<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b),(c),
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(b)
(Amendment No. 1)
Canyon Resources Corporation
(Name of Issuer)
Common Stock $.01 par value
(Title of Class of Securities)
138869102000
(CUSIP Number)
Lloyd I. Miller, III, 4550 Gordon Drive, Naples,
Florida 34102, telephone (941) 262-8577
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 21, 1998
(Date of Event which Requires Filing of this
Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
<PAGE> 2
SCHEDULE 13G
CUSIP No. 138869102000 Page 2 of 4 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lloyd I. Miller, III ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF
SHARES 1,351,625
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 775,020
PERSON
WITH 7 SOLE DISPOSITIVE POWER
1,351,625
8 SHARED DISPOSITIVE POWER
775,020
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,126,645
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.6%
12 TYPE OF REPORTING PERSON
IN-OO**
*SEE INSTRUCTIONS BEFORE FILLING OUT!
**See Item 4.
<PAGE> 3
Page 3 of 4
Item 1(a). Name of Issuer: Canyon Resources Corporation
Item 1(b). Address of Issuers's Principal Executive Offices: 14142 Denver
West Parkway, Suite 250, Golden, Colorado 80401
Item 2(a). Name of Person Filing: Lloyd I. Miller, III
Item 2(b). Address of Principal Business Office or, if None, Residence: 4550
Gordon Drive, Naples, Florida 34102
Item 2(c). Citizenship: United States
Item 2(d). Title of Class of Securities: Common Stock, $.01 par value
Item 2(e). CUSIP Number: 138869102000
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b) OR 13d-2(b)
or (c), CHECK WHETHER THE PERSON FILING IS A:
Not Applicable, this statement is filed pursuant to 13d-1(c)
Item 4. OWNERSHIP: Miller shares dispositive and voting power on 775,020
of the reported securities (i) as an adviser to the trustee of
certain family trusts and/or (ii) which are held by his wife.
Miller has sole voting and dispositive power on 1,351,625 of the
reported securities as (i) the custodian to accounts set up under
the Florida Uniform Gifts to Minors Act, (ii) the sole shareholder
of a subchapter S corporation, (iii) the trustee to certain family
trusts, (iv) the manager of a limited liability company and/or (v)
the manager of the general partner of a limited partnership.
(a) 2,126,645
(b) 4.6%
(c) (i) sole voting power: 1,351,625
(ii) shared voting power: 775,020
(iii) sole dispositive power: 1,351,625
(iv) shared dispositive power: 775,020
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities, check
the following /x/
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Persons other than Lloyd I. Miller III have the right to receive
dividends from, or the proceeds from the sale of, the reported
securities. None of these persons has the right to direct such
dividends or proceeds.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Not Applicable
<PAGE> 4
Page 4 of 4
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
Not Applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP:
Not Applicable.
Item 10. CERTIFICATION:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
June 4, 1998
---------------------------------------
/s/ Lloyd I. Miller, III
---------------------------------------
Lloyd I. Miller, III
