UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of JUNE, 2005.
Commission File Number: 0-30390
HILTON RESOURCES LTD
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(Translation of registrant's name into English)
#1305 - 1090 West Georgia Street, Vancouver, British Columbia, V6E 3V7, Canada
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(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F: FORM 20-F [X] FORM 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): _______
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): _______
Indicate by check mark whether the registrant by furnishing the information
contained in this Form, is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
YES [ ] NO [X]
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3- 2(b): 82-_____________
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 of the
undersigned, thereunto duly authorized.
HILTON RESOURCES LTD
Date: June 15, 2005 /s/ Nick DeMare
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Nick DeMare,
President & CEO
FORM 51-102F3
MATERIAL CHANGE REPORT
1. NAME AND ADDRESS OF COMPANY
HILTON RESOURCES LTD. (the "Issuer")
#1305 - 1090 West Georgia Street
Vancouver, British Columbia V6E 3V7
Phone: (604) 685-9316
2. DATE OF MATERIAL CHANGE
June 15, 2005
3. PRESS RELEASE
The press release was released on June 15, 2005 through various
approved public media and filed with the TSX Venture Exchange and the
British Columbia, Alberta and Saskatchewan Securities Commissions.
4. SUMMARY OF MATERIAL CHANGE(S)
See attached press release for details.
5. FULL DESCRIPTION OF MATERIAL CHANGE
See attached press release for details.
6. RELIANCE ON SUBSECTION 7.1(2) OR (3) OF NATIONAL INSTRUMENT 51-102
Not Applicable
7. OMITTED INFORMATION
Not Applicable
8. DIRECTOR
Nick DeMare
Phone: (604) 685-9316
9. DATE OF REPORT
June 15, 2005.
HILTON RESOURCES LTD.
#1305 - 1090 West Georgia Street Vancouver, British Columbia, V6E 3V7
Phone: (604) 685-9316 Fax: (604) 683-1585
Website: www.hiltonresourcesltd.com
TSX Venture: HPM OTCBB: HPMOF
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NEWS RELEASE JUNE 15, 2005
NEWS RELEASE JUNE 15, 2005 VANCOUVER, CANADA - HILTON RESOURCES LTD. (TSXV-HPM
AND OTCBB-HPMOF) Mr. Nick DeMare, President, provides the following update.
Hilton's El Nayar project in Nayarit, Mexico is a 6,700 hectare (67 km(2))
property consisting of several mining concessions located in an historically
prolific silver/gold mining district. Hilton's geological work program focused
on a 1.0 km by 1.0 km sector of steep mountainous terrain named La Castellana,
where old mine workings exist. The results of this program demonstrate that the
observed mineralization takes the form of steep narrow veins which would require
underground mining and conventional milling (the ore would not be amenable to
open pit mining or heap leaching). Whereas the property has excellent residual
exploration potential, it does not meet the Company's objective of providing
near term production. Accordingly, the Company is redoubling its efforts to
identify and acquire a near term production property. In this regard, Mr. DeMare
is pleased to announce that Mr. Des O'Kell has been appointed to the Board of
Directors and will be serving as Vice President of Corporate Development. Mr.
O'Kell's mandate includes identifying a new resource asset for the Company.
Hilton Resources Limited, incorporated in British Columbia, Canada, trades on
the TSX Venture Exchange under the symbol "HPM", and on the OTCBB under symbol
"HPMOF". The Company's directors are experienced in the resource sector and are
focused on enhancing shareholder value by expanding Hilton's assets in this
sector. Management aims to identify exploration projects of high merit, and
quickly complete confirmation exploration. This will enable the Company to
confirm the potential of a project and reach advanced project status by the most
cost effective means and in the shortest time possible.
INVESTOR INFORMATION CONTACT:
ON BEHALF OF THE BOARD Des O'Kell at 1-888-303-3361 or
email: des@elandjennings.com
/s/ NICK DEMARE
- ---------------------- WEBSITE: www.hiltonresourcesltd.com
Nick DeMare, President
FORWARD LOOKING STATEMENTS
This Company Press Release contains certain "forward-looking" statements and
information relating to the Company that are based on the beliefs of the
Company's management as well as assumptions made by and information currently
available to the Company's management. Such statements reflect the current
risks, uncertainties and assumptions related to certain factors including,
without limitations, competitive factors, general economic conditions, customer
relations, relationships with vendors and strategic partners, the interest rate
environment, governmental regulation and supervision, seasonality, technological
change, changes in industry practices, and one-time events. Should any one or
more of these risks or uncertainties materialize, or should any underlying
assumptions prove incorrect, actual results may vary materially from those
described herein.
The TSX Venture Exchange has not reviewed and does not accept responsibility for
the adequacy or the accuracy of this release.