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) June 18, 2007

COLORADO GOLDFIELDS INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation)

000-51718

(Commission File Number)

20-0716175

(IRS Employer Identification No.)

620 – 650 West Georgia Street, Vancouver, British Columbia, Canada V6B 4N9

(Address of principal executive offices and Zip Code)

(604) 681-0209

Registrant's telephone number, including area code

Garpa Resources, Inc.

(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:

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

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

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

o 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

Effective June 18, 2007, we completed a merger with our subsidiary, Colorado Goldfields Inc., a Nevada corporation. As a result, we have changed our name from “Garpa Resources, Inc.” to “Colorado Goldfields Inc.” We changed the name of our company to better reflect the direction and business of our company.

In addition, effective June 18, 2007 we effected a seven point nine (7.9) for one (1) forward stock split of our authorized, issued and outstanding common stock. As a result, our authorized capital has increased from 75,000,000 shares of common stock with a par value of $0.001 to 592,500,000 shares of common stock with a par value of $0.001. Our issued and outstanding share capital has increased from 5,575,000 shares of common stock to 44,042,500 shares of common stock.

Item 7.01.Regulation FD Disclosure

The name change and forward stock split became effective with NASDAQ’s Over-the-Counter Bulletin Board at the opening for trading on June 18, 2007 under the new stock symbol “COGF”. Our new CUSIP number is 19647Y 104.

Item 9.01. Financial Statements and Exhibits.

99.1         Articles of Merger filed with the Secretary of State of Nevada on June 8, 2007 and which is effective June 18, 2007.

99.2        Certificate of Change filed with the Secretary of State of Nevada on June 8, 2007 and which is effective June 18, 2007.

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.

COLORADO GOLDFIELDS INC.

/s/ Gary Schellenberg

Gary Schellenberg

Chief Executive Officer,

Chief Financial Officer and Director

Date: June 19, 2007

EX-35

	ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 684 5708 Website: secretaryofstate.biz
Articles of Merger (PURSUANT TO NRS 92A.200) Page 1		Filed in the office of /s/ Ross Miller Ross Miller Secretary of State State of Nevada	Document Number: 20070398800-57 Filing Date and time 06/08/2007 11:22 AM Entity Number C3285-2004
Important: Read attached instructions before completing form.
		ABOVE SPACE IS FOR OFFICE USE ONLY

(Pursuant to Nevada Revised Statutes Chapter 92A)

(excluding 92A.200(4b))

SUBMIT IN DUPLICATE

1) Name and jurisdiction of organization of each constituent entity (NRS 92A.200). If there are more
than four merging entities, check box o and attach an 81/2" x 11'' blank sheet containing the
required information for each additional entity.

Colorado Goldfields Inc.
	Name of merging entity

Nevada	Corporation
Jurisdiction	Entity type *

Garpa Resources, Inc.
	Name of merging entity

Nevada	Corporation
Jurisdiction	Entity type *

Name of merging entity

Jurisdiction Entity type *

Name of merging entity

Jurisdiction Entity type *

and,

Garpa Resources, Inc.
	Name of surviving entity

Nevada	Corporation
Jurisdiction	Entity type *

* Corporation, non-profit corporation, limited partnership, limited-liability company or business trust.

This form must be accompanied by appropriate fees. See attached fee schedule. Nevada Secretary of State AM Merger 2003
Revised on: 10/24/03

CW1108777.1

- 2 –

ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secretaryofstate.biz

Articles of Merger (PURSUANT TO NRS 92A.200) Page 2
Important: Read attached instructions before completing form.
	ABOVE SPACE IS FOR OFFICE USE ONLY

2) Forwarding address where copies of process may be sent by the Secretary of State of
Nevada (if a foreign entity is the survivor in the merger – NRS 92A.1 90):

Attn:

c/o:

3) (Choose one)

Ý	The undersigned declares that a plan of merger has been adopted by each constituent entity (NRS 92A.200).
o	The undersigned declares that a plan of merger has been adopted by the parent domestic entity (NRS 92A.180)

4) Owner's approval (NRS 92A.200)(options a, b, or c must be used, as applicable, for each entity) (if
there are more than four merging entities, check box o and attach an 8 1/2" x 11'' blank sheet
containing the required information for each additional entity):

(a) Owner’s approval was not required from

Colorado Goldfields Inc.

Name of merging entity, if applicable

Garpa Resources, Inc.

Name of merging entity, if applicable

Name of merging entity, if applicable

Name of merging entity, if applicable

and, or;

Garpa Resources, Inc.

Name of surviving entity, if applicable

This form must be accompanied by appropriate fees. See attached fee schedule. Nevada Secretary of State AM Merger 2003
Revised on: 10/24/03

CW1241418.1

- 3 –

ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secretaryofstate.biz

Articles of Merger (PURSUANT TO NRS 92A.200) Page 3
Important: Read attached instructions before completing form.
	ABOVE SPACE IS FOR OFFICE USE ONLY

(b) The plan was approved by the required consent of the owners of *;

Name of merging entity, if applicable

Name of merging entity, if applicable

Name of merging entity, if applicable

Name of merging entity, if applicable

and, or;

Name of surviving entity, if applicable

* Unless otherwise provided in the certificate of trust or governing instrument of a business trust, a merger must be approved by all the trustees and beneficial owners of each business trust that is a constituent entity in the merger.

This form must be accompanied by appropriate fees. See attached fee schedule. Nevada Secretary of State AM Merger 2003
Revised on: 10/24/03

CW1241418.1

- 4 –

ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secretaryofstate.biz

Articles of Merger (PURSUANT TO NRS 92A.200) Page 4
Important: Read attached instructions before completing form.
	ABOVE SPACE IS FOR OFFICE USE ONLY

(c)	Approval of plan of merger for Nevada non-profit corporation (NRS 92A.160):
		The plan of merger has been approved by the directors of the corporation and by each public officer or other person whose approval of the plan of merger is required by the articles of incorporation of the domestic corporation.

Name of merging entity, if applicable

Name of merging entity, if applicable

Name of merging entity, if applicable

Name of merging entity, if applicable

and, or;

Name of surviving entity, if applicable

This form must be accompanied by appropriate fees. See attached fee schedule. Nevada Secretary of State AM Merger 2003
Revised on: 10/24/03

CW1241418.1

- 5 –

ROSS MILLER
Secretary of State
204 North Carson Street, Suite 1
Carson City, Nevada 89701-4299
(775) 684 5708
Website: secretaryofstate.biz

Articles of Merger (PURSUANT TO NRS 92A.200) Page 5
Important: Read attached instructions before completing form.
	ABOVE SPACE IS FOR OFFICE USE ONLY

5)	Amendments, if any, to the articles or certificate of the surviving entity. Provide article numbers, if available. (NRS 92A.200)*:
	Article One of the Articles of Incorporation of Garpa Resources, Inc. is hereby amended to change the name of Garpa Resources, Inc. to Colorado Goldfields Inc.

6) Location of Plan of Merger (check a or b):

Ý	(a) The entire plan of merger is attached;
or,
o	(b) The entire plan of merger is on file at the registered office of the surviving corporation, limited-liability company or business trust, or at the records office address if a limited partnership, or other place of business of the surviving entity (NRS 92A.200).

7) Effective date (optional)**: June 18, 2007

* Amended and restated articles may be attached as an exhibit or integrated into the articles of merger. Please entitle them "Restated" or "Amended and Restated," accordingly. The form to accompany restated articles prescribed by the secretary of state must accompany the amended and/or restated articles. Pursuant to NRS 92A.180 (merger of subsidiary into parent - Nevada parent owning 90% or more of subsidiary), the articles of merger may not contain amendments to the constituent documents of the surviving entity except that the name of the surviving entity may be changed.

** A merger takes effect upon filing the articles of merger or upon a later date as specified in the articles, which must not be more than 90 days after the articles are filed (NRS 92A.240).

This form must be accompanied by appropriate fees. See attached fee schedule. Nevada Secretary of State AM Merger 2003
Revised on: 10/24/03

CW1241418.1

- 6 –

	ROSS MILLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (775) 684 5708 Website: secretaryofstate.biz
Articles of Merger (PURSUANT TO NRS 92A.200) Page 6
Important: Read attached instructions before completing form.
		ABOVE SPACE IS FOR OFFICE USE ONLY

8)	Signatures - Must be signed by: An officer of each Nevada corporation; All general partners of each Nevada limited partnership; All general partners of each Nevada limited partnership; A manager of each Nevada limited-liability company with managers or all the members if there are no managers; A trustee of each Nevada business trust (NRS 92A.230)*
	(if there are more than four merging entities, check box o and attach an 81/2" x 11'' blank sheet containing the required information for each additional entity.):

Colorado Goldfields Inc.

Name of merging entity

/s/ Gary Schellenberg	President, Secretary, Treasurer and Director	06/08/2007
Signature	Title	Date

Garpa Resources, Inc.

Name of merging entity

/s/ Gary Schellenberg	President and Director	06/08/2007
Signature	Title	Date

Name of merging entity

Signature Title Date

Name of merging entity

Signature Title Date

Garpa Resources, Inc.

Name of surviving entity

/s/ Gary Schellenberg	President and Director	06/08/2007
Signature	Title	Date

* The articles of merger must be signed by each foreign constituent entity in the manner provided by the law governing it (NRS 92A.230). Additional signature blocks may be added to this page or as an attachment, as needed.

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. See attached fee schedule. Nevada Secretary of State AM Merger 2003
Revised on: 10/24/03

CW1241418.1

EX-99