SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Date of Report (Date of earliest event reported) JANUARY 8, 2002 GOLD BOND RESOURCES, INC. (Exact name of registrant as specified in its charter) WASHINGTON 0-31981 91-0757753 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 12210 CARSTENS, REARDAN, WA 99029 (Address of principal executive offices) Registrant's telephone number, including area code: (509) 827-3523 N/A (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS. Share Exchange Agreement On January 9, 2002, Gold Bond Resources, Inc. (Electronic Bulletin Board: GOBM) entered into a letter of intent to acquire all of the outstanding shares of capital stock of Stardust Technologies, Inc. in exchange for authorized but as yet unissued shares of Gold Bond common stock. The agreement, structured as a share exchange, calls for a 1:5 reverse split of the shares of Gold Bond currently outstanding. Each Gold Bond shareholder will receive of one share of stock for each five shares currently owned. After the reverse split there will be approximately 2,035,000 Gold Bond shares outstanding, including a finders' fee payable of approximately 150,700 shares. The share exchange with Stardust will follow the reverse split resulting in the issuance of approximately 18,600,000 Gold Bond shares to the current Stardust shareholders. After completion of the share exchange current Gold Bond shareholders will own approximately 9.8% of the outstanding shares and current Stardust shareholders will own approximately 90.2% of the outstanding shares in the reorganized company. The reorganization of Gold Bond's capital structure is subject to approval of the shareholders of its company. The share exchange is subject to the approval of the Stardust shareholders. Stardust Technologies, Inc., a Washington corporation, is a development stage company incorporated in 2001 which intends to engage in the business of providing technology to protect brands and products from being counterfeited. The transaction is subject to the negotiation of a definitive Share Exchange Agreement and Stardust's completion of a $7.5 million private placement. 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. GOLD BOND RESOURCES, INC. /s/ Robert W. O'Brien Date: January 10, 2002 By:----------------------------- Robert W. O'Brien, Secretary