8-K

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): December 4, 2006

BARNWELL INDUSTRIES, INC.

______________________

(Exact name of registrant as specified in its charter)

Delaware	1-5103		72-0496921
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification No.)
1100 Alakea Street, Suite 2900, Honolulu, Hawaii		96813
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (808) 531-8400

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 C.F.R. 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. 240.13e-4(c))

_________________________________________________________________________________________________

Item 8.01. Other Events.

Attached hereto as Exhibit 99.1 is a press release issued by the Registrant on December 4, 2006 that is incorporated by reference herein.

Item 9.01.		Financial Statements and Exhibits.
	(c)	Exhibits
		99.1	Press Release, December 4, 2006.

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: December 4, 2006 BARNWELL INDUSTRIES, INC.   /s/ Russell M. Gifford       
Russell M. Gifford
Executive Vice President and
Chief Financial Officer

EX-99.1

BARNWELL INDUSTRIES, INC.                 P R E S S RELEASE 1100 Alakea Street, Suite 2900 Honolulu, Hawaii 96813 Telephone (808) 531-8400 Fax (808) 531-7181  

CONTACT:	Alexander C. Kinzler
	President and Chief Operating Officer
	Russell M. Gifford
	Executive Vice President and Chief Financial Officer
	Tel: (808) 531-8400

BARNWELL INDUSTRIES, INC. REPORTS REAL ESTATE INVESTMENT

AND RECEIPT OF CONSULTING FEE

HONOLULU, HAWAII, December 4, 2006 -- Barnwell Industries, Inc., (ASE-BRN) announced today that Kaupulehu Investors, LLC, a limited liability company wholly-owned by Barnwell, has invested $3,000,000 in two unrelated limited liability companies to acquire a passive minority interest in Hualalai Resort, located at Kaupulehu, North Kona, Hawaii, which includes the Four Seasons Resort Hualalai at Historic Kaupulehu, two golf courses and undeveloped residential property.

Mr. Morton H. Kinzler, Chairman and Chief Executive Officer of Barnwell, commented, “As we enter our 51st year in business, we are pleased to have acquired an interest in Hualalai Resort, which our majority-owned Kaupulehu Developments partnership began development of in 1984. Hualalai Resort has been one of the most successful resort projects in the U.S. for ten years and was sold by affiliates of Kajima Corporation in June, 2006 to new owners, whom we are pleased to join.

“In addition, Barnwell recently received net proceeds of $1,500,000 for real estate consulting services rendered in a separate transaction. This payment will be recognized in Barnwell’s fourth quarter ended September 30, 2006.”

The information contained in this press release contains “forward-looking statements,” which are statements related to future, not past events. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “expects,” “anticipates,” “intends,” “plans,” “seeks,” “will,” and similar expressions. While these statements represent our current judgment on what the future may hold, and we believe these judgments are reasonable, actual results may differ materially due to numerous important risks and uncertainties that may affect our operations, markets, products, services, and prices, as described in our Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. Accordingly, there is no assurance that our expectations will be realized. We assume no obligation to update any forward-looking statements contained in this press release as the result of new information or future events or developments except as required by applicable law.