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