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 29, 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 29, 2005

EXHIBIT INDEX

Exhibit No.	Description
99.01	Press Release dated November 29, 2005

EX-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 29, 2005                                                                                                                                                                          ;                                                        Trading Symbols: BKS - TSX Venture

BRKDF.PK - OTCPK (US)

Berkley Resources Inc. (the “Company”) has amended the terms of the Non Flow-Through Offering as described in the new release dated November 18, 2005, as follows:

A non-brokered private placement of up to 750,000 units will now be offered at a price of $0.90 per unit (the “Non Flow-Through Offering”), each unit consisting of one common share and one non-transferable share purchase warrant. Each 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 terms of the Flow Through Offering as described in the news release dated November 18, 2005 remain unchanged.

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.