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                       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)         October 17, 1997




                            FREMONT GOLD CORPORATION
             (Exact name of registrant as specified in its charter)



     Delaware                        33-0773-A                 65-0110447
(State or other jurisdiction        (Commission               (IRS Employer
of incorporation)                   File Number)            Identification No.)



   777 Hornby Street, Suite 2000, Vancouver, British Columbia, V6Z 1S4
- ----------------------------------------------------------------------
     (Address of principal executive offices)          (Zip Code)



Registrant's telephone number, including area code       (604) 682-4606



                         The Rothchild Companies, Inc.,
   1055 West Hastings Street, Suite 2380, Vancouver, British Columbia V6E 2E9
         (Former name or former address, if changed since last report.)


                                                        
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ITEM 9.        SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.

               On September 24, 1997, the Board of Directors of Fremont Gold
Corporation (the "Company") authorized the private unregistered sale of up to
8,636,262 shares of the Company's common stock, par value, $0.001, at a price of
$0.55 per share, aggregating gross proceeds to the Company of no less than
$1,800,000 and not more than $4,750,000. Such private sales were authorized to
be made under either Rule 903 of Regulation S ("Regulation S") promulgated under
the Securities Act of 1933, as amended (the "Act"), and/or Section 4(2) of the
Act. As previously reported on a Form 8K filed with the Securities and Exchange
Commission on October 16, 1997, the Company accepted subscription proceeds for
the purchase of 3,523,636 shares of common stock, representing aggregate
proceeds to the Company in the amount of $1,938,000 from September 29, 1997
through October 14, 1997. Subsequently, the Company continued to pursue the
private sale of the remaining 5,112,727 shares of common stock available for
issuance under the September 4 authorization.

               On October 17, 1997, the Company accepted additional subscription
proceeds for the purchase of 363,636 shares of common stock from Regional
Investments, Inc. representing aggregate proceeds to the Company of $200,000.
The Company plans to continue to seek the private placement of the remaining
4,749,091 shares of common stock available for issuance under the September 4
authorization.

                 No underwriter has been involved in any of these private sales
and no underwriting discounts or commissions have been paid by the Company.
Based upon its review of documentation certified by each buyer, the Company
determined that each of the buyers to date was (i) sophisticated (based upon net
worth and investment experience), (ii) an institutional investor, and/or (iii)
not a U.S. Person (as defined in Regulation S).


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                                   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.


                                                    /s/ Michael J. Hopley
                                                 Michael J. Hopley
                                                 Chief Executive Officer
Date: November 3, 1997


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