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 22, 2007

Coeur d’Alene Mines Corporation

(Exact name of registrant as specified in its charter)

IDAHO
(State or other jurisdiction
of incorporation or organization)

1-8641
(Commission File Number)

82-0109423
(IRS Employer Identification No.)

505 Front Ave., P.O. Box “I”
Coeur d’Alene, Idaho, 83816

(Address of Principal Executive Offices)

(208) 667-3511
(Registrant’s telephone number, including area code)

N/A
(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 Instructions A.2 below):

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

þ 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))

TABLE OF CONTENTS

	Item 1.01 Entry Into a Material Definitive Agreement
	Item 9.01. Financial Statements and Exhibits
SIGNATURE
EXHIBIT 2.1
EXHIBIT 99.1

Item 1.01 Entry Into a Material Definitive Agreement

     On June 22, 2007, Coeur d’Alene Mines Corporation announced that Bolnisi Gold NL has agreed to further extend Coeur’s due diligence period under the Merger Implementation Agreement relating to Coeur’s proposed acquisition of Bolnisi, which is part of a larger transaction that also would result in Coeur’s acquisition of Palmarejo Silver and Gold Corporation.

     The foregoing description of the amendment to the merger implementation agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such amendment filed as an exhibit hereto.

Additional Information

     The proxy statement that Coeur plans to file with the United States Securities and Exchange Commission (“SEC”) and Canadian securities regulators and mail to its shareholders will contain information about Coeur, Bolnisi, Palmarejo, the Palmarejo Project, the proposed transaction and related matters. Shareholders are urged to read the proxy statement carefully when it is available, as it will contain important information that shareholders should consider before making a decision about the transaction. In addition to receiving the proxy statement from Coeur by mail, shareholders will also be able to obtain the proxy statement, as well as other filings containing information about Coeur, without charge, from the SEC’s website (www.sec.gov) and the Canadian securities regulators website (www.sedar.com) or, without charge, from Coeur. This report is neither a solicitation of a proxy, an offer to purchase, nor a solicitation of an offer to sell shares of Coeur. Coeur and its executive officers and directors may be deemed to be participants in the solicitation of proxies from Coeur’s shareholders with respect to the proposed transaction. The Coeur shares to be issued in the Transaction have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Coeur intends to issue such Coeur shares pursuant to the exemption from registration set forth in Section 3(a)(10) of the Securities Act. Information regarding any interests that Coeur’s executive officers and directors may have in the transaction will be set forth in the proxy statement.

     Copies of the merger implementation agreements and certain related documents have or will be filed with the SEC and Canadian securities regulators and will be available at the SEC’s website at www.sec.gov and at the Canadian securities regulators’ website at www.sedar.com.

Forward-Looking Statements

     This Current Report on Form 8-K contains various “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the proposed acquisition of Bolnisi and Palmarejo by Coeur and the risks and uncertainties related to the occurrence of future events. These forward-looking statements are based on management’s current expectations, assumptions, estimates and projections about the current economic environment, the company and its industry. Certain factors that could cause actual events not to

2

occur as expressed in the forward-looking statement include, but are not limited to, (i) the failure to obtain the necessary approval by Coeur’s, Bolnisi’s, or Palmarejo’s shareholders, antitrust clearance and certain other governmental approvals in a timely manner or at all and (ii) the satisfaction of various other closing conditions contained in the Merger Implementation Agreements. Other potential risks and uncertainties are discussed in Coeur’s reports and other documents filed with the SEC from time to time. Coeur assumes no obligation to update the forward-looking information. Such forward-looking statements are based upon many estimates and assumptions and are inherently subject to significant economic and competitive uncertainties and contingencies, many of which are beyond the control of Coeur’s management. Inclusion of such forward-looking statements herein should not be regarded as a representation by Coeur that the statements will prove to be correct.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits:

Exhibit 2.1	Second Amending Agreement dated June 22, 2007 Relating to Merger Implementation Agreement dated May 3, 2007 by and among Coeur d’Alene Mines Corporation, Coeur d’Alene Mines Australia Pty Ltd, Coeur Sub Two, Inc. and Bolnisi Gold NL, as amended on June 8, 2007
Exhibit 99.1	Press Release dated June 22, 2007

3

SIGNATURE

     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.

	Coeur d’Alene Mines Corporation
Date: June 22, 2007	By:	/s/ James A. Sabala
		Name:	James A. Sabala
		Title:	Executive Vice President and Chief Financial Officer

4

EX-2.1

Exhibit 2.1

Agreement

22 June 2007

Project Arizona

Second Amending
Agreement relating to
Merger Implementation
Agreement

     

MLC Centre Martin Place Sydney NSW 2000 Australia	Telephone +61 2 9225 5000 Facsimile +61 2 9322 4000
GPO Box 4227 Sydney NSW 2001 Australia	www.freehills.com DX 361 Sydney
Sydney Melbourne Perth Brisbane Singapore	Correspondent offices in Hanoi Ho Chi Minh City Jakarta

Parties

Coeur d’Alene Mines Corporation

Coeur d’Alene Mines Australia Pty Ltd

Coeur Sub Two, Inc

Bolnisi Gold NL

Project Arizona — second
amending agreement to MIA (2)     Amending Agreement relating to Merger Implementation Agreement

Contents

	Table of contents
	The agreement	1
	Operative part	3
1	Defined terms and interpretation	3
	1.1 Defined terms	3
	1.2 Interpretation	3
2	Amendments	3
	2.1 Amendments to MIA	3
	2.2 Single document	3
	2.3 Confirmation and acknowledgment	4
3	General	4
	3.1 Governing law and jurisdiction	4
	3.2 Confidentiality	4
	3.3 Counterparts	4
	Signing page	5

Amending Agreement relating to Merger Implementation Agreement        Contents 1

The agreement

Second Amending Agreement relating to Merger
Implementation Agreement

Date 22 June 2007

Between the parties

Name	Coeur d’Alene Mines Corporation
Short form name	Coeur
Incorporated	Idaho, USA
Notice details	505 Front Avenue
	Coeur d’Alene
	Idaho 83814
	USA
	Facsimile: +1 208 667 2213
	Attention: Company Secretary
Name	Coeur d’Alene Mines Australia Pty Ltd
Short form name	Coeur Australia
ACN	125 204 775
Notice details	Suite 1003
	3 Spring Street
	Sydney NSW 2000
	Attention: Company Secretary
Name	Coeur Sub Two, Inc
Short form name	Coeur Sub Two
Incorporated	Delaware, USA

Project Arizona — second
amending agreement to MIA (2)
22/06/07

Amending Agreement relating to Merger Implementation Agreement          page 1

The agreement

Notice details	505 Front Avenue
	Coeur d’Alene
	Idaho 83814
	USA
	Facsimile: +1 208 667 2213
	Attention: Company Secretary
Name	Bolnisi Gold NL
Short form name	Bolnisi
ACN	008 587 086
Notice details	Level 8
	261 George Street
	Sydney NSW 2000
	Facsimile: +61 2 9247 3932
	Attention: Peter Nightingale
Background	The parties entered into the Merger Implementation Agreement on 3 May 2007 which was amended by an Amending Agreement dated 8 June 2007 (together the MIA).
	The parties wish to amend the MIA as set out in this document.
The parties agrree	as set out in the Operative part of this agreement, in consideration of, among other things, the mutual promises contained in this agreement.

Project Arizona — second
amending agreement to MIA (2)

Amending Agreement relating to Merger Implementation Agreement   page 2

Operative part

1	Defined terms and interpretation
1.1	Defined terms
	Capitalised terms used in this agreement and not otherwise defined have the meanings given to them in the MIA.
1.2	Interpretation
	Clauses 1.2 and 1.3 of the MIA apply to this document as if set out in full in this clause 1.2.
2	Amendments
2.1	Amendments to MIA
	The parties agree that the MIA is amended as follows:

(1)	In clause 1.1 in the definition of ‘Due Diligence Period’, replace ‘44’ with ‘58’.
(2)	In clause 8.3 delete the words ‘5 Business Days after the end of the Due Diligence Period’ and replace them with the words:
	“3 July 2007, 5pm Idaho (United States of America) time.
	For the purpose of this clause 8.3 only, the notice provisions in clause 17.4(e) do not apply and instead the following applies:
	Any communication under or in connection with clause 8.3 of this agreement is regarded as received by the addressee:

(a)	if sent by fax, at the local time in the State of Idaho which then equates to the time at which that fax is sent as shown on the transmission report which is produced by the machine from which that fax is sent and which confirms transmission of that fax in its entirety; and
(b)	if delivered by hand, on delivery at the address of the addressee as provided in clause 17.4(b).”

2.2	Single document
	The MIA as amended by this document is to be read as a single integrated document incorporating the amendments effected by this document.

Project Arizona — second
amending agreement to MIA (2)

Amending Agreement relating to Merger Implementation Agreement   page 3

Signing Page

2.3	Confirmation and acknowledgment
	Each party confirms that the MIA, as amended by clause 2.1, remains in full force and effect.
3	General
3.1	Governing law and jurisdiction
	This agreement is governed by the law of New South Wales, Australia and each party irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of New South Wales, Australia.
3.2	Confidentiality
	Clause 11 of the MIA applies to this document as if set out in full in this clause 3.2.
3.3	Counterparts
	This document may be executed in counterparts. All executed counterparts constitute one agreement.

Project Arizona —
second amending agreement to MIA (2)

Amending Agreement relating to Merger Implementation Agreement   page 4

Signing page

Executed as an agreement

Signed for Coeur d’Alene Mines Corporation by		/s/ Dennis E. Wheeler
			¬
		Signature of officer
		Dennis E. Wheeler
		Name of officer (print)
		Chairman, President and Chief Executive Officer
		Office held
Executed by Coeur d’Alene Mines Australia Pty Ltd
/s/ Mitchell J. Krebs	¬	/s/ Dennis E. Wheeler	¬
Signature of director		Signature of director/company secretary (Please delete as applicable)
Mitchell J. Krebs		Dennis E. Wheeler
Name of director (print)		Name of director/company secretary (print)
Signed for Coeur Sub Two, Inc by		/s/ Dennis E. Wheeler	¬
		Signature of officer
		Dennis E. Wheeler
		Name of officer (print)
		Chairman
		Office held

Project Arizona — second
amending agreement to MIA (2)

 Amending Agreement relating to Merger Implementation Agreement   page 5

Signing page

Executed by Bolnisi Gold NL
/s/ Norman A. Seckold	¬	/s/ Peter J. Nightingale	¬
Signature of director		Signature of director/company secretary (Please delete as applicable)
Norman A. Seckold		Peter J. Nightingale
Name of director (print)		Name of director/company secretary (print)

Project Arizona — second
amending agreement to MIA (2)

Amending Agreement relating to Merger Implementation Agreement   page 6

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Coeur d’Alene and Bolnisi Extend Due Diligence Period

COEUR D’ALENE, Idaho — June 22, 2007 — Coeur d’Alene Mines Corporation (NYSE:CDE, TSX: CDM) today announced that Bolnisi has agreed to extend Coeur’s due diligence period to July 3, 2007, under the Merger Implementation Agreement relating to Coeur’s proposed acquisition of Bolnisi, which is part of a larger transaction that also would result in Coeur’s acquisition of Palmarejo Silver and Gold Corporation (TSX-V: PJO).

As previously announced on June 8, 2007, Coeur and Bolnisi agreed to extend Coeur’s due diligence period by 14 days to June 22, 2007.

About Coeur d’Alene
Coeur d’Alene Mines Corporation is one of the world’s leading primary silver producers and a growing gold producer. The company has mining interests in Alaska, Argentina, Australia, Bolivia, Chile, Nevada, and Tanzania.

Cautionary Statement —
This press release contains forward-looking statements within the meaning of securities legislation in the United States and Canada, including statements regarding a possible transaction and anticipated operating results. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Coeur’s control. Operating, exploration and other statements in this press release are based on information that Coeur believes is reasonable, but involve significant uncertainties affecting the business of Coeur, including, but not limited to, future gold and silver prices, costs, ore grades, estimation of gold and silver reserves, mining and processing conditions, construction schedules, currency exchange rates, and the completion and/or updating of mining feasibility studies, changes that could result from future acquisitions of new mining properties or businesses, the risks and hazards inherent in the mining business (including environmental hazards, industrial accidents, weather or geologically related conditions), regulatory and permitting matters, risks inherent in the ownership and operation of, or investment in, mining properties or businesses in foreign countries, as well as other uncertainties and risk factors set out in filings made from time to time with the SEC and the Ontario Securities Commission, including, without limitation, Coeur’s reports on Form 10-K and Form 10-Q. As disclosed in this press release, there are risks that the parties will not proceed with the transaction, that the ultimate terms of the transaction will differ from those that currently are contemplated, and that the results, developments and timetables could vary significantly from the estimates presented. Readers are cautioned not to put undue reliance on forward-looking statements. Coeur disclaims any intent or obligation to update publicly such forward-looking statements, whether as a result of new information, future events or otherwise. Additionally, Coeur undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Coeur, its financial or operating results or its securities or the possible transaction.

Additional Information —
The proxy statement that Coeur plans to file with the United States Securities and Exchange Commission (“SEC”) and Ontario Securities Commission and mail to its shareholders will contain information about Coeur, Bolnisi, Palmarejo, the Palmarejo Project, the transaction and related matters. Shareholders are urged to read the proxy statement carefully when it is available, as it will contain important information that shareholders should consider before making a decision about the transaction. In addition to receiving the proxy statement from Coeur by mail, shareholders will also be able to obtain the proxy statement, as well as other filings containing information about Coeur, without charge, from the SEC’s website (www.sec.gov) and the Canadian securities regulators’ website (www.sedar.com) or, without charge, from Coeur. This announcement is neither a solicitation of a proxy, an offer to purchase, nor a solicitation of an offer to sell shares of Coeur. Coeur and its executive officers and directors may be deemed to be participants in the solicitation of proxies from Coeur’s shareholders with respect to the proposed transaction. Information regarding any interests that Coeur’s executive officers and directors may have in the transaction will be set forth in the proxy statement. The Coeur shares to be issued in the transaction have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Coeur intends to issue such Coeur shares pursuant to the exemption from registration set forth in Section 3(a)(10) of the Securities Act.

Copies of the merger implementation agreements and certain related documents will be filed with the SEC and Canadian securities regulators and will be available at the SEC’s website at www.sec.gov and at the Canadian securities regulators’ website at www.sedar.com.

Contacts
Coeur
Mitchell J. Krebs
Senior Vice President — Corporate Development
(888) 545-1138

Tony Ebersole
Director of Investor Relations
(208) 665-0777

Matthew Sherman / Jennifer Schaefer
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449