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

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

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1. Name and Address of Reporting Person * Devers Robert J   2. Issuer Name and Ticker or Trading Symbol METALLINE MINING CO [MMG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O METALLINE MINING COMPANY, 6400 S FIDDLERS GREEN CIRCLE, SUITE 950 3. Date of Earliest Transaction (Month/Day/Year) 08/23/2010 (Street) GREENWOOD VILLAGE, CO 80111 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock               10,000 D

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

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

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

4. Transaction Code (Instr. 8)

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

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

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

8. Price of Derivative Security (Instr. 5)

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

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

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

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Options (1)

$ 4.3

06/18/2007

06/18/2017

Common Stock

250,000

250,000

D

Stock Options (2)

$ 2.18

01/18/2008

01/18/2018

Common Stock

100,000

100,000

D

Stock Options (3)

$ 0.34

02/11/2009

02/11/2019

Common Stock

34,000

34,000

D

Stock Options (4)

$ 0.34

02/11/2009

02/11/2019

Common Stock

27,875

27,875

D

Stock Options (5)

$ 0.72

08/23/2010

A

500,000

08/23/2010

08/23/2015

Common Stock

500,000

$ 0

500,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Devers Robert J C/O METALLINE MINING COMPANY 6400 S FIDDLERS GREEN CIRCLE, SUITE 950 GREENWOOD VILLAGE, CO 80111			Chief Financial Officer

Signatures

/s/ Robert J. Devers		08/24/2010
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Options granted pursuant to the Company's 2006 Stock Option Plan on June 4, 2007, and such options are currently vested in full.
(2)	Options granted pursuant to the Company's 2006 Stock Option Plan on January 18, 2008, and such options are currently vested in full.
(3)	Options granted pursuant to the Company's 2000 Equity Incentive Plan in February 2009, the options vested immediately upon grant.
(4)	Options granted pursuant to the Company's 2006 Stock Option Plan in February 2009, the options vested immediately upon grant.
(5)	Options granted pursuant to the Company's 2010 Stock Option Plan on August 23, 2010. This option vests as follows: 1/3 vested immediately upon grant, 1/3 vest on August 23, 2011, and the final 1/3 vest on August 23, 2012. This transaction is exempt from 16(b) pursuant to Rule 16b-3(d).

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