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:    February 14, 1997


                        GOLDEN EAGLE INTERNATIONAL, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)


Colorado                      0-23726                       84-1116515
---------------               -----------                   ------------------
(State or other               (Commission                   (IRS Employer
jurisdiction of               File Number)                  Identification No.)
incorporation)

4949 South Syracuse Street, Ste. #300, Denver, Colorado           80237
-------------------------------------------------------         ----------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code 303-694-6101
                                                   ------------


<PAGE>



Item 1.  Changes in Control of Registrant
         --------------------------------

         None.

Item 2.  Acquisition or Disposition of Assets
         ------------------------------------

         None.

Item 3.  Bankruptcy or Receivership
         --------------------------

         None.

Item 4.  Changes in Registrants Certifying Accountant
         --------------------------------------------

         None.

Item 5.  Other Events
         ------------

     The Board of Directors  has  appointed  Terry C. Turner as President of the
Company to serve in such  capacity  under an employment  agreement  which is yet
under negotiation. Mr. Turner has been appointed as a Director of the Company to
serve until the next annual shareholders meeting.

     Mr. Turner's biographical information is as follows:

     Mr. Turner,  age 44, received a BA in Political  Science (1977) and a BA in
Spanish  (1977) from the  University  of Utah.  He received  his JD in 1980 from
Brigham Young  University.  He is a member of the Utah State Bar Association and
admitted  to  practice  in the  State  and  Federal  Courts of Utah and the 10th
Circuit  Court of  Appeals.  He is a member of the  Bolivian  College of Lawyers
(Bolivian  Bar  Association)  and is the first  American  attorney  admitted  to
practice law in Bolivia.  Under the Andean Pact Accord,  this  qualifies  him to
practice in Columbia, Ecuador, Peru and Venezuela.

     From 1980-1983 he was a partner in Day, Barney,  and Tycksen,  Attorneys in
Salt  Lake  City  with  practice  emphasis  in  mining  and  natural  resources,
international  law,  business and  litigation.  From 1983 to 1989 Mr. Turner was
President of Andes Mining Co., La Paz, Bolivia. From 1989 to 1991 he was General
Counsel to Panworld Minerals International,  Inc., a public company with mineral
prospects in North and South  America.  From 1991 to 1993 Mr. Turner was General
Counsel to Tipuani Development  Company,  S.A., La Paz, Bolivia, a gold dredging
company.  From 1993 to 1995 he was Vice  President and General  Counsel to Minas
del Glaciar,  S.A., La Paz, Bolivia,  which was a mineral  exploration  company.
From 1995 to 1997 Mr.  Turner has been in private  practice in La Paz,  Bolivia.
During the entire  period of 1983  through 1997 Mr.  Turner has been  affiliated
with and "of  counsel"  to Cordero  and  Cordero,  a La Paz,  Bolivia  law firm,
dealing with mineral and international law.



<PAGE>



Item 6.  Resignation of Directors
         ------------------------

         None.


Item 7.  Financial Statements Pro Forma Financial & Exhibits
         ---------------------------------------------------

         Financials - None.

         Exhibits - None.

                                   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 thereunto duly authorized.

Date:  February 14, 1997                GOLDEN EAGLE INTERNATIONAL, INC.
       -------------------

                                        By:  /S/  MARY A. ERICKSON
                                            ------------------------------------
                                            Mary A. Erickson, President
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 4528}]
{"company-data": {"conformed-name": "GOLDEN EAGLE INTERNATIONAL INC", "cik": "0000869531", "assigned-sic": "6199", "irs-number": "841116515", "state-of-incorporation": "CO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-23726", "film-number": "97536973"}, "business-address": {"street1": "4949 S SYRACUSE ST", "street2": "STE 300", "city": "DENVER", "state": "CO", "zip": "80237", "phone": "3036946101"}, "mail-address": {"street1": "4949 S SYRACUSE ST", "street2": "STE 300", "city": "DENVER", "state": "CO", "zip": "80237"}, "former-company": {"former-conformed-name": "BENEFICIAL CAPITAL FINANCIAL SERVICES CORP", "date-changed": "19940329"}}
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:    February 14, 1997

                        GOLDEN EAGLE INTERNATIONAL, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

Colorado                      0-23726                       84-1116515
---------------               -----------                   ------------------
(State or other               (Commission                   (IRS Employer
jurisdiction of               File Number)                  Identification No.)
incorporation)

4949 South Syracuse Street, Ste. #300, Denver, Colorado           80237
-------------------------------------------------------         ----------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code 303-694-6101
                                                   ------------
Item 1.  Changes in Control of Registrant
         --------------------------------

         None.

Item 2.  Acquisition or Disposition of Assets
         ------------------------------------

         None.

Item 3.  Bankruptcy or Receivership
         --------------------------

         None.

Item 4.  Changes in Registrants Certifying Accountant
         --------------------------------------------

         None.

Item 5.  Other Events
         ------------

     The Board of Directors  has  appointed  Terry C. Turner as President of the
Company to serve in such  capacity  under an employment  agreement  which is yet
under negotiation. Mr. Turner has been appointed as a Director of the Company to
serve until the next annual shareholders meeting.

     Mr. Turner's biographical information is as follows:

     Mr. Turner,  age 44, received a BA in Political  Science (1977) and a BA in
Spanish  (1977) from the  University  of Utah.  He received  his JD in 1980 from
Brigham Young  University.  He is a member of the Utah State Bar Association and
admitted  to  practice  in the  State  and  Federal  Courts of Utah and the 10th
Circuit  Court of  Appeals.  He is a member of the  Bolivian  College of Lawyers
(Bolivian  Bar  Association)  and is the first  American  attorney  admitted  to
practice law in Bolivia.  Under the Andean Pact Accord,  this  qualifies  him to
practice in Columbia, Ecuador, Peru and Venezuela.

     From 1980-1983 he was a partner in Day, Barney,  and Tycksen,  Attorneys in
Salt  Lake  City  with  practice  emphasis  in  mining  and  natural  resources,
international  law,  business and  litigation.  From 1983 to 1989 Mr. Turner was
President of Andes Mining Co., La Paz, Bolivia. From 1989 to 1991 he was General
Counsel to Panworld Minerals International,  Inc., a public company with mineral
prospects in North and South  America.  From 1991 to 1993 Mr. Turner was General
Counsel to Tipuani Development  Company,  S.A., La Paz, Bolivia, a gold dredging
company.  From 1993 to 1995 he was Vice  President and General  Counsel to Minas
del Glaciar,  S.A., La Paz, Bolivia,  which was a mineral  exploration  company.
From 1995 to 1997 Mr.  Turner has been in private  practice in La Paz,  Bolivia.
During the entire  period of 1983  through 1997 Mr.  Turner has been  affiliated
with and "of  counsel"  to Cordero  and  Cordero,  a La Paz,  Bolivia  law firm,
dealing with mineral and international law.
Item 6.  Resignation of Directors
         ------------------------

         None.

Item 7.  Financial Statements Pro Forma Financial & Exhibits
         ---------------------------------------------------

         Financials - None.

         Exhibits - None.

                                   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 thereunto duly authorized.

Date:  February 14, 1997                GOLDEN EAGLE INTERNATIONAL, INC.
       -------------------

                                        By:  /S/  MARY A. ERICKSON
                                            ------------------------------------
                                            Mary A. Erickson, President