White Knight Resources 6-K Report of Foreign Private Issuer

BC FORM 53-901F
(Previously Form 27)
MATERIAL CHANGE REPORT UNDER SECTION 85(1)
OF THE SECURITIES ACT (BRITISH COLUMBIA)

Item 1	Reporting Issuer
	White Knight Resources Ltd. (the “Company”)
	Suite 922, 510 West Hastings Street
	Vancouver, BC V6B 1L8
	Telephone: (604) 681-4462
Item 2	Date of Material Change
	May 2, 2006
Item 3	Press Release
	Date of Issuance:                         May 2, 2006
	Place of Issuance:                        Vancouver, British Columbia
	The News Release was distributed through CCN Matthews, Market News and Stockwatch.
Item 4	Summary of Material Change
	The Company announced that it has received a formal offer from U.S. Gold Corporation.
Item 5	Full Description of Material Change
	See attached News Release.
Item 6	Reliance on Section 85 (2) of the Act
	N/A
Item 7	Omitted Information
	N/A
Item 8	Senior Officers
	The following senior officer of the Issuer is knowledgeable about the material change and may be contacted by the Commission at the address and telephone number:
	Megan Cameron-Jones, Director and Corporate Secretary
	Telephone: (604) 681-4462

Item 9	Statement of Senior Officer
	The foregoing accurately discloses the material change referred to herein.

Dated at Vancouver, British Columbia, this 2^nd day of May, 2006.

”Megan Cameron-Jones”

Signature

Megan Cameron-Jones

Name

Director & Secretary

Position

Vancouver, BC

Place of Declaration

White Knight Resources Ltd.
Suite 922, 510 West Hastings Street
Vancouver, BC V6B 1L8
Tel: (604) 681-4462 Fax: (604) 681-0180
Website:www.whiteknightres.com
E-Mail:info@whiteknightres.com

White Knight Receives Formal Offer From US Gold

Vancouver, British Columbia – White Knight Resources Ltd. (TSXV – WKR)
May 2, 2006

White Knight Resources Ltd. (“White Knight”) announces that it has received the formal offer to purchase all issued shares of White Knight from U.S. Gold Corporation and understands that the offer has been mailed to White Knight shareholders. Management is evaluating the offer with its financial and legal advisors and will formally respond following completion of that evaluation. Copies of the offer are available on the Company's web site or at www.sec.gov.

About White Knight Resources Ltd.

White Knight is an exploration company active in finding and exploring mineral prospects. The Company has been exploring Nevada since 1993 and currently controls the second largest land holding in the Cortez Trend. Its property portfolio includes 18 properties (over 60,000 acres), sixteen of which are located in the Cortez Trend.

On behalf of the Board of Directors,

“John M. Leask”

John M. Leask, P.Eng.
Chairman of the Board

For more information please visit our website at www.whiteknightres.com or contact Kareen McKinnon at (604) 681-4462.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.