SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* Coleman James Hayward (Last) (First) (Middle) C/O GOLD RESERVE CORP 926 W. SPRAGUE AVENUE, SUITE 200 (Street) SPOKANE WA 99201 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/01/2010	3. Issuer Name and Ticker or Trading Symbol GOLD RESERVE INC [ GRZ ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Shares	183,050	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	09/27/2006	09/27/2011	Class A Common Shares	50,000	$4.19	D
Stock Options	12/04/2007	05/27/2010	Class A Common Shares	13,333	$4.834	D
Stock Options	12/04/2007	11/27/2010	Class A Common Shares	13,333	$4.834	D
Stock Options	12/04/2007	05/27/2011	Class A Common Shares	13,333	$4.834	D
Stock Options	(1)	12/05/2013	Class A Common Shares	53,336	$0.29	D
Stock Options	03/18/2010	03/18/2014	Class A Common Shares	35,000	$0.73	D

Explanation of Responses:

1. One-third vest upon grant date of December 5, 2008 and the remaining vest annually over a two year period.

	Mary E. Smith, Attorney in Fact for James H. Coleman	01/06/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.