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<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>SECURITIES AND EXCHANGE
COMMISSION <BR>Washington, D.C. 20549 </FONT></P>

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<A NAME=A003></A>
<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>FORM 8-K </FONT></P>

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<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>CURRENT REPORT </U></FONT></P>

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<P ALIGN="Center"><FONT FACE="Times New Roman, Times, Serif" SIZE=2>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934 </FONT></P>

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<A NAME=A005></A>
<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Date of Report (Date of
Earliest Event) January 15, 2004 </FONT></P>

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<A NAME=A006></A>
<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>Golden Eagle
International, Inc. </U><BR>(Exact Name of
Registrant as Specified in its Charter) </FONT></P>


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     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE=2></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE=2></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE=2></FONT></TH></TR>
<TR VALIGN=Bottom>
     <TD WIDTH=38% ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>&nbsp;&nbsp;&nbsp;&nbsp;<U>Colorado</U></FONT></TD>
     <TD WIDTH=30% ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>0-23726</U></FONT></TD>
     <TD WIDTH=32% ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>84-1116515</U></FONT></TD></TR>
<TR VALIGN=Bottom>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>(State or Other</FONT></TD>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>(Commission</FONT></TD>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>(I.R.S. Employer</FONT></TD></TR>
<TR VALIGN=Bottom>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Jurisdiction of</FONT></TD>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>File Number)</FONT></TD>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Identification</FONT></TD></TR>
<TR VALIGN=Bottom>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>&nbsp;Incorporation)</FONT></TD>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2></FONT></TD>
     <TD ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2>No.)</FONT></TD></TR>

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<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>12401 South 450
East, Building D1, Salt Lake City, Utah 84020 </U><BR>(Address of Principal
Executive Offices) (Zip Code) </FONT></P>

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<A NAME=A010></A>
<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>(801) 619-9320 </U><BR>(Registrant&#146;s
Telephone Number, Including Area Code) </FONT></P>

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<A NAME=A012></A>
<P ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><U>Not Applicable</U>  <BR>(Former Name or Former
Address, If Changed Since Last Report.) </FONT></P>
<BR><BR><BR>
<HR>
<BR>
<BR><BR>

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<H1 ALIGN=LEFT><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Item 9. Regulation F-D. </FONT></H1>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Golden Eagle International, Inc.
announced today that it is estimating proven and probable gold reserves, and proven and
probable copper reserves, on its Buen Futuro mining concession located in the Precambrian
Shield of eastern Bolivia. Those reserves were estimated by Michael H. Biste, Ph.D, an
independent economic geologist and consultant in a report dated February 2004. The report
states that the reserves were estimated in accordance with Guide 7 of the Securities and
Exchange Commission&#146;s Guides for the Preparation of Registration Statements and with
the Society for Mining, Metallurgy and Exploration&#146;s &#147;Guide for Reporting
Exploration Information, Mineral Resources, and Mineral Reserves&#148; dated March 1,
1999. In preparing the report and estimated mineral reserves, Dr. Biste was acting as a
consultant to Golden Eagle. Golden Eagle acquired the Buen Futuro property and related
information from an unrelated Bolivian national in June 2003. At the time, Golden Eagle
entered into a consulting agreement with Dr. Biste by which Golden Eagle has paid him
$3,000 per month and Golden Eagle common stock with a value of $2,000 per month. Dr. Biste
has consented to the public release of the information contained in this Form 8-K. </FONT></P>

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     <P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Dr.
          Biste stated that the scope of his report was a recompilation of pertinent
          geological and sampling data obtained from mineral exploration on the Buen
          Futuro property since 1993, including trench, auger, diamond, and reverse
          circulation drilling performed under his supervision from 1993 through 1998.
          According to Dr. Biste&#146;s report, the exploration work and his analysis
          indicates that three individual massive sulfide lenses exist in an area on the
          Buen Futuro prospect consisting of 0.7 by 1.0 kilometers in two different
          stratigraphic levels. Dr. Biste also determined that the primary sulfide
          mineralization consists mainly of chalcopyrite, pyrite, and minor amounts of
          sphalerite and galena. Dr. Biste identified a 45-meter thick chalcocite
          supergene blanket and a 40-meter thick oxide zone that overlie the primary
          mineralization. He found that gold is enriched in the oxide and copper in the
          supergene zone where base metals (such as lead and zinc) are leached out. There
          has not been any mineral production from the Buen Futuro concession to date. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Based on Dr. Biste&#146;s report,
Golden Eagle announced the following: </FONT></P>

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<A NAME=A015></A>
<H1 ALIGN=LEFT><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Gold Reserves </FONT></H1>




<TABLE BORDER="1" CELLPADDING="5" CELLSPACING="1">
<TR VALIGN="BOTTOM">
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Proven and Probable Total</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Ore in 000's of tonnes</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">g/t Gold</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Troy Ounces of Gold (proven and probable)</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Proven Reserve only Ore in 000's of tonnes</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">g/t Gold</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Troy Ounces of Gold</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Probable Reserve only Ore in 000's of tonnes</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">g/t Gold</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Troy Ounces of Gold</FONT></TD></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Total</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">2,528</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1.03</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">83,715</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1,577</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1.12</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">56,585</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">951</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">0.89</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">27,328</FONT></TD></TR>
</TABLE>







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<A NAME=A016></A>
<H1 ALIGN=LEFT><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Copper Reserves </FONT></H1>





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<TR VALIGN="BOTTOM">
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Proven and Probable Total</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Ore in 000's of tonnes</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">% Copper</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Fine tonnes of Copper (proven and probable)</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Proven Reserve only Ore in 000's of tonnes</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">% Copper</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Fine tonnes of Copper</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Probable Reserve only Ore in 000's of tonnes</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">% Copper</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Fine tonnes of Copper</FONT></TD></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">Total</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">2,162</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1.72</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">37,205</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1,137</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1.85</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">21,025</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1,025</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">1.58</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">16,153</FONT></TD></TR>
</TABLE>





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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>As used in the preceding table, </FONT></P>

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<TD WIDTH=5%>&nbsp;</TD>
<TD WIDTH=95%><FONT FACE="Times New Roman, Times, Serif" SIZE=2>
proven
(or measured) reserves are reserves for which: (a) quantity is computed from dimensions
revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed
from the results of detailed sampling; and (b) the sites for inspection, sampling and
measurement are spaced so closely and the geologic character is so well defined that size,
shape, depth and mineral content of the reserves are well-established; and </FONT></TD>
</TR>
</TABLE>
<BR>

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<TR VALIGN=TOP>
<TD WIDTH=5%>&nbsp;</TD>
<TD WIDTH=95%><FONT FACE="Times New Roman, Times, Serif" SIZE=2>
probable
(or indicated) reserves are reserves for which quantity and grade and/or quality are
computed from information similar to that used for proven (measured) reserves, but the
sites for inspection, sampling and measurement are farther apart or are otherwise less
adequately spaced. The degree of assurance, although lower than that for proven (measured)
reserves, is high enough to assume continuity between points of observation. </FONT></TD>
</TR>
</TABLE>
<BR>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>The in-place proven and probable
oxide gold reserves total 2,528,000 tonnes @ 1.03 g/t gold, giving an in situ metal
quantity of 83,715 troy ounces. As stated in the report by Dr. Biste, mining method losses
are estimated to be negligible, however, metallurgical testing indicates a 4% recovery
loss should be expected, which in any event is extremely low, qualifying the in-place
reserves pursuant to Industry Guide 7, and decreasing the number to 80,366 troy ounces
recoverable. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>The in-place proven and probable
supergene copper reserves total 2,162,000 tonnes @ 1.72% copper giving an in situ metal
quantity of 37,186 tonnes (82 million pounds) of copper. Again, the mining method losses
are estimated to be low compared to actual block ore estimates, however, the metallurgical
losses are estimated to be in the range of 13%, qualifying the in-place reserves pursuant
to Industry Guide 7, and decreasing the number to 32,352 tonnes (71 million pounds)
recoverable. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>The Buen Futuro mining concession is
located 280 kilometers north of Santa Cruz, Bolivia, and 18 kilometers east of the
township of Ascension de Guarayos. It consists of a single claim of 1,000 hectares (2,471
acres) in size. Golden Eagle also owns six contiguous claims in the area consisting of
55,420 hectares (136,500 acres). </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Golden Eagle purchased the Buen
Futuro concession from Celia Calla de Arraya, a Bolivian, in June 2003, in exchange for a
3% net smelter return, payments of $50,000 cash and shares of restricted Golden Eagle
common stock valued at $75,000, and a promise to make the following additional payments: </FONT></P>





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<TR VALIGN="BOTTOM">
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH>
     <TH><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TH></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2"></FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2"><B>Cash</B></FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2"><B>Shares (Value)</B></FONT></TD></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">March 2005</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">US$100,000</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">US$25,000</FONT></TD></TR>
<TR VALIGN="TOP">
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">September 2005</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">US$100,000</FONT></TD>
     <TD><FONT FACE="Times New Roman, Times, Serif" SIZE="2">US$75,000</FONT></TD></TR>
</TABLE>




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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Under the agreement with Sra.Calla de
Arraya, Golden Eagle agreed to maintain an exploration program to replace mineral reserves
as they are depleted through mining as long as the potential for feasible mineral reserves
continues on the ore deposits found within the Buen Futuro concession. Golden Eagle also
agreed to invest $1 million in exploration by the end of June 2006. Golden Eagle has
expended approximately $75,000 to date and (subject to financing) it expects to meet that
commitment by the end of 2004. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>In the agreement, Golden Eagle also
agreed to enter into mineral production on the Buen Futuro concession by May 23, 2005, and
to expend a minimum of $2,000,000 to initiate that production. To date, Golden Eagle has
not met this commitment, and its ability to do so will be dependent on additional
financing. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Based on Dr. Biste&#146;s report,
Golden Eagle proposes to develop the proven and probable reserves in three open pit mines
beginning at 7,733 tonnes per day, and ultimately mining 22,000 tonnes per day of gold
ore, copper ore and waste. Golden Eagle expects to recover the gold through cyanide
leaching in a CIP circuit, and the copper through leaching and solvent extraction, both
metals will then be electro-won, all of which is permissible under Golden Eagle&#146;s
anticipated permits. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>The initial build out of the gold
plant and other infrastructure improvements will require a capital investment of about
$6,000,000. Golden Eagle estimates that more than $17,000,000 will be necessary for
construction of the copper plant and mining expansion. At the present time, Golden Eagle
does not have the funds necessary to commence the plant construction on the Buen Futuro
property, and there can be no assurance that it will be able to obtain such funds on
reasonable terms. Golden Eagle is considering a number of alternatives to obtain the
necessary funding, including entering into a joint venture with an industry partner or
other experienced persons who wish to participate in a high-risk mining venture, or
seeking other forms of debt or equity capital. As stated in its reports filed under the
Securities Exchange Act of 1934, Golden Eagle has significant working capital shortages
and cash flow difficulties. </FONT></P>

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     <P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Dr.
          Biste&#146;s report is based on a number of assumptions, and his conclusions are
          sensitive to the world market for copper and gold. According to his report, he
          has assumed a gold price per troy ounce of $360 and a copper price per pound of
          $0.80. These prices are less than the current prices of approximately $400 per
          troy ounce of gold and $1.30 per pound of copper. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Among the other assumptions set forth
in Dr. Biste&#146;s report are that the geological and economic cutoff grades for gold is
0.2 grams per tonne, and for copper is 0.2%, and continued political and labor stability
in Bolivia and the Buen Futuro area. </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Based on advice from its counsel in
Bolivia, Golden Eagle has received, or reasonably anticipates that it will receive, all
required governmental permits for the continuation of exploration and the commencement of
development and mining operations on the Buen Futuro prospect. Golden Eagle also believes
that it will be able to comply with all requirements it expects to be contained in the
governmental permits for environmental protection and worker health and safety. </FONT></P>

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<A NAME=A017></A>
<P ALIGN=LEFT><FONT FACE="Times New Roman, Times, Serif" SIZE=2>CAUTIONARY NOTE </FONT></P>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>Some of the statements in this
current report on Form 8-K are forward-looking statements and as such are based on an
assumed set of economic conditions and courses of action. These include the ability of
Golden Eagle to obtain the necessary financing on reasonable terms, estimates of future
production levels, expectations regarding mine production costs, expected trends in
mineral prices, and statements that describe Golden Eagle&#146;s future plans, objectives
or goals. There is a significant risk that actual results will vary, perhaps materially,
from results projected depending on such factors as changes in general economic conditions
and financial markets, changes in prices for gold and copper, technological and
operational hazards in Golden Eagle&#146;s mining and mine development activities,
uncertainties inherent in the calculation of mineral reserves, mineral resources and metal
recoveries, the timing and availability of financing, governmental and other approvals and
other risk factors listed from time-to-time in Golden Eagle&#146;s Form 10-KSB and its
other reports filed with the Securities and Exchange Commission. Golden Eagle disclaims
any responsibility to update forward-looking statements made herein. </FONT></P>

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<A NAME=A018></A>
<H1 ALIGN=CENTER><FONT FACE="Times New Roman, Times, Serif" SIZE=2><B>SIGNATURE</B> </FONT></H1>

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<P><FONT FACE="Times New Roman, Times, Serif" SIZE=2>&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;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. </FONT></P>


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<TR VALIGN=TOP>
<TD WIDTH=40%><FONT FACE="Times New Roman, Times, Serif" SIZE=2></FONT></TD>
<TD WIDTH=10%><FONT FACE="Times New Roman, Times, Serif" SIZE=2></FONT></TD>
<TD WIDTH=50%><FONT FACE="Times New Roman, Times, Serif" SIZE=2><B>Golden Eagle International, Inc. (Registrant)</B><BR><BR>
<BR>By: /s/ Terry C. Turner<BR>&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;&#151;<BR>
Terry C. Turner<BR>President and Chief Executive Officer<BR><BR>
February 24, 2004</FONT></TD>
</TR>
</TABLE>
<BR>

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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) January 15, 2004
Golden Eagle
International, Inc.
(Exact Name of
Registrant as Specified in its Charter)
Colorado
0-23726
84-1116515
(State or Other
(Commission
(I.R.S. Employer
Jurisdiction of
File Number)
Identification
Incorporation)
No.)
12401 South 450
East, Building D1, Salt Lake City, Utah 84020
(Address of Principal
Executive Offices) (Zip Code)
(801) 619-9320
(Registrant's
Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former
Address, If Changed Since Last Report.)
Item 9. Regulation F-D.
Golden Eagle International, Inc.
announced today that it is estimating proven and probable gold reserves, and proven and
probable copper reserves, on its Buen Futuro mining concession located in the Precambrian
Shield of eastern Bolivia. Those reserves were estimated by Michael H. Biste, Ph.D, an
independent economic geologist and consultant in a report dated February 2004. The report
states that the reserves were estimated in accordance with Guide 7 of the Securities and
Exchange Commission's Guides for the Preparation of Registration Statements and with
the Society for Mining, Metallurgy and Exploration's "Guide for Reporting
Exploration Information, Mineral Resources, and Mineral Reserves" dated March 1,
1999. In preparing the report and estimated mineral reserves, Dr. Biste was acting as a
consultant to Golden Eagle. Golden Eagle acquired the Buen Futuro property and related
information from an unrelated Bolivian national in June 2003. At the time, Golden Eagle
entered into a consulting agreement with Dr. Biste by which Golden Eagle has paid him
$3,000 per month and Golden Eagle common stock with a value of $2,000 per month. Dr. Biste
has consented to the public release of the information contained in this Form 8-K.
Dr.
          Biste stated that the scope of his report was a recompilation of pertinent
          geological and sampling data obtained from mineral exploration on the Buen
          Futuro property since 1993, including trench, auger, diamond, and reverse
          circulation drilling performed under his supervision from 1993 through 1998.
          According to Dr. Biste's report, the exploration work and his analysis
          indicates that three individual massive sulfide lenses exist in an area on the
          Buen Futuro prospect consisting of 0.7 by 1.0 kilometers in two different
          stratigraphic levels. Dr. Biste also determined that the primary sulfide
          mineralization consists mainly of chalcopyrite, pyrite, and minor amounts of
          sphalerite and galena. Dr. Biste identified a 45-meter thick chalcocite
          supergene blanket and a 40-meter thick oxide zone that overlie the primary
          mineralization. He found that gold is enriched in the oxide and copper in the
          supergene zone where base metals (such as lead and zinc) are leached out. There
          has not been any mineral production from the Buen Futuro concession to date.
Based on Dr. Biste's report,
Golden Eagle announced the following:
Gold Reserves
Proven and Probable Total
Ore in 000's of tonnes
g/t Gold
Troy Ounces of Gold (proven and probable)
Proven Reserve only Ore in 000's of tonnes
g/t Gold
Troy Ounces of Gold
Probable Reserve only Ore in 000's of tonnes
g/t Gold
Troy Ounces of Gold
Total
2,528
1.03
83,715
1,577
1.12
56,585
951
0.89
27,328
Copper Reserves
Proven and Probable Total
Ore in 000's of tonnes
% Copper
Fine tonnes of Copper (proven and probable)
Proven Reserve only Ore in 000's of tonnes
% Copper
Fine tonnes of Copper
Probable Reserve only Ore in 000's of tonnes
% Copper
Fine tonnes of Copper
Total
2,162
1.72
37,205
1,137
1.85
21,025
1,025
1.58
16,153
As used in the preceding table,
proven
(or measured) reserves are reserves for which: (a) quantity is computed from dimensions
revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed
from the results of detailed sampling; and (b) the sites for inspection, sampling and
measurement are spaced so closely and the geologic character is so well defined that size,
shape, depth and mineral content of the reserves are well-established; and
probable
(or indicated) reserves are reserves for which quantity and grade and/or quality are
computed from information similar to that used for proven (measured) reserves, but the
sites for inspection, sampling and measurement are farther apart or are otherwise less
adequately spaced. The degree of assurance, although lower than that for proven (measured)
reserves, is high enough to assume continuity between points of observation.
The in-place proven and probable
oxide gold reserves total 2,528,000 tonnes @ 1.03 g/t gold, giving an in situ metal
quantity of 83,715 troy ounces. As stated in the report by Dr. Biste, mining method losses
are estimated to be negligible, however, metallurgical testing indicates a 4% recovery
loss should be expected, which in any event is extremely low, qualifying the in-place
reserves pursuant to Industry Guide 7, and decreasing the number to 80,366 troy ounces
recoverable.
The in-place proven and probable
supergene copper reserves total 2,162,000 tonnes @ 1.72% copper giving an in situ metal
quantity of 37,186 tonnes (82 million pounds) of copper. Again, the mining method losses
are estimated to be low compared to actual block ore estimates, however, the metallurgical
losses are estimated to be in the range of 13%, qualifying the in-place reserves pursuant
to Industry Guide 7, and decreasing the number to 32,352 tonnes (71 million pounds)
recoverable.
The Buen Futuro mining concession is
located 280 kilometers north of Santa Cruz, Bolivia, and 18 kilometers east of the
township of Ascension de Guarayos. It consists of a single claim of 1,000 hectares (2,471
acres) in size. Golden Eagle also owns six contiguous claims in the area consisting of
55,420 hectares (136,500 acres).
Golden Eagle purchased the Buen
Futuro concession from Celia Calla de Arraya, a Bolivian, in June 2003, in exchange for a
3% net smelter return, payments of $50,000 cash and shares of restricted Golden Eagle
common stock valued at $75,000, and a promise to make the following additional payments:
Cash
Shares (Value)
March 2005
US$100,000
US$25,000
September 2005
US$100,000
US$75,000
Under the agreement with Sra.Calla de
Arraya, Golden Eagle agreed to maintain an exploration program to replace mineral reserves
as they are depleted through mining as long as the potential for feasible mineral reserves
continues on the ore deposits found within the Buen Futuro concession. Golden Eagle also
agreed to invest $1 million in exploration by the end of June 2006. Golden Eagle has
expended approximately $75,000 to date and (subject to financing) it expects to meet that
commitment by the end of 2004.
In the agreement, Golden Eagle also
agreed to enter into mineral production on the Buen Futuro concession by May 23, 2005, and
to expend a minimum of $2,000,000 to initiate that production. To date, Golden Eagle has
not met this commitment, and its ability to do so will be dependent on additional
financing.
Based on Dr. Biste's report,
Golden Eagle proposes to develop the proven and probable reserves in three open pit mines
beginning at 7,733 tonnes per day, and ultimately mining 22,000 tonnes per day of gold
ore, copper ore and waste. Golden Eagle expects to recover the gold through cyanide
leaching in a CIP circuit, and the copper through leaching and solvent extraction, both
metals will then be electro-won, all of which is permissible under Golden Eagle's
anticipated permits.
The initial build out of the gold
plant and other infrastructure improvements will require a capital investment of about
$6,000,000. Golden Eagle estimates that more than $17,000,000 will be necessary for
construction of the copper plant and mining expansion. At the present time, Golden Eagle
does not have the funds necessary to commence the plant construction on the Buen Futuro
property, and there can be no assurance that it will be able to obtain such funds on
reasonable terms. Golden Eagle is considering a number of alternatives to obtain the
necessary funding, including entering into a joint venture with an industry partner or
other experienced persons who wish to participate in a high-risk mining venture, or
seeking other forms of debt or equity capital. As stated in its reports filed under the
Securities Exchange Act of 1934, Golden Eagle has significant working capital shortages
and cash flow difficulties.
Dr.
          Biste's report is based on a number of assumptions, and his conclusions are
          sensitive to the world market for copper and gold. According to his report, he
          has assumed a gold price per troy ounce of $360 and a copper price per pound of
          $0.80. These prices are less than the current prices of approximately $400 per
          troy ounce of gold and $1.30 per pound of copper.
Among the other assumptions set forth
in Dr. Biste's report are that the geological and economic cutoff grades for gold is
0.2 grams per tonne, and for copper is 0.2%, and continued political and labor stability
in Bolivia and the Buen Futuro area.
Based on advice from its counsel in
Bolivia, Golden Eagle has received, or reasonably anticipates that it will receive, all
required governmental permits for the continuation of exploration and the commencement of
development and mining operations on the Buen Futuro prospect. Golden Eagle also believes
that it will be able to comply with all requirements it expects to be contained in the
governmental permits for environmental protection and worker health and safety.
CAUTIONARY NOTE
Some of the statements in this
current report on Form 8-K are forward-looking statements and as such are based on an
assumed set of economic conditions and courses of action. These include the ability of
Golden Eagle to obtain the necessary financing on reasonable terms, estimates of future
production levels, expectations regarding mine production costs, expected trends in
mineral prices, and statements that describe Golden Eagle's future plans, objectives
or goals. There is a significant risk that actual results will vary, perhaps materially,
from results projected depending on such factors as changes in general economic conditions
and financial markets, changes in prices for gold and copper, technological and
operational hazards in Golden Eagle's mining and mine development activities,
uncertainties inherent in the calculation of mineral reserves, mineral resources and metal
recoveries, the timing and availability of financing, governmental and other approvals and
other risk factors listed from time-to-time in Golden Eagle's Form 10-KSB and its
other reports filed with the Securities and Exchange Commission. Golden Eagle disclaims
any responsibility to update forward-looking statements made herein.
SIGNATURE
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.
Golden Eagle International, Inc. (Registrant)
By: /s/ Terry C. Turner
——————————————
Terry C. Turner
President and Chief Executive Officer
February 24, 2004