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): JUNE 23, 1995
GOLD RESERVE CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MONTANA 1-8372 81-0266636
(STATE OF (COMMISSION (IRS EIN)
INCORPORATION) FILE NUMBER)
1940 SEAFIRST FINANCIAL CENTER
SPOKANE, WA 99201
(509) 623-1500
(REGISTRANTS ADDRESS AND PHONE NO.)
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ITEM 5. OTHER EVENTS
Pursuant to a plan of exchange approved by the Company's
shareholders on May 19, 1995, each issued and outstanding
share of Gold Reserve de Aruba A.V.V. (Gold Reserve Aruba)
and Glandon Company A.V.V. (Glandon), other than shares
held by the Company, was exchanged for .3687 and .1697 share
of the Company, respectively.
The number of shares received by the minority shareholders
was determined by multiplying the number of shares of Gold
Reserve Aruba and Glandon held by the exchanging
shareholders by the ratio determined by reference to an
implied market valuation of the Brisas concession, which is
the Company's most significant asset. The exchange was
predicated on the opinion of an independent financial
advisor retained for the benefit of the Company and the
minority shareholders of Gold Reserve Aruba and Glandon.
As a result of the exchange, the Company issued 1,329,183
common shares 645,261 common shares to former minority
shareholders of Gold Reserve de Aruba A.V.V. and 683,922
common shares to former minority shareholders of Glandon
Company A.V.V. In consequence of the exchange, Gold Reserve
de Aruba A.V.V. and Glandon Company A.V.V. are now wholly-
owned subsidiaries of the Company. Subsequent to the
exchange, the Company had 20,407,188 shares issued and
outstanding.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
GOLD RESERVE CORPORATION
REGISTRANT
DATED: JUNE 28, 1995 BY: /s/ Robert A. McGuinness
_______________________________
ROBERT A. MCGUINNESS
VICE PRESIDENT FINANCE
CHIEF FINANCIAL OFFICER
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