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

October 25, 2006

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:                     October 25, 2006

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated October 25, 2006

EX-99.1

BERKLEY RESOURCES INC.

400 - 455 Granville Street

Vancouver, BC

V6C 1T1

Tel: (604) 682-3701 Fax: (604) 682-3600

www.berkleyresources.com

ir@berkleyresources.com

October 25, 2006

BKS - TSX Venture

BRKDF.PK - U.S.

Frankfurt W8O

Berkley Resources Inc. (the “Company”) has amended the terms of the Flow-Through Offering as described in the press release dated October 12, 2006 as follows:

The Company has now increased the non-brokered private placement up to 4,600,000 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 terms of the Non Flow Through Offering as described in the news release dated October 12, 2006 remain unchanged.

The Company will pay finder fees in connection with this financing in accordance with TSX Venture Exchange policy.

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.

The Company’s principal business activities are the acquisition, exploration, development and production of petroleum and natural gas reserves in Alberta and Saskatchewan.

For further information please contact Lindsay Gorrill, President and COO at cell (208) 755-6989, e-mail leg333@adelphia.net.

ON BEHALF OF THE BOARD OF DIRECTORS

“Lindsay Gorrill”

Lindsay Gorrill,

President and COO

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