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
	February 13, 2007
Item 3	Press Release
	Date of Issuance:             February 13, 2007
	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 take-over offer from U.S. Gold.
Item 5	Full Description of Material Change
	See attached press 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:
	John M. Leask
	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 13^th day of February 2007.

“Megan Cameron-Jones“

Signature

Megan Cameron-Jones

Name

Director and Corporate 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.comE-Mail:info@whiteknightres.com

White Knight Receives Formal Offer from U.S. Gold

Vancouver, British Columbia – White Knight Resources Ltd. (TSXV – WKR)
February 13, 2007

White Knight Resources Ltd. (“White Knight” or the “Company”) announces that it has received a formal offer to purchase all of the issued shares of White Knight from U.S. Gold Corporation and a wholly-owned subsidiary of U.S. Gold Corporation (collectively, “U.S. Gold”) and understands that the offer has been mailed to White Knight shareholders. Management is currently evaluating U.S. Gold’s offer with its financial and legal advisors and will formally respond following completion of that evaluation. A copy of the U.S. Gold offer is available on the Company’s profile on www.sedar.com and on U.S. Gold’s profile on 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 69,000 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 the office at (604) 681-4462.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release. Certain of the statements contained in this press release may contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Statements or information regarding objectives of the board of directors are forward-looking statements. The words “intends” and “expects” and similar expressions are intended to identify forward-looking statements or information, although not all forward-looking statements or information contain these identifying words. Plans, intentions or expectations disclosed in any forward-looking statements or information should not be read as guarantees of future results or events, and will not necessarily be accurate indications of whether or the times at or by which such results or events will be achieved. Forward-looking statements or information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of White Knight, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Except as required by law, White Knight expressly disclaims any intention and undertakes no obligation to update any forward-looking statements or information as conditions change.