-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ONv1+6vIVPkjCchCo6tQBKhlW1MeP4pbWw01h21M6oKpvcYjlC29+vHASSiZlDaD wVXNZ1ihu5GcKur/y8dLUw== 0000910680-06-000273.txt : 20060331 0000910680-06-000273.hdr.sgml : 20060331 20060331145336 ACCESSION NUMBER: 0000910680-06-000273 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060329 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060331 DATE AS OF CHANGE: 20060331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN GOLDFIELDS INC CENTRAL INDEX KEY: 0001208038 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 383661016 STATE OF INCORPORATION: ID FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50894 FILM NUMBER: 06728087 BUSINESS ADDRESS: STREET 1: 961 MATLEY LANE, SUITE 120 CITY: RENO STATE: NV ZIP: 89502 BUSINESS PHONE: 7753379433 MAIL ADDRESS: STREET 1: 961 MATLEY LANE, SUITE 120 CITY: RENO STATE: NV ZIP: 89502 8-K 1 f8k032906.htm CURRENT REPORT

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)  March 29, 2006                                                          

Western Goldfields, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Idaho

(State or Other Jurisdiction of Incorporation)

0-50894
 38-3661016
(Commission File Number) (IRS Employer Identification No.)


1575 Delucchi Lane, Suite 116
Reno, Nevada
 89502
(Address of Principal Executive Offices) (Zip Code)

(775) 337-9433

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

        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 (see General Instruction A.2. below):

   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 5.02.   DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.

        On March 29, 2006, Douglas Newby notified the Company of his resignation from the Company’s board of directors, effective immediately. As of such date, Mr. Newby was a member of the Audit Committee, Compensation Committee, and Corporate Governance Committee.

        The full text of the press release issued in connection with the resignation of Mr. Newby is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01.   FINANCIAL STATEMENTS AND EXHIBITS.

  (a)   Financial Statements of Business Acquired.

  Not applicable.

  (b)   Pro Forma Financial Information.

  Not applicable.

  (c)   Exhibits.

  99.1.       Press Release of the Company issued on March 29, 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: March 31, 2006 Western Goldfields, Inc.


By:  /s/ Brian Penny                                       
Name:         Brian Penny                                
Title:           Chief Financial Officer                

EXHIBIT INDEX

    Exhibit No.   Exhibit Name

    99.1   Press Release of the Company issued on March 29, 2006.

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Exhibit 99.1

Western Goldfields Completes Management TransitionDouglas
Newby to Leave the Board

TORONTO, March 29, 2006 (PRIMEZONE) — Western Goldfields Inc. (“WGI” or the “Company’) (OTC BB:WGDF.OB — News) is pleased to announce that the transition to the new management team announced on February 13, 2006 has been completed. As a result, Douglas Newby, who served in various capacities during the past three years including, most recently, as the Company’s interim Chairman, President and CEO, has resigned from the Board of Directors. Mr. Newby will pursue other commitments as Chief Financial Officer of PolyMet Mining Corporation and as President of Proteus Capital Corp.

Mr. Newby’s involvement in the Company started in early 2003 when he began to advise WGI in connection with the acquisition of the Mesquite gold mine in Southern California. He advised on financial, legal and technical due diligence, negotiated the terms of the acquisition, and structured and arranged the acquisition financing. After the acquisition closed in November 2003, he was appointed to the Board in early 2004 and was then named Executive Vice President in early 2005, before assuming the role of interim Chairman, President and CEO in October 2005.

Mr. Oliphant, Chairman of WGI, said, “I would like to thank Douglas for his efforts over the past three years. He has worked tirelessly to advance the Company to the point where we can now progress rapidly to full-scale production of the Mesquite gold mine.

We wish him well in his future endeavors.”

Mr. Newby added, “The assets of Western Goldfields are now in excellent hands. Randall and his team have the expertise and experience to bring the Mesquite back into full-scale production. As the plans unfold in the coming weeks, I believe the market will finally come to see the hidden potential at Mesquite. As a continuing shareholder, I wish Randall and his team every success.”

Western Goldfields’ principal asset is the Mesquite Gold Mine located in Southern California.

Certain statements contained herein and subsequent oral statements made by and on behalf of the Company may contain “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward looking statements are identified by words such as “intends,” “anticipates,” “believes,” “expects” and “hopes” and include, without limitation, statements regarding the Company’s plan of business operations, potential contractual arrangements, receipt of working capital, anticipated revenues and related expenditures. Factors that could cause actual results to differ materially include, among others, those set forth in the Company’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2004 under the caption, “Risk.”

Contact:

      Western Goldfields, Inc.
      Brian W. Penny, Chief Financial Officer
      Tel: (416) 324-6002
      Fax: (416) 324-9494
      bpenny@westerngoldfields.com

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