UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 30, 2006
U.S. GOLD CORPORATION
(Exact name of registrant as specified in its charter)
Colorado |
| 0-9137 |
| 84-0796160 |
(State or other jurisdiction |
| (Commission |
| (I.R.S. Employer |
2201 Kipling Street, Suite 100
Lakewood, CO 80215-1545
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number including area code: (303) 238-1438
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
In June 2006, an article appeared on resourceworld.com. in which Robert McEwen, Chairman and Chief Executive Officer of U.S. Gold Corporation is quoted. A copy of that article is attached to this report as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are furnished with this report:
99.1 Article from June 2006 posted on resourceworld.com entitled “Rob McEwen and U.S. Gold Corp.”
Cautionary Statement for Purposes of the “Safe Harbor “Provisions of the Private Securities Litigation Reform Act of 1995.
The matters discussed in this report on Form 8-K, when not historical matters, are forward-looking statements that involve a number of risks and uncertainties that could cause actual results to differ materially from projected results. Such factors include, among others, the willingness and ability of third parties to honor their contractual obligations, the decisions of third parties over which the Company has no control, commodity prices, environmental and government regulations, availability of financing, judicial proceedings, force majeure events, and other risk factors as described from time to time in the Company’s filings with the SEC. Many of these factors are beyond the Company’s ability to control or predict. The Company disclaims any intent or obligation to update its forward-looking statements, whether as a result of receiving new information, the occurrence of future events, or otherwise.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
U.S. GOLD CORPORATION
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Date: June 30, 2006 |
| By: |
| /s/ William F. Pass |
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| William F. Pass, Vice President, Chief Financial |
Exhibit Index
The following is a list of the Exhibits furnished herewith.
Exhibit |
| Description of Exhibit |
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99.1 |
| Article from June 2006 posted at resourceworld.com entitled “Rob McEwen and U.S. Gold Corp.” | . |
