-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WdA+sWBFpOK+f76u/dYy/Cr3izwQl7kHOyEttdn9p045cwOKaaOaZtMhAKqOIQuF ihu2GOBt6p7bHINIQ3vl7Q== 0001001277-05-000011.txt : 20050105 0001001277-05-000011.hdr.sgml : 20050105 20050104200306 ACCESSION NUMBER: 0001001277-05-000011 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20041206 FILED AS OF DATE: 20050105 DATE AS OF CHANGE: 20050104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERKLEY RESOURCES INC CENTRAL INDEX KEY: 0000870589 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18939 FILM NUMBER: 05510064 BUSINESS ADDRESS: STREET 1: 455 GRANVILLE ST STE 400 CITY: VANCOUVER BC CANADA V6C 1T1 STATE: A1 ZIP: V6C 1T1 BUSINESS PHONE: 6046823701 MAIL ADDRESS: STREET 1: 455 GRANVILLE STREET STREET 2: SUITE 400 CITY: VANCOUVER STATE: A1 ZIP: V6C 1T1 6-K 1 for1206and072004.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of: December 6, 2004 Commission File Number 0-18939 BERKLEY RESOURCES INC. (Registrant's name) 455 Granville Street, Suite 400 Vancouver, British Columbia, Canada V6C 1T1 (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F [X] Form 40-F [ ] Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [X] If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): On December 6, 2004 Hoogendoorn Vellmer, Chartered Accountants, resigned as auditors of Berkley Resources and on December 7, 2004, Staley, Okada & Partners were appointed as the new auditors. Further details are on the attached Exhibit filing with the British Columbia Securities and Alberta Securities Commission. Exhibit No. Description ----------- ----------- 99.1 Nation Instrument 51-102 filed with the British Columbia Securities Commission and Alberta Securities Commission dated December 6, 2004. 99.2 Letter from Hooendoorn Vellmer, Chartered Accountants, dated December 8, 2004 99.3 Letter from Staley, Okada & Partners dated December 16, 2004 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, thereunto duly authorized. BERKLEY RESOURCES INC. (Registrant) Date: December 31, 2004 /s/ David Wolfin ----------------- ------------------------ David Wolfin, VP Finance Exhibit Index ------------- Exhibit No. Description ----------- ----------- 99.1 Nation Instrument 51-102 filed with the British Columbia Securities Commission and Alberta Securities Commission dated December 6, 2004. 99.2 Letter from Hooendoorn Vellmer, Chartered Accountants, dated December 8, 2004 99.3 Letter from Staley, Okada & Partners dated December 16, 2004 EX-99 2 exhibit991.txt EXHIBIT 99.1 BERKLEY RESOURCES INC. (the "Company") NOTICE NATIONAL INSTRUMENT 51-102 TO: British Columbia Securities Commission Alberta Securities Commission The Auditors of the Company have been the firm of Hoogendoorn Vellmer, Chartered Accountants, of Vancouver, British Columbia. Hoogendoorn Vellmer, Chartered Accountants, resigned as Auditors of the Company effective December 6, 2004 and Staley, Okada & Partners, Chartered Accountants, have been appointed by the Directors of the Company as the new Auditors of the Company commencing December 7, 2004. The proposal to appoint Staley, Okada & Partners, Chartered Accountants, as the new Auditors for the Company was approved by the Company's Audit Committee. There have been no reservations in any of the Auditor's Reports on the Company's financial statements for the fiscal years ended December 31, 2003 and 2002, or for any period subsequent to the last completed fiscal year for which an audit report was issued and there have been no reportable events. For greater certainty, the Auditor's Report for the 2002 fiscal year was prepared by Collins Barrow, Chartered Accountants, the predecessor auditors to Hoogendoorn Vellmer, Chartered Accountants. The Reporting Package, consisting of a copy of this Notice and copies of the letters from the former Auditor and the successor Auditor indicating their agreement with the information contained in this Notice, has been reviewed by the Directors of the Company and the Audit Committee. DATED at Vancouver, British Columbia, this 6th day of December, 2004. BY ORDER OF THE BOARD OF DIRECTORS OF BERKLEY RESOURCES INC. __________"Matthew Wayrynen"______________ Matthew Wayrynen President EX-99 3 exhibit992.txt EXHIBIT 99.2 Hoogendoorn Vellmer Chartered Accountants - -------------------------------------------------------------------------------- 406, 455 Granville Street Vancouver, B.C. V6C .1Tl Phone: 604-687-3773 Facsimile: 604-687-3778 E-mail: hoogendoornvellmer@t December 8, 2004 BC Securities Commission Alberta Securities Commission Dear Sirs, Re: Berkley Resources Inc. Pursuant to the NOTICE dated December 6, 2004 relating to the proposed appointment of Staley, Okada & Partners, Chartered Accountants as the new Auditors of the Company, we hereby confirm our agreement with the information contained in the Notice. Yours Truly, Hoogendoom Vellmer EX-99 4 exhibit993.txt EXHIBIT 99.3 Staley, Okada & Partners CHARTERED ACCOUNTANTS 3rd Floor, 10190 152A Street Surrey, BC Canada V3R 1J7 Tel 604 585.8300 Fax 604 585.8377 info@staJ.eyokada.com www.stalevokada.com 16 December 2004 British Columbia Securities Commission P.O. Box 10142, Pacific Centre 701 West Georgia Street Vancouver, B.C. V7Y 1L2 Dear Sirs / Mesdames: RE: Berkley Resources Inc. (the "Company") - ------------------------------------------ We have read the Change of Auditor Notice of the Company dated 6 December 2004 and are in agreement with the statements contained in such Notice. Yours truly, "Staley, Okada & Partners" STALEY, OKADA & PARTNERS Chartered Accountants cc: Berkley Resources Inc. N:\Client Listing\900\930504\Word\2004\Lt\930504 -Change of Auditor Notice,doc Staley Okada & Partners is a member of MSI, a network of Independent professional firms * A member of the Institute of Chartered Accountants of British Columbia A partnership of Incorporated professionals; L.M. Okada, Ltd., C.N. Chandler, Ltd., K.A. Scott, Ltd., J.M. Bhagirath, Ltd., LW.D. Vickars, Ltd., G.S. Traher, Inc. D. Larocque, Ltd. -----END PRIVACY-ENHANCED MESSAGE-----