FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SHERIFF WILLIAM M

2. Date of Event Requiring Statement (MM/DD/YYYY)
8/15/2014 

3. Issuer Name and Ticker or Trading Symbol

Timberline Resources Corp [TLR]

(Last)        (First)        (Middle)

C/O TIMBERLINE RESOURCES CORPORATION, 101 EAST LAKESIDE AVENUE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                            _____ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

COEUR D'ALENE, ID 83814       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

9/23/2014 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Shares   323750   (1) D    
Common Shares   701250   (2) I   Resource Re Ltd.  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  As of August 15, 2014, the reporting person directly held 3,885,000 common shares of the Issuer. As a result of a 1:12 reverse stock split effected by Timberline Resource Corporation (the "Issuer") on October 31, 2014, the reporting person currently holds a total of 323,750 common shares.
( 2)  The reporting person disclaims beneficial ownership of the securities held by Resource Re Ltd. and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose. As a result of the reverse stock split effected by the Issuer on October 31, 2014, Resource Re Ltd. currently holds 701,250 common shares of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SHERIFF WILLIAM M
C/O TIMBERLINE RESOURCES CORPORATION
101 EAST LAKESIDE AVENUE
COEUR D'ALENE, ID 83814 		X



Signatures
/s/ William M. Sheriff 1/20/2015
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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