UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 5, 2004
WESTERN GOLDFIELDS, INC.
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(Exact Name of Registrant as Specified in Its Charter)
IDAHO
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(State or Other Jurisdiction of Incorporation)
0-50894 38-3661016
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(Commission File Number) (IRS Employer Identification No.)
961 MATLEY LANE, SUITE 120
RENO, NEVADA 89502
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(Address of Principal Executive Offices) (Zip Code)
(775) 337-9433
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(Registrant's Telephone Number, Including Area Code)
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(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 (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On November 5, 2004 Western Goldfields, Inc. (the "Company") signed a
Exploration and Mining lease agreement with Mountain Gold Exploration Inc./IW
Exploration ("MGE-IW"). The agreement is effective as of October 20, 2004 and
gives Western Goldfields the opportunity to explore the Holly Gold Property
which is located in Pershing County, Nevada.
A brief description of the material terms of the agreement is as follows:
The mineral rights to which the agreement relates are described in
Exhibit A of the agreement. Pursuant to the agreement, the Company is
required to maintain the property and claims in good standing with the
necessary authorities.
Under the terms of the Agreement there is a two percent Net Smelter
Royalty payable to MGE-IW: one percent to Mountain Gold Exploration and
one percent to IW Exploration Co. The Advance Royalty payments range
from $6,208 payable upon signing to $100,000 due on or before the six
year anniversary date and each year thereafter. In addition, the
Company will issue up to 250,000 shares of its restricted stock,
ranging from 25,000 shares upon signing to 100,000 shares on or before
the second anniversary date.
The agreement provides for minimum yearly work commitment obligations
ranging from $10,000 in spending prior to the first anniversary date of
the agreement to $200,000 in spending prior to the sixth anniversary
date of the agreement and each year thereafter. All expenditures are
cumulative and any excess spending in any one year would be credited
towards future exploration obligations.
A more detailed break down of the royalty payments, stock issuance
obligations and work commitment obligations is contained in the
agreement.
One of the corporations which is a partner of MGE-IW is a corporation owned by
one of the directors of the Company.
9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
The following exhibits to this current report on Form 8-K are not being
filed but are being furnished pursuant to Item 1.01:
10.1 Holly Gold Property Exploration and Mining Lease Agreement,
dated as of October 20, 2004
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 hereunto duly authorized.
Date: November 11, 2004 Western Goldfields, Inc.
By: /s/ Mark Shonnard
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Name: Mark Shonnard
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Title: Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No. Exhibit Name
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The following exhibits to this current report on Form 8-K are not being
filed but are being furnished pursuant to Item 1.01:
10.1 Holly Gold Property Exploration and Mining
Lease Agreement, dated as of October 20, 2004