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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Date of Report (Date of earliest event reported) August 7, 1998
KALAN GOLD CORPORATION
(Exact name of Registrant as specified in its charter)
Colorado 0-25658 84-1357927
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
Tower I, Suite 340,
12835 E. Arapahoe Road
Englewood, Colorado 80112
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(Address of principal executive offices and Zip Code)
(303) 706-1606
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(Registrant's telephone number including area code)
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Item 1. CHANGES IN CONTROL OF REGISTRANT.
Not Applicable
Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
Not Applicable
Item 3. BANKRUPTCY OR RECEIVERSHIP.
Not Applicable
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Not Applicable
Item 5. OTHER EVENTS
The Registrant has granted an exclusive option for a period of three
months, beginning June 1, 1998, to SAMAX Exploration Limited (SAMAX), a
private British Virgin Islands company, to explore for gold on the Eskiman
Concession, which is the concession which the Registrant holds jointly with
Trio Gold Corp.(Trio) in the Western Region of Ghana. At the end of the
option period, SAMAX will have a period of thirty days to notify the
Registrant and Trio whether it wishes to proceed with a joint venture. Under
such joint venture agreement, SAMAX can earn up to a 60% interest in the
concession by undertaking a defined program of soil sampling, trenching, and
mapping. The Registrant and Trio would share a 30% interest in the
concession, with the remaining 10% to be owned by the Ghanian government.
After SAMAX has earned its 60% interest, the Registrant and Trio would be
required to contribute pro rata to continued exploration. In the event that
the Registrant and Trio would decline to participate further, then SAMAX can
increase its interest by acquiring an additional 1% for every $100,000US
spent on the project up to a maximum of 70%. SAMAX also has the right to earn
an additional 10% interest for additional financial contributions, up to a
maximum of 80%. Once the final equity ownership has been fixed, the title to
the Eskiman Concession would pass to the joint venture. The Agreement also
contains buy-out provisions on the Concession, which may be exercised at the
sole discretion of the Registrant and Trio. In any case, if the Concession is
developed, SAMAX would become the manager and operation of all exploration,
development, and mining activities.
Item 6. RESIGNATION OF REGISTRANT'S DIRECTORS.
Not Applicable
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Not Applicable
Item 8. CHANGE IN FISCAL YEAR.
Not Applicable
Item 9. SALES OF EQUITY SECURITIES PURSUANT TO REGULATION S.
Not Applicable
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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 hereunto duly authorized.
KALAN GOLD CORPORATION
Dated: August 7, 1998 By: /s/ Sanford Altberger
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Sanford Altberger
President and Chief Executive Officer