ROYAL GOLD INC /DE/
10-Q/A, 1996-04-04
GOLD AND SILVER ORES
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                                FORM 10-Q/A
        
                    SECURITIES AND EXCHANGE COMMISSION

                           WASHINGTON, D.C. 20549

                                           


              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934

              FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1995

                (The date of this report is April 3, 1996.)


                       COMMISSION FILE NUMBER 0-5664

                                      
                          ROYAL GOLD, INC.                 
           (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                  DELAWARE                     84-0835164   
      (STATE OR OTHER JURISDICTION OF       (I.R.S. EMPLOYER
      INCORPORATION OR ORGANIZATION)        IDENTIFICATION NO.)

                   SUITE 1000
               1660 WYNKOOP STREET                       
                 DENVER, COLORADO                  80202-1132
      (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)     (ZIP CODE)

                            (303) 573-1660                 
            (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

                             Not Applicable                      
      (FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED
                             SINCE LAST REPORT)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months, and
(2) has been subject to such filing requirements for the past 90
days.

             YES  X                              NO     

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

                                            OUTSTANDING AT
         CLASS OF COMMON STOCK             FEBRUARY 6, 1996  
         $.01 PAR VALUE                    14,850,976 SHARES

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                              ROYAL GOLD, INC.

                                   INDEX

                                                            PAGE

 
PART II:  OTHER INFORMATION 

   Item 4.    Submission of Matters to a Vote of 
     Security Holders. . . . . . . . . . . . . . . . . . . . 3

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . .  5
  
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                        PART II:  OTHER INFORMATION

Item 4.   Submission of Matters to a Vote of Security-Holders

     a.   The annual meeting of stockholders of the Company was held
          on December 7, 1995 (the "1995 Annual Meeting").

     b.   The following directors were elected at the 1995 Annual
          Meeting:

               Pierre Gousseland
               Merritt E. Marcus
               James W. Stuckert

          The following directors' terms of office continued after
          the 1995 Annual Meeting:
    
               Stanley Dempsey
               John W. Goth
               S. Oden Howell, Jr.
               Edwin W. Peiker, Jr.

     c.   At the 1995 Annual Meeting, the stockholders of the
          Company:

          1.   Elected the following directors:

               Pierre Gousseland        10,288,083(70.05%) For
                                            83,344( 0.57%) Against

               Merritt E. Marcus        10,324,861(70.30%) For
                                            46,566( 0.32%) Against

               James W. Stuckert        10,324,861(70.30%) For
                                            46,566( 0.32%) Against

          2.   Approved an amendment to the Company's Certificate
               of Incorporation to increase the number of
               authorized shares of Stock from 30,000,000 to
               40,000,000.

               The votes on this measure were as follows:

                    9,630,626(65.58%) For
                      681,030( 4.64%) Against
                       59,771( 0.41%) Abstain

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          3.   Approved an amendment to the Company's Directors'
               Stock Option Plan to increase, from 2,500 to 5,000,
               the number of options to purchase shares of Common
               Stock that are to be granted to each outside
               director, on an annual basis, under the Directors'
               Stock Option Plan. 

               The votes on this measure were as follows:

                    9,498,327(64.68%) For
                      810,531( 5.52%) Against
                       62,469( 0.43%) Abstain

          4.   Approved the appointment of Coopers & Lybrand as the
               independent auditors of the Company for the fiscal
               year ending June 30, 1996.

               The votes on this measure were as follows:
    
                    10,327,360(70.32%) For
                        10,349( 0.07%) Against
                        33,718( 0.23%) Abstain

    
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                                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 thereunto duly authorized.


                             ROYAL GOLD, INC.
                               (Registrant)


Date: April 3, 1996         By:  /s/ Stanley Dempsey
                                 -------------------------------- 
                                     Stanley Dempsey
                                     Chairman of the Board and
                                     Chief Executive Officer


Date: April 3, 1996         By:  /s/ Thomas A. Loucks 
                                ---------------------------------
                                     Thomas A. Loucks
                                     Treasurer
                                     (chief financial officer)






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