UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month ofJune 2005
Commission File No.0-32255
BALATON POWER INC.
(Translation of registrant's name into English)
19 East Fourth Avenue, Hutchinson, Kansas 67501
(Address of principal executive office)
[Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F]
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) [ ]
Note:Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [X]
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):N/A
Form 51-102F3
Material Change Report
Item 1 Name and Address of Company
Balaton Power Inc. (the "Issuer")
19 East Fourth Avenue
Hutchinson, Kansas U.S.A. 67501
Telephone: (620) 662-3697
Item 2 Date of Material Change
May 4, 2005
Item 3 News Release
News Release dated June 7, 2005 was filed on SEDAR and disseminatedvia Stockwatch, Vancouver, British Columbia and Market News Publishing Inc. on June 7, 2005.
Item 4 Summary of Material Change
The Company announced that it settled US$211,197.90 of outstanding debt.
Item 5 Full Description of Material Change
The Issuer announced that on May 4, 2005, it entered into a Settlement Agreement pursuant to which, Balaton settled US$211,197.90 of outstanding debt representing monies owed by Balaton to RoyCap, Inc. ("RoyCap") for US$100,000 (the "Settlement Funds") and the issuance of 100,000 common shares in the capital of Balaton. Balaton paid RoyCap US$25,000 of the Settlement Funds upon the execution of the Settlement Agreement with the remaining US$75,000 to be paid in six equal instalments of US$12,500.00 on each of August 1, 2005; November 1, 2005; February 1, 2006; May 1, 2006; August 1, 2006; and November 1, 2006. The common shares issued with respect the Settlement Agreement have a legend stating a restriction on resale for a 4 month hold period expiring September 5, 2005. Further, pursuant to the Settlement Agreement, Balaton executed a Consent Judgment confirming the settlement amount of US$211,197.90. Such Consent Judgment is currently being held in escrow pending full payment of the Settlement Funds by Balaton to RoyCap on November 1, 2006.
Item 6 Reliance on subsection 7.1(2) or (3) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
None.
Item 8 Executive Officer
Robert Wyllie, Chief Financial Officer, Balaton Power Inc.
Telephone: (905) 260-5429
Item 9 Date of Report
DATED at Vancouver, British Columbia, this 7th, day of June, 2005.
/s/ Robert Wyllie_
ROBERT WYLLIE
Chief Financial Officer
Balaton Power Inc.
19 East Fourth Avenue
Hutchinson, Kansas 67501
Phone: 620.662.3697 Toll Free: 1.800.239.5526 Fax: 620.662.6861
BALATON SETTLES DEBT IN THE AMOUNT OF US$208,387.84
Vancouver, B.C. Canada, June 7, 2005 -Balaton Power Inc. ("Balaton") (OTC BB: "BPWRF") is pleased to announce that on May 4, 2005, it entered into a Settlement Agreement and Agreement for Entry of Consent Judgment (the "Settlement Agreement"). Pursuant to the Settlement Agreement, Balaton settled US$211,197.90 of outstanding debt representing monies owed by Balaton to RoyCap, Inc. ("RoyCap") for US$100,000 (the "Settlement Funds") and the issuance of 100,000 common shares in the capital of Balaton. Balaton paid RoyCap US$25,000 of the Settlement Funds upon the execution of the Settlement Agreement with the remaining US$75,000 to be paid in six equal instalments of US$12,500.00 on each of August 1, 2005; November 1, 2005; February 1, 2006; May 1, 2006; August 1, 2006; and November 1, 2006. The common shares issued with respect the Settlement Agreement have a legend stating a restriction on resale for a 4 month hold period expiring September 5, 2005. Further, pursuant t o the Settlement Agreement, Balaton executed a Consent Judgment confirming the settlement amount of US$211,197.90. Such Consent Judgment is currently being held in escrow pending full payment of the Settlement Funds by Balaton to RoyCap on November 1, 2006.
This news release shall not constitute an offer to sell or an offer to buy the securities in any jurisdiction.
FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
/s/ Robert Wyllie
Robert Wyllie
Chief Financial Officer
FORWARD LOOKING STATEMENTS: This document includes forward-looking statements as well as historical information. Forward-looking statements include, but are not limited to, the continued advancement of Balaton Power's general business development, asset acquisition and/or acquisition of hydroelectric production sites, the sale of electricity and/or the research, development and/or marketing/distribution of the Company's Pisces technology. When used in this document, the words "anticipate", "believe", "estimate", "expect", "intent", "may", "project", "plan", "should" and similar expressions are intended to be among the statements that identify forward-looking statements. Although Balaton Power Inc. believes that their expectations reflected in these forward looking statements are reasonable, such statements involve risks and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statement. Important factors th at could cause actual results to differ from these forward-looking statements include the potential that Balaton's mineral deposit(s), hydroelectric site development/acquisition, the sale of and/or the research, development and/or marketing/distribution of the Company's Pisces technology will experience technological and/or mechanical problems, fluctuations in the marketplace for the sale of minerals and/or electricity, the inability to implement corporate strategies, the ability to obtain financing and other risks disclosed in our annual report on Form 10-K filed with the U.S. Securities and Exchange Commission and the British Columbia Securities Commission.
SIGNATURES
Pursuant to the requirements 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.
BALATON POWER INC.
Date: June 8, 2005
/s/_Robert Wyllie
Name: Robert Wyllie
Title: Chief Financial Officer
