-----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, E9P8zVuepMAme7h6+E1zVfb03rdRpEHW1/Ud8AYPvKLQUH+W94ES+9XrUB/0LgjR E3n8WHh+l5SwvKNejqDoVw== 0001012410-05-000107.txt : 20051118 0001012410-05-000107.hdr.sgml : 20051118 20051118135330 ACCESSION NUMBER: 0001012410-05-000107 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051118 FILED AS OF DATE: 20051118 DATE AS OF CHANGE: 20051118 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: 051214781 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 berkley6-k.htm BERKLEY FORM 6-K Berkley Form 6-K



U.S. SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549


FORM 6-K


REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934


November 18, 2005

Commission File No.: 0-18939

BERKLEY RESOURCES INC.
(Translation of Registrant's name into English)

400-455 Granville Street, Vancouver, B.C. V6C 1T1
(Address of principal executive office)

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

xForm 20-F
 
oForm 40-F

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]

Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

oYes
 
xNo

If "Yes" is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): n/a





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.


Registrant:    BERKLEY RESOURCES INC. 


By:         /s/ Connie Lillico
                              CONNIE LILLICO, CORPORATE SECRETARY


Date:                     November 18, 2005






EXHIBIT INDEX

Exhibit No.
 
Description
     
99.01
 
Press Release dated November 18, 2005

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Exhibit 99.1
BERKLEY RESOURCES INC.
400 - 455 Granville Street
Vancouver, B.C.
V6C 1T1
Tel: (604) 682-3701 Fax: (604) 682-3600
www.berkleyresources.com
info@berkleyresources.com


November 18, 2005                                                                                  Trading Symbols: BKS - TSX Venture
BRKDF.PK - OTC BB (US)

PRIVATE PLACEMENTS - $4,500,000

Berkley Resources Inc. (the “Company”) has arranged a non-brokered private placement of up to 4.5 million shares at a price of $0.90 per share (the “Flow-Through Offering”). Each flow-through share will entitle the investor to the tax benefits of the qualifying Canadian exploration expenses incurred by the Company, which will be “flowed-through” to the investor.

The Company has also arranged a second non-brokered private placement of up to 500,000 units at a price of $0.90 per unit (the “Non Flow-Through Offering”), each unit consisting of one common share and one-half of a non-transferable share purchase warrant. Each whole warrant under the Non Flow-Through Offering will entitle the investor to purchase one additional share at a price of $1.25 for two years from the date of closing.
 
The net proceeds of the offerings will be used for additional exploration and development work on the Company's Canadian oil and gas properties and for general working capital requirements.

The above transactions will be subject to regulatory approval.

For further information with respect to investor relations, please contact David Wolfin, VP Finance, in the Vancouver office at phone (604) 682-3701, e-mail info@berkleyresources.com or Lindsay Gorrill, President and COO at cell (208) 755-6989, e-mail leg333@adelphia.net.

On behalf of the Board of Directors
of Berkley Resources Inc.

“Lindsay Gorrill”
Lindsay Gorrill
President and COO

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this news release.

Forward Looking Information: This news release may contain forward-looking statements including expectations of future production, cash flow and earnings. These statements are based on current expectations that involve a number of risks and uncertainties, which could cause actual results to differ from those anticipated. These risks include, but are not limited to: the risks associated with the oil and gas industry (e.g., operational risks in exploration, development and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety, and environmental risks), as well as commodity prices and exchange rate fluctuations, and uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures or governmental regulations.
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