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) March 23, 1999
TRI-VALLEY CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-6119 84-0617433
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification no.)
230 South Montclair Street, Suite 101 Bakersfield, CA 93309
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (661) 837-9300
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ITEM 5 OTHER EVENTS
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On March 23, 1999, Tri-Valley Corporation announced that it had executed a
definitive agreement for Placer Dome U.S., Inc., to explore and develop
approximately 36 square miles of Tri-Valley's claim block at Richardson, Alaska.
The agreement is described in the press release filed herewith as an exhibit.
ITEM 7 FINANCIAL STATEMENTS AND EXHIBITS
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(c) Exhibits
99.1 Press Release dated March 23, 1999
Tri-Valley Corporation and Placer Dome U.S., Inc. have executed a
definitive agreement for PDUS to explore and develop approximately 36 square
miles of TVC's claim block at Richardson, Alaska it was announced today by F.
Lynn Blystone, TVC president and chief executive officer.
Terms call for PDUS to expend a minimum of US$6.5 million in work on the
property over the next five years and partially reimburse TVC for some of its
prior exploration expenditures in order to earn 51% interest in the area. PDUS
may then earn an additional 29% interest by completing a bankable feasibility
study for a positive production decision on no less than 750,000 recoverable
ounces of gold. TVC estimates such a study could cost in excess of US$10
million.
"We believe this agreement with one of the world's greatest gold mining
companies brings the capital and expertise necessary to prove up a major portion
of our property and bring exceptional value to our shareholders," Blystone said.
Tri-Valley retained approximately 14.5 square miles for its own account,
including a potentially high grade dike system and high grade creek as well as
placer rights over the entire 51.5 square miles of claims and prospecting sites.
The Richardson claims are all on State of Alaska lands and appear to be a
separate fault block along the Tintina Gold Belt, which is emerging as North
America's hottest gold play. Tri-Valley has steadily explored the area since
1987 primarily with geoscientists from TsNIGRI, the principal Russian mineral
research institute based in Moscow.
Using their proprietary techniques as well as lots of good old fashioned
shoveling to get below the vegetal cover, TsNIGRI built a huge database over
approximately 225 square miles from which Tri-Valley selected its core claims.
Last fall TsNIGRI scientists found new areas containing high gold, tellurium,
bismuth and weaker arsenic values, the mineral signature of the 4 million plus
ounce Fort Knox mine to the north and the 5 million plus ounce Pogo project to
the southeast. Tri-Valley believes its data indicates a massive pluton related
gold system which Placer Dome has now optioned for exploration, development and
mining joint venture with TVC.
"We are particularly impressed by Placer Dome's operating strength as they
recently reported record low cash production costs of US$149 per ounce on 2.9
million ounces of gold production world wide for 1998, and we are pleased to
have such a capable partner in our Alaska gold project," said Blystone. "With
PDUS handling our claims on the Buck/Buckeye trend, TVC will focus on the lode
opportunity of the several miles-long Democrat Dike system as well as the placer
potential on a high grade creek where turn-of-the-century newspaper articles
noted quarter-ounce to the pan (about 65 ounces per yard) gold at 80 feet.
We're looking for partners for those areas, too," Blystone said.
Tri-Valley Corporation is headquartered in Bakersfield, California and is
publicly traded over-the-counter on the electronic bulletin board under the
symbol "TRIL." Through its wholly owned subsidiary, Tri-Valley Oil & Gas Co.,
TVC explores for and produces dry natural gas in California's Sacramento Valley
and is part of North America's biggest onshore oil and gas play at East Lost
Hills where it has targeted a deep structure that could contain up to four
billion barrels of oil and 10 trillion cubic of natural gas.
This press release contains forward-looking statements that involve risks
and uncertainties. Actual results, events and performance could vary materially
from those contemplated by these forward-looking statements. Among the factors
that could cause actual results, events and performance to differ materially are
risks and uncertainties discussed in the company's quarterly report on Form
10-QSB for the quarter ended September 30, 1998, and the annual report on Form
10-KSB for the year ended December 31, 1997.
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.
TRI-VALLEY CORPORATION
March 23, 1999 /s/ Thomas J. Cunningham
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Thomas J. Cunningham
Chief Financial Officer
