UNITED STATES OF AMERICA 

Before the 

SECURITIES AND EXCHANGE COMMISSION 

SECURITIES ACT OF 1933 

Release No. 10086 / June 2, 2016 

ADMINISTRATIVE PROCEEDING 

File No. 3-17272 

In the Matter of

the Registration Statement of 

NuGold Resources, Inc.

7494 Saginaw Way

Citrus Heights, CA 95610

Respondent.

ORDER INSTITUTING 

ADMINISTRATIVE PROCEEDINGS

PURSUANT TO SECTION 8(d) OF THE 

SECURITIES ACT OF 1933, MAKING 

FINDINGS, AND ISSUING STOP ORDER

I.

The Securities and Exchange Commission (“Commission”) deems it appropriate and in the 

public interest that administrative proceedings be, and hereby are, instituted pursuant to Section 

8(d) of the Securities Act of 1933 (“Securities Act”) in the matter of the registration statement of 

NuGold Resources, Inc. (“NuGold” or “Respondent”). 

II.

 In anticipation of the institution of these proceedings, Respondent has submitted an Offer 

of Settlement (the “Offer”) which the Commission has determined to accept. Solely for the 

purpose of these proceedings and any other proceedings brought by or on behalf of the 

Commission, or to which the Commission is a party, and without admitting or denying the findings 

herein, except as to the Commission’s jurisdiction over it and the subject matter of these 

proceedings, which are admitted, Respondent consents to the entry of this Order Instituting 

Administrative Proceedings Pursuant to Section 8(d) of the Securities Act of 1933, Making 

Findings, and Issuing Stop Order (“Order”), as set forth below. 
2

III.

 On the basis of this Order and Respondent’s Offer, the Commission finds that:

1. NuGold is a Nevada corporation headquartered in Citrus Heights, California. 

NuGold purports to be in the business of buying and selling gold. 

2. On October 12, 2012, NuGold filed a registration statement on Form S-1, seeking 

to register the offer and sale of 450,000 of its shares of common stock for $0.15 per share in a 

$67,500 public offering. The Respondent filed amended registration statements on November 5, 

2012, November 19, 2012, December 28, 2012, February 8, 2013, May 3, 2013, August 5, 2013, 

October 21, 2013, November 7, 2013, and December 12, 2013 (hereinafter, NuGold’s initial Form 

S-1 registration statement and all amendments thereto are collectively referred to as the “NuGold 

Registration Statement”). The NuGold Registration Statement has not become effective. 

3. The NuGold Registration Statement includes untrue statements of material facts 

and omits to state material facts necessary to make the statements therein not misleading. In 

particular, the NuGold Registration Statement falsely states that NuGold’s named CEO was the 

company’s sole officer, director, and employee (“CEO”) and that “[W]e are reliant upon [CEO] to 

make appropriate decisions.” In reality, another person controlled and directed NuGold’s 

operations. The NuGold Registration Statement fails to disclose the identity of this control person 

and his role at NuGold. 

4. The NuGold Registration Statement also falsely states that the CEO “received 

4,100,000 shares of common stock, at a price of $0.01 per share as the founder of NuGold 

Resources, Inc. . . . The proceeds from the sale of the shares to [CEO], $41,000, constituted the 

majority portion of the initial cash capitalization of the company.” NuGold’s CEO, however, did 

not contribute the $41,000 to NuGold. Rather, the undisclosed control person contributed the 

money to NuGold. 

IV. 

 In view of the foregoing, the Commission deems it appropriate and in the public interest to 

impose the sanction specified in Respondent’s Offer. 

 Accordingly, it is hereby ORDERED, pursuant to Section 8(d) of the Securities Act, that 

the effectiveness of the Registration Statement filed by the Respondent is suspended. 

 By the Commission. 

 Brent J. Fields 

 Secretary