UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 20-F
Amendment #1
[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g)OF THE SECURITIES EXCHANGE ACT OF 1934
OR
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year endedFebruary 28, 2005
OR
[ ] 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:0-29978
STARFIELD RESOURCES INC.
(Exact name of Registrant as specified in its charter)
__________Alberta, Canada_____________
(Jurisdiction of incorporation or organization)
420-465 Howe Street, Vancouver, British Columbia, Canada V6C 2T6
(Address of principal executive offices)
Securities to be registered pursuant to Section 12(b) of the Act:
None
Securities to be registered pursuant to Section 12(g) of the Act:
Common Shares, without par value
(Title of Class)
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None
Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report. 123,584,856
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 12 or 15(d) of the Securities Exchange Act of 1934 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 ninety days. YesXXX No ___
Indicate by check mark which financial statement item the registrant has elected to follow: Item 17xxx Item 18 ___
The Company’s 20-F Annual Report for the fiscal year ended February 28, 2005 originally filed on August 31, 2005 contained a typographic error and an incorrect number within its Table No. 6, “Shareholdings of Directors and Senior Management”. The corrected table follows.
Table No. 6 lists, as of 7/31/2005, Directors and Executive Officers who beneficially own the Registrant's voting securities and the amount of the Registrant's voting securities owned by the Directors and Executive Officers as a group.
Table No. 6
Shareholdings of Directors and Senior Management
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Title Of Class | Name of Beneficial Owner | Amount and Nature Of Beneficial Ownership | Percent Of Class # |
Common | Glen J. Indra (1) | 6,804,500 | 4.96% |
Common | Glen MacDonald (2) | 3,446,000 | 2.54% |
Common | Robert Maddigan (3) | 1,773,680 | 1.31% |
Common | Henry Giegerich (4) | 475,000 | 0.35% |
Common | Ross Glanville (5) | 300,000 | 0.22% |
Common | Ming Wong (6) | 228,500 | 0.17% |
Total Directors/Management | 13,027,680 | 9.18% |
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(1)
269,500 of these shares are held in the name of Floralynn Investments Ltd., a company 100% owned by Glen J. Indra. 3,607,000 of these shares are represented by currently exercisable share purchase options.
(2)
2,390,000 of these shares are represented by currently exercisable share purchase options.
(3)
1,660,000 of these shares are represented by currently exercisable share purchase options.
(4)
450,000 of these shares are represented by currently exercisable share purchase options, and 12,500 are represented by currently exercisable share purchase warrants.
(5)
300,000 of these shares are represented by currently exercisable share purchase options.
(6)
60,000 of these shares are represented by currently exercisable share purchase options.
# Based on 133,454,551 shares outstanding as of 7/30/2005 and the currently exercisable options and warrants held by each individual.
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Signature Page
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant certifies that it meets all of the requirements for filing on Form 20-F and has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Starfield Resources Inc.
Registrant
Dated: September 13, 2005 | Signed:/s/ Glen Indra |
Glen Indra, President/Treasurer/Director |
