UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 19, 2007
US GOLD CORPORATION
(Exact name of registrant as specified in its charter)
Colorado | 001-33190 | 84-0796160 |
(State or other jurisdiction of | (Commission File | (I.R.S. Employer |
incorporation or organization) | Number) | Identification No.) |
US GOLD CANADIAN ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
Alberta, Canada | 333-133725-01 | 42-1701924 |
(State or other jurisdiction of | (Commission File | (I.R.S. Employer |
incorporation or organization) | Number) | Identification No.) |
165 South Union Blvd., Suite 565
Lakewood, CO 80228
(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:
o 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 19, 2007, Ann Carpenter, the President, Chief Operating Officer and director of US Gold Corporation (the “Company”), resigned her employment with the Company and as a director of the Company and as an officer and director of all of its subsidiaries. The Board of Directors has not yet appointed a replacement for the offices of President or Chief Operating Officer or as a director.
Cautionary Statement
Certain statements contained herein or in the exhibits furnished with this report made by or on behalf of the Company may contain forward-looking statements. Such forward-looking statements are sometimes identified by words such as “intends,” “anticipates,” “believes,” “expects” and “hopes” and involve a number of risks and uncertainties that could cause actual results to differ materially from projected results. Factors that could cause actual results to differ materially include, among others, drilling results, commodity prices, industry conditions, the availability of drill rigs and other support services, environmental and governmental regulations, availability of financing, judicial proceedings, force majeure events and other risks factors as described from time to time in the Company’s filings with the Securities and Exchange Commission. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking statements. Except as otherwise required by applicable securities statutes or regulations, the Company disclaims any intent or obligation to update publicly these forward looking statements, whether as a result of new information, future events or otherwise.
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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.
| US GOLD CORPORATION |
| | |
| | |
Date: November 26, 2007 | By: | /s/ William F. Pass |
| | William F. Pass, Vice President, |
| | Chief Financial Officer and Secretary |
| US GOLD CANADIAN ACQUISITION CORPORATION |
| | |
| | |
Date: November 26, 2007 | By: | /s/ William F. Pass |
| | William F. Pass, Vice President, |
| | Chief Financial Officer and Secretary |
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