in their entirety by reference to these exhibits.

(2) Incorporated by reference to our Annual Report on Form 10-KSB for the calendar year ended December 31, 2001, filed with the SEC on February 11, 2003.

(3) Incorporated by reference to our Annual Report on Form 10-KSB for the calendar year ended December 31, 2003, filed with the SEC on March 29, 2004.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

LKA GOLD INCORPORATED

Date:	April 25, 2019		By:	/s/Kye Abraham
				Kye Abraham, President, Chairman of the Board and Director

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

LKA GOLD INCORPORATED

Date:	April 25, 2019	By:	/s/Kye Abraham
			Kye Abraham, Principal Executive Officer and Director

Date:	April 25, 2019	By:	/s/Nanette Abraham
			Nanette Abraham, Principal Financial Officer, Principal Accounting Officer and Director

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