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 Act of 1934
October 27, 1997
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Date of report
Empire Gold Inc.
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(exact name of registrant as specified in its charter)
Indiana
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(State or other jurisdiction of incorporation)
1-4799 35-0540454
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(Commission file number) (IRS Employer Identification No.)
300-90 Adelaide Street West, Toronto, Ontario, Canada M5H 3V9
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(Address of principal executive offices Zip Code)
416-363-8300
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(Registrant's telephone number, including area code)
National Enterprises Inc.
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(former name or former address, if changed since last report)
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Item 9. Sale of Equity Securities Pursuant to Regulation S
A. On September 30, 1997, the Company sold 1,925,000 units of the Company at a
purchase price of US$0.25 per unit in cash, a total offering price of
US$481,250, each unit consisting of one share of common stock of the Company and
one warrant to purchase one share of common stock of the Company. Each warrant
is exercisable at an exercise price of US$0.25 at any time prior to March 31,
1998 and at an exercise price of US$0.30 at any time thereafter, but prior to
September 30, 1998. The purchasers of the units were, Silich-von Schulthess AG
760,000 units for an offering price of US$190,000, Rudorf Wilhelm-Ernst 495,000
units for an offering price of US$123,750, SBC Jersey Nominees Ltd. 240,000
units for an offering price of U$60,000, ARV Aktien-und RentenvermittlungsGsmbh
230,000 units for an offering price of US$57,500, and M.Daniel Olchanski 200,000
units for an offering price of US$50,000, through the use of a finder Dr. Kurt
Dalmata of Zurich Switzerland, to whom a commission of US$25,265 was paid. The
Securities were offered and sold outside of the United States without
registration under the Securities Act of 1933 in reliance upon Regulation S and
may not be offered or sold in the United States absent registration or an
applicable exemption for registration requirements.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act, 1994, the
registrant had duly caused the report to be signed on its behalf by the
undersigned hereunto duly authorized.
DATED this 27 day of October, 1997
EMPIRE GOLD INC.
(Registrant)
By: /s/ C. W. Leigh Cassidy, CA
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C. W. Leigh Cassidy, CA
Vice President, Chief Financial Officer and Secretary
