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As filed with the Securities and Exchange Commission on August 26, 2005 |
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Washington, D.C. 20549 |
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FORM 8-K/A |
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AMENDMENT NO. 2 TO |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): |
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August 8 , 2005 |
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Tri-Valley Corporation |
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(Exact name of registrant as specified in its charter) |
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Delaware |
001-31852 |
87-0505222 |
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(State or other jurisdiction of |
(Commission File Number) |
(IRS Employer |
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5555 Business Park South, Suite 200 |
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Bakersfield, California 93309 |
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(Address of principal executive office) |
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Issuer's telephone number: 661-864-0500 |
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Section 1 - Registrant's Business and Operations |
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Item 1.01 Entry into a Material Definitive Agreement |
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On August 8, 2005, Tri-Western Resources, LLC, entered into a secured promissory note in the principal amount of $1,174,836 with Financial Federal Credit, Inc., as the holder to secure the purchase of goods and equipment, including equipment for use in Tri-Western's calcium carbonate mining operations at the Monarch Mine in California. On August 24, 2005, Tri-Western entered into an additional secured promissory note with Financial Federal Credit, Inc., in the principal amount of $342,876, to secure the purchase of additional equipment for use at the mine. Tri-Western expects that total borrowings under these arrangements for equipment financing will eventually reach about $3.5 million during 2005, including the amounts listed above. This amendment to Form 8-K files the additional promissory note and security agreement regarding this second , August 24 loan agreement for equipment at the Monarch Mine. |
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Tri-Western Resources is a joint venture between Tri-Valley Corporation's wholly owned subsidiary, Select Resources Corporation, Inc., and Trans Western Materials, Inc. Tri-Valley is not a party to or guarantor of the loans, but the loans will be recorded on Tri-Valley's consolidated financial statements because Tri-Valley's wholly owned subsidiary, Select Resources, Inc., has the right to appoint a majority of the board of managers of Tri-Western Resources. |
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Section 9 - Financial Statements and Exhibits |
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Item 9.01 Financial Statements and Exhibits |
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(c) Exhibits |
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Exhibit |
Description |
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10.1 |
Promissory Note between Tri-Western Resources, LLC, Maker, and Financial Federal Credit, Inc., Holder |
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10.2 |
Security Agreement |
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Signatures |
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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. |
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Date: August 26, 2005 |
TRI-VALLEY CORPORATION /s/ Thomas J. Cunningham |
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Thomas J. Cunningham Chief Financial Officer |