-----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, TC4b2CUnLYgJAD8AiPOtQ4JcgseuRzEU4jt8KVyXMhdkhnvJnR38hY5q6dFY5wmp yRK9ulYgZLNUfSgQHYgkAg== 0001068800-07-000430.txt : 20070214 0001068800-07-000430.hdr.sgml : 20070214 20070214171821 ACCESSION NUMBER: 0001068800-07-000430 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070214 DATE AS OF CHANGE: 20070214 GROUP MEMBERS: U.S. GLOBAL INVESTORS WORLD PRECIOUS MINERALS FUND GROUP MEMBERS: U.S. GLOBAL INVESTORS, INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NORTHERN ORION RESOURCES INC CENTRAL INDEX KEY: 0001200525 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-79888 FILM NUMBER: 07622690 BUSINESS ADDRESS: STREET 1: SUITE 250 - 1075 WEST GEORGIA STREET CITY: VANCOUVER STATE: A1 ZIP: V6E 3C9 BUSINESS PHONE: 604-689-9663 MAIL ADDRESS: STREET 1: SUITE 250 - 1075 WEST GEORGIA STREET CITY: VANCOUVER STATE: A1 ZIP: V6E 3C9 FORMER COMPANY: FORMER CONFORMED NAME: NORTHERN ORION EXPLORATIONS LTD DATE OF NAME CHANGE: 20021022 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: U S GLOBAL INVESTORS INC CENTRAL INDEX KEY: 0000754811 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 741598370 STATE OF INCORPORATION: TX FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 7900 CALLAGHAN RD CITY: SAN ANTONIO STATE: TX ZIP: 78229 BUSINESS PHONE: 2103081234 MAIL ADDRESS: STREET 1: 7900 CALLAGHAN ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78229 FORMER COMPANY: FORMER CONFORMED NAME: UNITED SERVICES ADVISORS INC /TX/ DATE OF NAME CHANGE: 19950321 SC 13G 1 northern-orion.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 NORTHERN ORION RESOURCES, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 665575106 (CUSIP Number) December 31, 2006 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ X ] Rule 13d-1(c) [ ] Rule 13d-1(d) * 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 the disclosures provided in a prior cover page. The information required in 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). CUSIP No. 665575106 1. NAMES OF REPORTING PERSONS: Frank E. Holmes I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 00-0000000 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Canada NUMBER OF 5. SOLE VOTING POWER: 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER: 10,225,500 shares 10,215,761 CW08 warrants 4,131,560 CW10 warrants OWNED BY EACH 7. SOLE DISPOSITIVE POWER: 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER: 10,225,500 shares 10,215,761 CW08 warrants 4,131,560 CW10 warrants 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 10,225,500 shares 10,215,761 CW08 warrants 4,131,560 CW10 warrants 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.7% 12. TYPE OF REPORTING PERSON HC CUSIP No. 665575106 1. NAMES OF REPORTING PERSONS: U.S. Global Investors, Inc. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 00-0000000 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Commonwealth of Massachusetts NUMBER OF 5. SOLE VOTING POWER: 0 SHARES BENEFICIALLY 6. SHARED VOTING POWER: 10,225,500 shares 10,215,761 CW08 warrants 4,131,560 CW10 warrants OWNED BY EACH 7. SOLE DISPOSITIVE POWER: 0 REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER: 10,225,500 shares 10,215,761 CW08 warrants 4,131,560 CW10 warrants 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 10,225,500 shares 10,215,761 CW08 warrants 4,131,560 CW10 warrants 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 14.7% 12. TYPE OF REPORTING PERSON IA CUSIP No. 665575106 1. NAMES OF REPORTING PERSONS: U.S. Global Investors World Precious Minerals Fund I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 00-0000000 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION: Commonwealth of Massachusetts NUMBER OF 5. SOLE VOTING POWER: 6,290,310 shares 5,453,510 CW08 warrants 2,895,128 CW10 warrants SHARES BENEFICIALLY 6. SHARED VOTING POWER: 0 OWNED BY EACH 7. SOLE DISPOSITIVE POWER: 6,290,310 shares 5,453,510 CW08 warrants 2,895,128 CW10 warrants REPORTING PERSON WITH 8. SHARED DISPOSITIVE POWER: 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 6,290,310 shares 5,453,510 CW08 warrants 2,895,128 CW10 warrants 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.1% 12. TYPE OF REPORTING PERSON IV ITEM 1. (a) NAME OF ISSUER: Northern Orion Resources, Inc. (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 1075 West Georgia Street, Suite 250 Vancouver, B.C. Canada V6E3C9 ITEM 2. (a) NAME OF PERSON FILING: Frank E. Holmes (b) ADDRESS OF PRINCIPAL 7900 Callaghan Road BUSINESS OFFICE San Antonio, Texas 78229 (c) CITIZENSHIP: Canada (a) NAME OF PERSON FILING: U.S. Global Investors, Inc. ("USGI") (b) ADDRESS OF PRINCIPAL 7900 Callaghan Road BUSINESS OFFICE San Antonio, Texas 78229 (c) CITIZENSHIP: Texas (a) NAME OF PERSON FILING: U.S. Global Investors World Precious Minerals Fund. ("WPMF") (b) ADDRESS OF PRINCIPAL 7900 Callaghan Road BUSINESS OFFICE San Antonio, Texas 78229 (c) CITIZENSHIP: Commonwealth Massachusetts (d) TITLE OF CLASS OF SECURITIES: Common Stock (no par value) ("Shares") (e) CUSIP NUMBER: 665575106 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO 17 CFR Section 240.13d-1(b) OR Section 240.13d-2(b) or (c), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [X] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) [X] An investment adviser in accordance with 17 CFR 240.13d-1(b)(1) (ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with 17 CFR Section 240.13d-1(b)(1)(ii)(F); (g) [X] A parent holding company or control person in accordance with 17 CFR Section 240.13d-(1)(b)(1)(ii)(G); (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with 17 CFR Section 240.13d-1(b)(1)(ii)(J). ITEM 4. OWNERSHIP. The responses to Items 5-11 of the respective cover pages of Mr. Holmes, USGI, and WPMF are hereby incorporated by reference in response to Items 4(a)-(c). WPMF, a registered investment company under the Investment Company Act of 1940, is the direct holder of 6,290,310 Shares, 5,453,510 CW08 warrants, and 2,895,128 CW10 warrants. USGI, a registered investment adviser under the Investment Advisors Act of 1940, is the manager of WPMF. USGI is also the manager of other investment accounts (the "Funds") that hold in the aggregate 10,225,500 Shares, 10,215,761 CW08 warrants, and 4,131,560 CW10 warrants, none of which individually owns greater than five percent of the Shares. Mr. Holmes is the chief executive officer and controlling shareholder of USGI. Because of their direct and indirect control of the investment and voting decisions of WPMF and the other Funds, USGI and Mr. Holmes may be deemed the beneficial owners of the Shares, but disclaim such beneficial ownership except to the extent of their pecuniary interest in the Shares. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. See Item 4 above. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not applicable ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable ITEM 10. CERTIFICATION By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. Dated as of February 14, 2007. FRANK E. HOLMES /s/ Susan B. McGee -------------------------------------------------- (Signature) By: Susan B. McGee, Power of Attorney US GLOBAL INVESTORS INC. By: Susan B. McGee President, General Counsel /s/ Susan B. McGee -------------------------------------------------- (Signature) U.S. GLOBAL INVESTORS WORLD PRECIOUS MINERALS FUND By: Susan B. McGee President, General Counsel /s/ Susan B. McGee -------------------------------------------------- (Signature) EXHIBIT A JOINT FILING AGREEMENT We, the undersigned, hereby express our agreement that the attached Schedule 13G, and any amendments thereto, is filed jointly on behalf of each of us pursuant to Rule 13d-1(k) of the Exchange Act. Dated as of: February 14, 2007. FRANK E. HOLMES /s/ Susan B. McGee -------------------------------------------------- (Signature) By: Susan B. McGee, Power of Attorney US GLOBAL INVESTORS INC. By: Susan B. McGee President, General Counsel /s/ Susan B. McGee -------------------------------------------------- (Signature) U.S. GLOBAL INVESTORS WORLD PRECIOUS MINERALS FUND By: Susan B. McGee President, General Counsel /s/ Susan B. McGee -------------------------------------------------- (Signature) -----END PRIVACY-ENHANCED MESSAGE-----