Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 12, 2010
NORTH AMERICAN GOLD & MINERALS FUND
(Exact name of registrant as specified in its charter)
Nevada 333-141426 N/A
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
848 N. Rainbow Blvd. # 3003, Las Vegas, NV 89107
(Address of Principal Executive Offices) (Zip Code)
(702) 635-8146
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 8.01 OTHER EVENTS
On August 12, 2010 the Company entered into an agreement with Western
Diversified Mining Resources, Inc. ("Western") pursuant to which the Company
agreed to acquire Western's 23.22% shareholding in Bouse Gold Inc. and Western's
46.84% shareholding in South Copperstone Inc. for 12,096,115 shares of the
Company's Series A Preferred Stock and 29,334,212 shares of the Company's Series
B Preferred Stock. The Agreement is subject to several conditions of closing.
The Company anticipates that Closing will occur no later than August 17, 2010.
BOUSE GOLD, INC.
The Bouse Gold property includes 360 acres of mining claims (18 lode claims) in
the Plomosa Mining District, two miles west of the town of Bouse, in La Paz
County, Arizona. The land is administered by the US Bureau of Land Management
(BLM). It is a former Homestake Gold (Barrick) project which includes the
historic Little Butte, Flat Fault and Arrastre Mines. There are numerous shafts,
pits and dumps on the property. Reportedly, a majority of the Plomosa Mining
District's historic gold production came from Bouse Gold's Little Butte Mine.
At Bouse, a Mid-Tertiary system of epithermal mineralization was introduced into
a stacked sequence of lithotectonic units that are located on the northern side
of the Plomosa Detachment Fault. Complex epithermal gold, barite and fluorite
mineralization is superimposed on earlier copper-specularite mineralization.
Gold occurs in laterally extensive breccias and in steeply dipping
amethystine-quartz veins.
Past drilling by Tenneco, US Borax and Homestake at Bouse found significant gold
bearing intervals in both the breccias and high angle structures. Bouse Gold has
copies of drill results for 50+ holes.
The Company's initial plans include compilation of all existing exploration
materials on the property, followed by additional geological work viewed as
necessary or desirable to identify targets for an initial drill campaign.
SOUTH COPPERSTONE, INC.
The South Copperstone gold property is comprised of 480 acres (24 unpatented
lode mining claims) located in the Moon Mountains Mining District, La Paz
County, Arizona, about midway between the towns of Parker and Quartzsite. The
land is administered by the US Department of Land Management (BLM).
The Company's claims are immediately south of the Copperstone Mine, which it
adjoins. South Copperstone's rationale in acquiring the property was the
potential, which may or may not be realized, for one or more additional
Copperstone ore bodies. The known Copperstone deposit (not owned by the Company)
had a 500,000 ton open pit resource of .09 ounce per ton gold that was mined by
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Cyprus Gold in the 1980's. A reported underground gold resource at Copperstone
is presently being explored by another mining company.
The western edge of the Company's claims has exposed gold - bearing bedrock
consisting of banded quartz latite flows intruded by granite. Initial drilling
by Callahan Mining at South Copperstone found anomalous gold hosted by quartz
and altered quartz latite. This was reportedly consistent with Cyprus Gold drill
results from immediately north of the Company's claim block. However, Callahan's
drilling was not deep enough to penetrate the mineralized breccia unit that
hosts the gold resource at the Copperstone Mine to the north. Initial induced
polarization (IP) work by Callahan found anomalous chargeability values to the
south of Callahan's claim block in an area that is within South Copperstone's
claim block. South Copperstone intends to follow up with a full induced
polarization (IP) geophysical grid in order to locate initial drill targets.
ITEM 9.01 EXHIBITS
10.01 Stock Purchase Agreement dated August 12, 2010 by and between North
American Gold & Minerals Fund and Western Diversified Mining
Resources, Inc.
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 hereunto duly authorized.
NORTH AMERICAN GOLD & MINERALS FUND
/s/ Ronald Yadin Lowenthal
-----------------------------------
Ronald Yadin Lowenthal
President and Director
August 12, 2010
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