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 Exchange Act of
1934
Date
of Report: September 11, 2006
Golden
Eagle International, Inc.
(Name
of
small business issuer as specified in its charter)
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Colorado
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0-23726
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84-1116515
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State
of
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Commission
File
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IRS
Employer
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Incorporation
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Number
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Identification
No.
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9661
South 700 East, Salt Lake City, Utah 84070
Address
of principal executive offices
(801)
619-9320
Telephone
number, including
Area
code
8040
South Kolb Road, Tucson, Arizona 85706
Former
name or former address if changed since last report
Item
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On
September 11, 2006, the Board of Directors of Golden Eagle International, Inc.
(hereafter referred to as “we” or “our” or “Golden Eagle”), voted whether to:
(a) ratify and approve the termination of Terry C. Turner as our President,
Chief Executive Officer and Chairman of the Board during our Board Meeting
held
on August 24, 2006 and the assumption of those offices by H.E. Dunham, which
motion failed to be ratified or approved; and (b) approve and clarify Terry
C.
Turner’s removal as President, Chief Executive Officer and Chairman of the Board
and all other officer and employee positions with Golden Eagle as of the date
of
the Board Meeting, September 11, 2006, which motion failed to be approved.
In
light of the failure of those motions, Terry C. Turner was never terminated
as
our President, Chief Executive Officer, and Chairman of the Board, and H.E.
Dunham was never appointed to those positions during our August 24, 2006 Board
Meeting. As such, Terry C. Turner continues to serve us as President, Chief
Executive Officer, and Chairman of the Board. The Board of Directors concluded
by majority consensus that a reasonable misunderstanding took place during
the
August 24, 2006 Board Meeting that led to the confusion discussed in our Form
8-K disclosure of September 7, 2006. H.E. “Gene” Dunham continues to serve as
our Chief Operating Officer, Acting Chief Financial Officer, and as a member
of
our Board.
Item
8.01 Other
Events
Office
Relocation from Tucson, Arizona to Salt Lake City, Utah
From
August 28, 2006 to September 13, 2006 are offices had been located at 8040
South
Kolb Road, Tucson, Arizona, but prior to that they had been located at 9661
South 700 East, Salt Lake City, Utah 84070. On September 11, 2006, our Board
of
Directors, by majority vote, approved our closure of the Tucson offices and
relocation back to our previous office space at 9661 South 700 East, Salt Lake
City, Utah 84070. Effective September 15, 2006, we will have re-occupied our
offices in Salt Lake City, Utah, which encompass three executive offices, a
foyer/waiting area, a small conference room and a file storage area totaling
approximately 1,200 square feet. Our offices in Salt Lake City, Utah are
sufficient for our needs. Effective September 12, 2006, our telephone number
will once again be: (801) 619-9320 and effective Monday, September 18, 2006
our
facsimile telephone number will once again be: (801) 619-1747. Our rent payment
for this office space is $1,451 per month.
Federal
District Court Action Filed by Terry Turner against us and Directors Kevin
K.
Pfeffer, H.E. Dunham, and William A. Jacobs. Voluntary dismissal of Golden
Eagle
as a defendant.
As
previously disclosed in our Form 8-K dated September 7, 2006, on September
1,
2006, Terry C. Turner (“the Plaintiff”) filed an action against us, Kevin K.
Pfeffer, H.E. Dunham, and William A. Jacobs (“the Defendants”) in the United
States District Court for the District of Utah (“the Court”), Terry
C. Turner v. Golden Eagle International, Inc., Kevin K. Pfeffer, H.E. Dunham
and
William A. Jacobs,
Civil
Action No.2:06-cv-00738-TC (D. Utah, Complaint Filed Sept. 1, 2006).
On
September 12, 2006, the Plaintiff filed a motion voluntarily dismissing
Golden Eagle as a defendant; on September 13, 2006, the Court granted
Plaintiff’s motion and dismissed Golden Eagle from the lawsuit. The Court
postponed a Preliminary Injunction hearing on September 13, 2006 since many
of
the issues addressed in Plaintiff’s Complaint had been resolved; however,
Plaintiff may seek a Preliminary Injunction hearing from the Court at a later
date.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly
authorized, on the thirteenth day of September 2006.
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Golden
Eagle International, Inc. |
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By: |
/s/ Terry
C.
Turner |
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President,
Chief Executive Officer & Chairman of the
Board |
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Title |