8-K 1 form.htm 8K 4//9/01

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


December 15, 2006


Date of Report (Date of earliest event reported)


Gentor Resources, Inc.


(Exact name of registrant as specified in its charter)


Florida


(State or other jurisdiction of incorporation)

333-130386


(Commission file number)

20-267977


(IRS Employer Identification Number)


1 Alder Gulch Road

Virginia City, Montana 59755

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(Address of principal executive offices)


(406) 843-5390

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(Registrant’s telephone number, including area code)


n/a

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(Former name or former address, if changes since last repot)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions (see General Instructions A.2. below):


[  ]  Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


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



Cautionary Statement Regarding Forward-looking Statements


The Form 8-K may contain “forward looking” statements or statements which arguably imply or suggest certain things about our future.  Statements, which express that we “believe”, “anticipate”, “expect”, or “plan to”, as well as, other statements which are not historical fact, are forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These statements are based on assumptions that we believe are reasonable, but a number of factors could cause our actual results to differ materially from those expressed or implied by these statements.  We do not intend to update these forward looking statements.



Section 8 - Other Events.


Item 8.01.  Other Events.


On December 15, 2006, the Company issued a press release announcing that it has sold 200,000 shares of its Common Stock, $0.001 par value, at a price of $5.00 per share pursuant to its registration statement on Form SB-2, declared effective by the SEC on November 13, 2006.  The press release further indicated that based on the receipt of the proceeds of the offering, the Company has commenced Phase 1 of its exploration program on its optioned Delmoe Lake property.


The press release is filed herewith as Exhibit 99.1 and incorporated herein by reference.


Section 9 - Exhibit


Item 9.01 Exhibits


99.1

Press Release dated December 15, 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 thereunder duly authorized.



Dated: December 21, 2006


Gentor Resources, Inc.



/s/ Lloyd J. Bardswich

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By: Lloyd J. Bardswich, President and principal executive officer