FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934
For the month of November, 2005 Commission File Number: 1-15142
NORTH AMERICAN PALLADIUM LTD.
(Name of Registrant)
130 Adelaide Street West
Suite 2116
Toronto, Ontario
Canada M5H 3P5
(Address of Principal Executive Offices)
Indicate by checkmark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F:
Form 20-F [ ] Form 40-F [X]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): __
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): __
Indicate by checkmark whether the registrant, by furnishing the information
contained in this Form is also thereby furnishing the information to the SEC
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes [ ] Assigned File No. ____________ No [X]
If "Yes" is marked, indicate the file number assigned to the Registrant in
connection with Rule 12g3-2(b).
The number of common shares of the Registrant issued and outstanding as of
November 8, 2005 is 52,183,884.
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This report on Form 6-K, dated November 9, 2005, is specifically incorporated by
reference into North American Palladium's registration statement on Form S-8
(File No. 333-13766), which was originally filed with the Securities and
Exchange Commission (the "SEC") in July 2001.
Certain statements included in this report on form 6K are forward-looking
statements which are made pursuant to the "safe harbor" provisions of the United
States Private Securities Litigation Reform Act of 1995. They include estimates
and statements that describe North American Palladium's future plans, objectives
and goals, including words to the effect that North American Palladium or
management expects a stated condition or result to occur. When used herein,
words such as "continue", "proposed", "appears", "indicating", "predicting",
"estimate", "expect", "plan", "should", "may", "will" and other similar
expressions are intended to identify forward-looking statements. In particular
statements relating to the estimated future metal prices, cash flows, expenses,
capital costs, ore production, mine life, financing, construction and
commissioning, and exploration prospects are forward-looking statements. Such
forward-looking statements involve inherent risks and uncertainties and are
subject to factors, many of which are beyond our control, that may cause actual
results or performance to differ materially from those currently anticipated in
such statements. Important factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements
include among others metal price volatility, changes in the US/CDN dollar
exchange rate, economic and political events affecting metal supply and demand,
fluctuations in ore grade, ore tonnes milled, geological, technical, mining or
processing problems, recoverability of metals, future profitability and
production, availability of financing on acceptable terms and unexpected
problems during the development, construction and start-up phases of the
underground mine. For a more comprehensive review of risk factors, please refer
to North American Palladium's most recent Annual Report under "Management's
Discussion and Analysis of Financial Results" and Annual Information Form under
"Risk Factors" on file with the U.S. Securities and Exchange Commission and
Canada provincial securities regulatory authorities. North American Palladium
disclaims any obligation to update or revise any forward-looking statements
whether as a result of new information, events or otherwise. Readers are
cautioned not to put undue reliance on these forward-looking statements.
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.
NORTH AMERICAN PALLADIUM LTD.
Date: November 9, 2005 By: /s/ Mary Batoff
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Mary Batoff
Title: Vice President, Legal and
Secretary
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EXHIBIT INDEX
Exhibit Description of Exhibit
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1 Material Change Report dated November 9, 2005
2 Press Release dated November 8, 2005