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) SEPTEMBER 26, 2004

                              BRINX RESOURCES LTD.
             (Exact name of registrant as specified in its charter)

             NEVADA                    333-102441          98-0388682
 (State or other jurisdiction of      (Commission         (IRS Employer
         incorporation)               File Number)      Identification No.)

            4519 WOODGREEN DRIVE, WEST VANCOUVER, B.C. V7S 2T8 CANADA
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (604) 926-3677

                                 NOT APPLICABLE
          (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 5.03   AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
            YEAR

Brinx Resources Ltd. filed a Certificate of Change Pursuant to NRS 78.209, which
will  increase  the  number  of  its  authorized  shares  of  common  stock from
50,000,000 to 100,000,000 effective October 3, 2004.

ITEM 8.01   OTHER EVENTS

Shareholders  will  receive one share of common stock for each share owned as of
the record date of September 26, 2004.

ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS

Exhibits:

REGULATION
S-B NUMBER                           DOCUMENT

   3.1          Certificate of Change Pursuant to NRS 78.209

                                   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.

                                      BRINX RESOURCES LTD.


September 26, 2004                    By: /s/ KENNETH A. CABIANCA
                                         ---------------------------------------
                                            Kenneth A. Cabianca, President












                                       2

EX-3

DEAN HELLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secretaryofstate.biz                       FILED # C 30075-98

                                                        SEP 14 2004
                                                      In the Office of
                                                Dean Heller, Secretary of State

CERTIFICATE OF CHANGE PURSUANT
       TO NRS 78.209
                                             Above space is for office use only

IMPORTANT: READ ATTACHED INSTRUCTIONS BEFORE COMPLETING FORM.

               CERTIFICATE OF CHANGE FILED PURSUANT TO NRS 78.209
                         FOR NEVADA PROFIT CORPORATIONS

1. Name of corporation:
Brinx Resources Ltd.

2. The board of directors have adopted a resolution pursuant to NRS 78.207 and
have obtained any required approval of the stockholders.

3. The current number of authorized shares and the par value, if any, of each
class or series, if any, of shares before the change:
50,000,000 shares of common stock, $0.001 par value per share

4. The number of authorized shares and the par value, if any, of each class or
series, if any, of shares after the change:
100,000,000 shares of common stock, $0.001 par value per share

5. The number of shares of each affected class or series, if any, to be issued
after the change in exchange for each issued share of the same class or series:
11,400,000 shares of common stock to be issued

6. The provisions, if any, for the issuance of fractional shares, or for the
payment of money or the issuance of scrip to stockholders otherwise entitled to
a fraction of a share and the percentage of outstanding shares affected thereby:
Not applicable

7. Effective date of filing (optional): 10/3/04
                                       -----------------------------------------
                 (must not be later than 90 days after the certificate is filed)

8. Officer signature: /s/ KENNETH A. CABIANCA                 President
                           Signature                            Title

IMPORTANT: Failure to include any of the above information and submit the proper
fees may cause this filing to be rejected.

THIS FORM MUST BE ACCOMPANIED BY APPROPRIATE FEES.
                                        Nevada Secretary of State AM 78.209 2003
                                                            Revised on: 10/24/03