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): April 11, 2007



                         Fischer-Watt Gold Company, Inc.
               --------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


     Nevada                           0-22515                    88-0227654
- -----------------                  ------------              -------------------
(State or other                    (Commission                 (IRS Employer
jurisdiction                       File Number)               Identification #)
of incorporation)


                                 2582 Taft Court
                               Lakewood, CO 80215
                     ---------------------------------------
                     (Address of Principal Executive Office)


                                 (303) 232-0292
              ----------------------------------------------------
              (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 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 8.01    Other Events.
- ---------    ------------

     On January 25, 2007, Fischer-Watt Gold Company, Inc. (the "Company")
entered into a Stock Purchase Agreement (the "Agreement") among the Company,
Rogue River Resources Corp. ("Rogue River") and Minera Montoro, S.A. De C.V.,
the Company's Mexican subsidiary ("Minera Montoro"), and completed the first
tranche of the sale of its 65% ownership interest in Minera Montoro to Rogue
River. (See Form 8-K, and Exhibit 10.1 and Exhibit 99.1 filed February 1,
2007).

     On April 11, 2007, the Company issued a press release announcing that it
had completed the second tranche of the three tranche sale of its ownership
interest in Minera Montoro to Rogue River. The Company received $745,000 from
Rogue River for 31% of its share ownership in Minera Montoro. A copy of the
press release is included herewith as Exhibit 99.1.


Item 9.01    Financial Statements and Exhibits.
- ---------    ---------------------------------

     (c) Exhibits.

         Exhibit Number    Description
         --------------    -----------

              99.1         News Release, dated April 11, 2007, announcing
                           completion of the second tranche of Mexican asset
                           sale.



































                                       2





                                    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.


                                      FISHER-WATT GOLD COMPANY, INC.


                                      By: /s/ Peter Bojtos
                                          --------------------------------------
                                          Peter Bojtos, Chief Executive Officer


April 12, 2007










































                                       3



                                  EXHIBIT INDEX



Exhibit Number       Description
- --------------       -----------

     99.1            News Release, dated April 11, 2007, announcing
                     completion of the second tranche of Mexican asset sale


















































                                       4

EX-99

                                                                    EXHIBIT 99.1


                             N E W S   R E L E A S E


                2582 Taft Court, Lakewood, Colorado 80215, USA
                      PH:(303) 232-0292 FAX:(303) 232-0399


          FISCHER-WATT CLOSES SECOND TRANCHE OF ITS MEXICAN ASSET SALE


Denver, CO - April 11, 2007 - Fischer-Watt Gold Company, Inc. (OTCBB:FWGO) has
completed the second tranche of the three tranche sale of its 65% ownership
interest in its Mexican subsidiary, Minera Montoro, S.A. de C.V. At the closing
of this second tranche Fischer-Watt received $745,000 from Rogue River Resources
Corp. for 31% of its share ownership in Minera Montoro.

Fischer-Watt will receive a further $745,000 at the third closing, at which
point Fischer-Watt will have sold its entire interest in Minera Montoro. The
Company will, however, retain a 1% Net Smelter Return royalty on production from
the porphyry portion of the deposit on the La Balsa property in the State of
Michoacan. The agreed-to transaction date for completing the remaining buy-out
is April 30th, 2007, but the agreement has provision to extend the closing date
by up to 60 days.

Fischer-Watt has paid the required Mexican income taxes of approximately
$360,000 on the receipts from these first two tranches. In addition, an
outstanding debt to The Astra Ventures Inc., a related party, has been reduced
by about $576,000.

"Fischer-Watt is finally making significant financial strides forward and has
now generated an ability to fund its exploration programs on its two gold
properties in Arizona and Nevada" said Peter Bojtos, President and CEO. Permits
and other regulatory approvals are presently being applied for in order to carry
out exploration work on these two properties in the coming months.

Statements in this release that are not historical facts are "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Readers are cautioned that any such statements are not guarantees of
future performance and that actual developments or results may vary materially
from those projected in the forward-looking statements.

For further information please contact:
Mr. Peter Bojtos  P.Eng.
President and Chief Executive Officer.
Fischer-Watt Gold Company, Inc.
303-232-0292
Email: info@fischer-watt.com