Unassociated Document
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 (Date of earliest event reported): March 6, 2009
(Exact
Name of Registrant as Specified in its Charter)
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Nevada
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000-32429
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65-0955118
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1200
American Flat Road, Gold Hill, Nevada 89440
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(Address
of principal executive offices) (Zip
Code)
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Registrant's
Telephone Number, Including Area Code: (775) 847-5272
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General
Instruction A.2. below):
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a-
12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On March
6, 2009, Jeff Pontius resigned as a member of the Registrant’s Board of
Directors. Mr. Pontius’ reason for resignation is increased personal and
business obligations which would prevent him from devoting the necessary
resources to perform his duties as a Director for the Registrant. To
the knowledge of the executive officers of the Registrant, this resignation was
not the result of any disagreement with the Company on any matter relating to
the Company's operations, policies or practices. A copy of Mr.
Pontius’ letter of resignation is attached hereto as Exhibit
99.1. The Registrant will forward a copy of this Form 8-K to Mr.
Pontius no later than the day of filing, and will provide him with an
opportunity to respond as to whether he agrees with the disclosure, and if he
does not, with the reasons for his disagreement. Any written response
received from Mr. Pontius by the Registrant shall be filed via an amendment to
this Form 8-K no later than two business days of receipt.
Item
9.01. Exhibit
Exhibit
99.1 Letter of resignation of Jeffrey Pontius
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.
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GOLDSPRING,
INC.
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March
10, 2009
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By:
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/s/ Robert
T.
Faber
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Robert
T. Faber
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President
and Chief Financial Officer
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LIST OF
EXHIBITS
99.1 Jeffrey
Pontius Resignation Letter