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):  November 13, 2009

BE RESOURCES INC.(Exact name of registrant as specified in its charter)

Colorado (State or other jurisdiction of incorporation
or organization) 000-53811 (Commission File Number) 42-1737182 (I.R.S. Employer Identification No.)

107 Hackney Circle, Box 684
Elephant Butte, New Mexico  87935
(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number including area code:  (575) 744-4014

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:

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

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

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

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

Item 7.01

Regulation FD Disclosure.

On November 13, 2009, BE Resources Inc. (the “Company”) issued a press release to announce the closing of the over-allotment option by the underwriter from its initial public offering.  A copy of the press release is attached to this report as Exhibit 99.1.  

The information furnished under this Item 7.01, including the exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by reference to such filing.  

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.  The following exhibits are furnished with this report:

99.1       Press Release dated November 13, 2009.

Cautionary Statement

With the exception of historical matters, the matters discussed herein include forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from projections or estimates contained herein. Such forward-looking statements include, among others, statements regarding future exploration results. Factors that could cause actual results to differ materially from projections or estimates include, among others, precious metals prices, economic and market conditions and future drilling results, as well as other factors described in our prospectus dated September 30, 2009 and other filings with the SEC. Most of these factors are beyond the Company's ability to predict or control. The Company disclaims any obligation to update any forward-looking statement made herein. Readers are cautioned not to put undue reliance on forward-looking statements.

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SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

	BE RESOURCES INC.
Date:  November 13, 2009	By: /s/ Carmelo Marrelli
	Carmelo Marrelli,   Chief Financial Officer

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Exhibit Index

The following is a list of the Exhibits furnished herewith.

Exhibit Number	Description of Exhibit
99.1	Press Release dated November 13, 2009.

EX-99.1

Exhibit 99.1

For Immediate Release

BE RESOURCES INC. - OVER-ALLOTMENT OPTION EXERCISED

TSXV SYMBOL: BER

November 13 , 2009 – Toronto, Ontario - BE Resources Inc. (the “Company”) is pleased to announce that Canaccord Capital Corporation has exercised its over-allotment option in full to purchase an additional 750,000 common shares of the Company at a price of Cdn$0.30 per share for additional gross proceeds of Cdn$225,000. Canaccord Capital Corporation acted as underwriter in connection with the initial public offering of the Company which closed on October 26, 2009.

The Company was incorporated under the laws of the State of Colorado primarily to evaluate the grade and tonnage of beryllium at its New Mexico Beryllium Project.

The offering was made by way of a prospectus filed in certain Canadian provinces and a registration statement filed with the SEC which has been declared effective by the SEC. A copy of the final prospectus filed in certain Canadian provinces may be obtained by either contacting the underwriter or by accessing the website maintained by the Canadian securities regulatory authorities, SEDAR, at www.sedar.com. A copy of the final prospectus contained in the US registration statement may be obtained by either contacting the Company or by accessing the SEC website, www.sec.gov. This press release shall not constitute an offer to sell or constitute a solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. In the United States, please contact the Company at the address for the Company below. In Canada please contact Canaccord Capital Corporation at 161 Bay Street, Suite 3000, Toronto, Ontario (416) 819-7276.

For further information, please contact:
David Tognoni, President and Chief Executive Officer, BE Resources Inc.
P.O. Box 684
Elephant Butte, New Mexico 87935
(575) 744-4014

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.