Goldbelt Resources Ltd. - Schedule 13D - Prepared By TNT Filings Inc.

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ee0TGOIl2oqpgUVMIxYx8xjaz27Eu4kQYL1HmwAY9G80LWqqJMYZPZhslzKLfDXb 18Z87/FyG/OOrBeg4qa9VA== 0001204459-06-000999.txt : 20061113 0001204459-06-000999.hdr.sgml : 20061110 20061113065959 ACCESSION NUMBER: 0001204459-06-000999 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061113 DATE AS OF CHANGE: 20061113 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GOLDBELT RESOURCES LTD CENTRAL INDEX KEY: 0001013785 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-46615 FILM NUMBER: 061205040 BUSINESS ADDRESS: STREET 1: STERLING TOWER STREET 2: 372 BAY STEET, SUITE 1201 CITY: TORONTO STATE: A6 ZIP: M5H 2W9 BUSINESS PHONE: 416-364-0557 MAIL ADDRESS: STREET 1: STERLING TOWER STREET 2: 372 BAY STEET, SUITE 1201 CITY: TORONTO STATE: A6 ZIP: M5H 2W9 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DUNDEE PRECIOUS METALS INC CENTRAL INDEX KEY: 0001212233 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 40 KING ST. W. CITY: TORONTO STATE: A6 ZIP: M5H 4A9 BUSINESS PHONE: 4163655164 MAIL ADDRESS: STREET 1: 40 KING ST. W. CITY: TORONTO STATE: A6 ZIP: M5H 4A9 SC 13D 1 goldbelt13d.htm GOLDBELT RESOURCES LTD. - SCHEDULE 13D Goldbelt Resources Ltd. - Schedule 13D - Prepared By TNT Filings Inc.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D
Under the Securities Exchange Act of 1934

GOLDBELT RESOURCES LTD.

(Name of Issuer)

COMMON SHARES

(Title of Class of Securities)

380755

(CUSIP Number)

Jonathan Goodman
President & CEO
Dundee Precious Metals Inc.
200 Bay Street, Royal Bank Plaza, South Tower
Toronto, Ontario, Canada M5J 2J1
Telephone: (416) 365-2408

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

October 27, 2006

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. þ

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 6


	SCHEDULE 13D
CUSIP No.		Page 2 of 6 Pages


1	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

	Dundee Precious Metals Inc. 200 Bay Street, Royal Bank Plaza, South Tower Toronto, Ontario, Canada M5J 2J1
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	N/A	(a) ¨
	N/A	(b) ¨
3	SEC USE ONLY


4	SOURCE OF FUNDS*

	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)		¨

	N/A
6	CITIZENSHIP OR PLACE OF ORGANIZATION

	Ontario, Canada


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7 SOLE VOTING POWER

		30,111,494 Common Shares
		8 SHARED VOTING POWER

		NIL
		9 SOLE DISPOSITIVE POWER

		30,111,494 Common Shares
		10 SHARED DISPOSITIVE POWER

		Nil


11		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

		30,111,494 Common Shares
12		CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

		N/A
13		PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

		47.2%
14		TYPE OF REPORTING PERSON*

		CO

Page 2 of 6

SCHEDULE 13D

Pursuant to Rule 13d-2(a) of Regulation 13D-G of the General Rules and Regulations under the Securities and Exchange Act of 1934, as amended (the "Act"), the undersigned, Dundee Precious Metals Inc. ("Dundee Precious" or the "Company") hereby submits this statement on Schedule 13D (the "Schedule 13D") relating to the common shares of Goldbelt Resources Ltd. ("Goldbelt").

Item 1. Security and Issuer

This statement relates to the common shares of Goldbelt (the "Common Shares").

The principal executive offices of Goldbelt are located at 372 Bay Street, Suite 1201, Toronto, Ontario, Canada, M5H 2W9.

Item 2. Identity and Background

(a) - (c) This Schedule 13D is being filed by Dundee Precious.

The registered office and principal place of business of Dundee Precious is Royal Bank Plaza, South Tower, Suite 3060, 200 Bay Street, Toronto, Ontario M5J 2J1. Dundee Precious is a Canadian based, international mining company engaged in the acquisition, exploration, development and mining of precious metals. Dundee Precious also holds a significant and strategic portfolio of investments in the precious metals and mineral related sector.

The following is a list of the directors and executive officers of Dundee Precious, their positions with Dundee Precious, their present principal occupations, their business addresses and Citizenship:

NAME AND ADDRESS	POSITION HELD	PRINCIPAL OCCUPATION	CITIZENSHIP

Colin Benner	Director	Vice Chairman and Chief	Canadian
Eurozinc Mining Corporation		Executive Officer of EuroZinc
Suite 1601		Mining Corporation, a base metal
543 Granville Street		mining company.
Vancouver, B.C.
V6C 1X8

Derek H.L. Buntain	Director	President, The Dundee Bank, a	Canadian
2^nd Floor, Waterfront Centre		private bank and trust company.
28 North Church Street
George Town, Grand Cayman
Cayman Islands, B.W.I

Michael Cooper	Director	Chief Executive Officer, Dundee	Canadian
Dundee REIT		Real Estate Investment Trust, an
State Street Financial Centre		investment trust engaged in the
30 Adelaide Street East, Suite		ownership and management of
1600		commercial rental properties.
Toronto, Ontario
M5C 3H1

Jonathan C. Goodman	Director, President	President and Chief Executive	Canadian
Dundee Precious Metals Inc.	and CEO	Officer of the Company.
Royal Bank Plaza, South Tower
200 Bay Street, Suite 3060
Toronto, Ontario
M5J 2J1

Page 3 of 6

NAME AND ADDRESS POSITION HELD PRINCIPAL OCCUPATION CITIZENSHIP

Ned Goodman Director President and Chief Executive Canadian

Dundee Corporation Officer of Dundee Corporation, a

28^th Floor , One Financial Place holding company dedicated to

1 Adelaide Street East wealth management and financial

Toronto, Ontario services, and Dundee Wealth

M5C 2V9 Management Inc. a wealth

management company, and

Chairman of Goodman &

Company, Investment Counsel

Ltd., an investment management

company.

Murray John Director President and Chief Executive Australian

Dundee Resources Limited Officer of Dundee Resources

40 King Street, 55^th Floor Limited, an investment company.

Toronto, Ontario

M5H 4A9

John Lydall Director Corporate Director Canadian

30 Second Steret

Oakville, Ontario

L6J 3T2

Garth MacRae Director Corporate Director Canadian

28^th Floor , One Financial Place

1 Adelaide Street East

Toronto, Ontario

M5C 2V9

Peter Nixon Director Corporate Director Canadian

901 Lake Drive North

R.R. #2

Keswick, Ontario

L4P 3E9

Ronald Singer Director Corporate Director Canadian

#403 – 3033 Sherbrooke St. West

Montreal, Quebec

H3Z 1A3

Brian J. Steck Director President of St. Andrews Canadian

President Financial Corp., a private

St. Andrews Financial Corp. investment company. He is also

1 First Canadian Place Chairman of Purolator Courier

52^nd Floor, P.O. Box 150 Ltd.

Toronto, Ontario M5X 1H3

William Wilson Director, Chairman Corporate Director Canadian

3776 – 156B Street

Surrey BC

V3S 0H7

Page 4 of 6

NAME AND ADDRESS POSITION HELD PRINCIPAL OCCUPATION CITIZENSHIP

Dr. Julian Barnes Executive Vice Officer of the Company Australian/UK

5 Malcolm Street President

Fremantle

Western Australia

WA 6160

Lori E. Beak Vice President and Officer of the Company Canadian

Dundee Precious Metals Inc. Secretary

Royal Bank Plaza, South Tower

200 Bay Street, Suite 3060

Toronto, Ontario

M5J 2J1

C. Bruce Burton Vice President, Officer of the Company Canadian

Dundee Precious Metals Inc. Finance and Chief

Royal Bank Plaza, South Tower Financial Officer

200 Bay Street, Suite 3060

Toronto, Ontario

M5J 2J1

Adrian Goldstone Vice President, Officer of the Company New Zealand

10 Herrings Cove Place Environment &

Titirangi Sustainable

Auckland Development

New Zealand

Sean Hasson Vice President, Officer of the Company Irish

4 Light Street Exploration

Shoalwater, Perth

WA 6169

Western Australia

Laurence Marsland Executive Vice Officer of the Company Australian

710 Holly Street President and Chief

Denver, Colorado Operating Officer

80220

Paul Proulx Vice President, Officer of the Company Canadian

Dundee Precious Metals Inc. Human Resources

Royal Bank Plaza, South Tower

200 Bay Street, Suite 3060

Toronto, Ontario

M5J 2J1

Gabriela M. Sanchez Vice President, Officer of the Company Canadian

Dundee Precious Metals Inc. Investor Relations

Royal Bank Plaza, South Tower

200 Bay Street, Suite 3060

Toronto, Ontario

M5J 2J1

During the past five years none of Dundee Precious, or to the best knowledge of Dundee Precious, its directors and executive officers, have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanours).

During the past five years none of Dundee Precious, or to the best knowledge of Dundee Precious, its directors and executive officers, have been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which a judgment, decree or final order has been issued enjoining future violations of, or prohibiting or mandating activities subject to, United States federal or state securities laws or finding any violation with respect to such laws.

Page 5 of 6

Item 3. Source and Amount of Funds or Other Considerations

On October 27, 2006, Dundee Precious acquired 13,688,100 Common Shares in a private transaction with Resolute Mining Limited ("Resolute") at an aggregate cash cost of Cdn$16,836,363.

On November 8, 2006, Dundee Precious acquired a further 4,714,932 Common Shares under the same agreement with Resolute at an aggregate cash cost of Cdn$5,799,366.36.

Item 4. Purpose of Transaction

The Common Shares acquired by Dundee Precious are held for investment purposes. The Company has no intention to acquire further shares of Goldbelt at the present time but will be reviewing its investment on a continuing basis and reserves the right to increase or decrease its position, as deemed appropriate.

Item 5. Interest in Securities of the Issuer

As of November 8, 2006, Dundee Precious beneficially owned 30,111,494 Common Shares, representing approximately 47.2% of the outstanding Common Shares. The Common Shares held by Dundee Precious prior to these acquisitions have been reported on prior Schedule 13G reports.

Dundee Precious, and to the best knowledge of Dundee Precious, its directors and executive officers, has sole voting and dispositive power over the securities beneficially owned by it. Except for the acquisition of 2,670,000 Common Shares by the Company on September 27, 2006 at a cash cost of Cdn$2,803,500, an acquisition which was previously filed on a Schedule 13G report, and as disclosed herein, during the past sixty days Dundee Precious, nor, to the best knowledge of Dundee Precious, any of its directors and executive officers, has effected any transaction in the securities reported on this Schedule 13D.

Mr. Marsland, a director of Goldbelt, holds 200,000 options to acquire Common Shares which are exercisable at $0.72 and expire March 9, 2010 and 225,000 options to acquire Common Shares at an exercise price of $0.62 and expire on November 30, 2010. Longreach Management Ltd., a trust established for the benefit of the family of Mr. Marsland, holds 17,000 Common Shares which represents less than .01%.

Item 6. Contracts, Arrangements, Undertakings or Relationships with Respect to Securities of the Issuer

There are no contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 or between such persons and any other person with respect to any securities of Goldbelt, including but not limited to transfer or voting of any such securities, finder's fees, joint venture, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss or the giving or withholding of proxies.

Item 7. Material to be Filed as Exhibits

Nil.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


November 9, 2006	DUNDEE PRECIOUS METALS INC.



	Signed "Jonathan Goodman"
	Name: Jonathan Goodman
	Title: President & CEO

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