UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2005

Commission File Number 0-24096

QUEENSTAKE RESOURCES LTD.

999 18th Street, Suite 2940, Denver, COColorado 80202

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40 F.

Form 20-F ý Form 40 F o

Indicate by check mark whether by furnishing the information contained in this Form the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o No ý

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

DOCUMENTS FILED:	~~Press~~Material ~~Release~~Change ~~NR2005-22~~Report dated June 22, 2005
DESCRIPTION:	Queenstake Closes Cdn$7,300,000 Bought Deal

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.

		QUEENSTAKE RESOURCES LTD.	~~QUEENSTAKE RESOURCES LTD.~~
		(Registrant)	~~(Registrant)~~
Date	June 22, 2005		By	“Dorian L. Nicol”” (signed)
Date June 23, 2005	By	“Dorian (Dusty) Nicol”
		(Signature)		~~(Signature)~~
					Dorian L. Nicol, President & CEO
		Dorian (Dusty) Nicol, President & CEO

~~NEWS RELEASE News Release 2005-22 June 22, 2005~~3

~~TSX –~~MATERIAL ~~QRL;~~CHANGE ~~AMEX – QEE – Queenstake Resources Ltd.~~REPORT

~~SEC~~Unless ~~file~~otherwise stated, all dollar amounts ~~number~~in ~~0-24096~~this Material Change Report refer to United States dollars.

QUEENSTAKE1. CLOSESName Cdn$7,300,000and BOUGHTAddress DEALof the Company

~~Denver, Colorado – June 22, 2005 –~~ Queenstake Resources Ltd. (TSX:QRL, AMEX:QEE) (“Queenstake”) announces that pursuant to a final short form prospectus dated June 15, 2005, it has successfully closed its bought deal equity financing of 21,428,600 common shares for Cdn$6 million (the “~~Offering~~Company”) through a syndicate of underwriters (the “Underwriters”). In addition the Underwriters also confirmed the partial exercise of their option, bringing the total gross proceeds to Cdn$7.3 million. The total Offering consisted of 25,978,200 common shares at a price of Cdn$0.28 per share. The Company has also granted to the Underwriters an over-allotment option exercisable not later than 30 days after the closing of the Offering, to purchase up to an additional 5,357,145 common shares at Cdn$0.28 on the same terms and conditions, including Underwriters’ fees. The Underwriters received a 4% commission on the gross proceeds of the offering.

~~Net proceeds~~999 ~~will~~18th beStreet, ~~used to accelerate underground development and for exploration at Jerritt Canyon.~~Suite 2940

~~The securities offered have not been registered under the U.S. Securities Act of 1933~~Denver, asColorado ~~amended,~~80202 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.USA

Queenstake Resources Ltd2. isDate a gold mining and exploration company based in Denver, Colorado. Its principal asset is the Jerritt Canyon District in Nevada, acquired in June 2003. The Jerritt Canyon District consists of four undergroundMaterial mines, a 1.5 million ton per year capacity processing facility and a 100 square mile land package that represents some of the most exciting gold exploration ground in Nevada. Jerritt Canyon has produced more than 7,000,000 ounces of gold since 1981.Change

ForJune further22, information call:2005

John Haigh 303-297-1557 ext3. 105News Release

~~800-276-6070~~The date and place(s) of issuance of the news release are as follows:

~~Email~~June 22, –2005 ~~info@queenstake.com~~in ~~web~~Denver, ~~– www.queenstake.com~~Colorado

~~Forward-Looking Statements~~The –Press ~~This~~Release ~~news~~was ~~release~~released ~~contains~~to ~~“Forward-Looking~~The ~~Statements”~~Toronto ~~within the~~Stock ~~meaning~~Exchange ofand ~~Section 21E of~~ the ~~United~~American ~~States~~Stock ~~Securities~~ Exchange ~~Act~~being ~~of 1934, as amended and~~ the ~~Private~~only ~~Securities~~exchanges ~~Litigation~~upon ~~Reform Act of 1995. All statements, other than statements of~~which historical fact, included in this release, and Queenstake’s future plans are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are based on the ~~estimates~~ ~~and~~shares ~~opinions~~ of ~~management on~~ the ~~date~~Company ~~the statements~~ are ~~made~~listed, and ~~Queenstake~~ ~~does~~through ~~not~~various ~~undertake~~other ~~any~~approved ~~obligation to update forward-looking~~public ~~statements should conditions or management’s estimates or opinions change~~media.

The4. TorontoSummary Stock Exchange has neither reviewed nor accepts responsibility for the adequacy or accuracy of this release.Material Change(s)

1Queenstake Resources Ltd. announces the closing of a public offering of 25,978,200 common shares at Cdn$0.28 per share for gross proceeds of Cdn$7.3 million.

5. Full Description of Material Change

Queenstake Resources Ltd. announces that pursuant to a final short form prospectus dated June 15, 2005, it has successfully closed its bought deal equity financing of 21,428,600 common shares for Cdn$6 million (the “Offering”) through a syndicate of underwriters (the “Underwriters”) co-led by Sprott Securities Inc. and First Associates Investments Inc. and including Wellington West Capital Markets Inc. and Canaccord Capital Corporation. In addition, the Underwriters confirmed the partial exercise of their option, bringing the total gross proceeds to Cdn$7.3 million. The total Offering consisted of 25,978,200 common shares at a price of Cdn$0.28 per share. The Company has also granted to the Underwriters an over-allotment option exercisable not later than 30 days after the closing of the Offering, to purchase up to an additional 5,357,145 common shares at Cdn$0.28 on the same terms and conditions, including Underwriters’ commissions. The Underwriters received a 4% commission on the gross proceeds of the Offering.

Net proceeds will be used to accelerate underground development and for exploration at the Company’s Jerritt Canyon mine.

6. Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

Not Applicable

7. Omitted Information

Not Applicable

8. Executive Officer

The following senior officer of the Issuer is knowledgeable about the material change and may be contacted by the Commission at the following address and telephone number:

Eric Edwards, Chief Financial Officer
Queenstake Resources Ltd.
999 18^th Street, Suite 2940
Denver, Colorado 80202
PHONE: (303) 297-1557

9. Date of Report

June 23, 2005

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