UNITED STATES
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 reported) ~~September~~October 613, 2011

BE Resources Inc.
(Exact name of registrant as specified in its charter)

Colorado	000-53811	42-1737182
(State or other jurisdiction	(Commission	(I.R.S. Employer ~~Identification No.)~~
of incorporation)	File Number)	Identification No.)

1350 ~~Vista~~Richmond ~~del~~Street ~~Fuego~~East, ~~Elephant~~Suite ~~Butte~~101, ~~New~~Toronto, ~~Mexico~~Ontario ~~87935~~M5C 1N7 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number including area code: (~~575~~416) ~~744~~ 214-~~4014~~ 7824

~~N/A~~13 Vista del Fuego, Elephant Butte, New Mexico 87935 (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Item 15.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement.~~Officers; ~~Item~~Election ~~3.02~~of ~~Unregistered~~Directors; ~~Sales~~Appointment of ~~Equity~~Certain ~~Securities~~Officers; Compensatory Arrangements of Certain Officers.

OnEffective ~~September~~October 613, 2011, BEthe Board of Directors of BE Resources Inc. (the “Company”) ~~completed~~ aappointed ~~private~~Mani ~~placement~~Verma ofas ~~10,000,000~~a ~~units~~director of the Company. ~~(the~~There ~~“Units”) at~~are ano ~~price~~arrangements ofor ~~Cdn$0.10~~understandings ~~per~~between ~~Unit,~~Mr. ~~for~~Verma ~~aggregate~~and ~~gross proceeds of Cdn$1,000,000.~~any ~~Each~~other ~~Unit~~person ispursuant ~~comprised~~to ofwhich ~~one~~he ~~common~~was ~~share~~appointed inas ~~the~~a ~~capital~~director. ofMr. ~~the~~Verma ~~Company~~has ~~and~~not ~~one-half~~been ofappointed ~~one~~to ~~common~~any ~~share~~committees ~~purchase~~of ~~warrant. Each full warrant entitles~~ the ~~holder~~ toBoard ~~purchase~~of ~~one~~Directors ~~common share~~ at anthis ~~exercise price of US$0~~time.20 ~~per share~~Mr. ~~for~~Verma adoes ~~period~~not ofhave ~~two~~any ~~years,~~reportable ~~subject~~related toparty ~~earlier~~transactions ~~expiry~~under orItem ~~adjustment~~404(a) of inRegulation ~~certain circumstances~~S-K.

InEffective ~~connection~~October ~~with the sale of the Units~~14, ~~the Company paid a cash finder’s fee equal to $41~~2011,~~000~~ ~~and~~Michael ~~issued~~Swedak ~~finder’s~~resigned ~~warrants~~from ~~for~~ the ~~purchase~~ Board of upDirectors ~~to 656,000 common shares at a price~~ of ~~US$0.11~~the ~~per~~Company ~~share~~ for apersonal ~~period of two years, subject to earlier expiry or adjustment in certain circumstances~~reasons.

~~The~~On ~~Units~~October ~~were~~14, ~~sold~~2011, inthe ~~reliance~~Company ~~upon~~issued ~~the~~a ~~exclusion~~press ~~from~~release ~~registration~~announcing ~~provided~~the byappointment ~~Regulation~~of SMr. ~~under~~Verma as a director, and the ~~United~~resignation ~~States~~of Mr. ~~Securities~~Swedak ~~Act~~from the Board of Directors of the Company. A copy of the press ~~1933,~~release is attached hereto as ~~amended.~~Exhibit 99.1.

AItem ~~copy~~9.01 ofFinancial ~~the~~Statements ~~form of subscription agreement~~ and ~~form of warrant are attached hereto as~~ Exhibits 10.1 and 10.2, respectively. A copy of the Company’s press release disclosing the issuance of the securities described above is attached hereto as Exhibit 99.1. The proceeds of the sale of Units will be used by the Company to fund drilling activities at its Warm Springs property and for general working capital purposes.

~~Item~~(d) 5Exhibits.02 ~~Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~

In connection with his appointment as President, Chief Executive Officer and a director of the Company as reported in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 30, 2011, Jon Pereira was granted stock options to purchase 99.1~~,500,000~~ ~~of the~~Press ~~Company’s common shares on September 9~~Release, ~~2011.~~dated ~~These~~October ~~options were granted under the BE Resources Inc. Stock Option Plan (the “Plan”) and have an exercise price of US$0.23 and expire on September 9~~14, ~~2016.~~ 2011

~~Item~~SIGNATURES ~~8.01 Other Events~~

OnPursuant ~~September~~to 9,the ~~2011,~~requirements ~~David Tognoni, Chief Operating Officer and director~~ of the ~~Company,~~Securities ~~and~~Exchange ~~Edward~~Act ~~Godin and Robert Lufkin, directors~~ of ~~the Company~~1934, ~~were each granted stock options to purchase 100,000 of~~ the ~~Company’s~~ ~~common~~registrant ~~shares.~~has ~~The~~duly ~~exercise~~caused ~~price~~this ofreport ~~the~~to ~~options~~be issigned ~~US$0.23~~on ~~per~~its ~~share and~~behalf by the ~~options~~undersigned ~~expire~~hereunto onduly ~~September 9, 2016~~authorized.

A copy of the Company’s press release disclosing the grants of options discussed in this Item 8.01 and in Item 5.02 above is attached hereto as Exhibit 99.2.

	BE RESOURCES INC.

Date: October 19, 2011	By: /s/ Carmelo Marrelli
	Name: Carmelo Marrelli
	Title: Chief Financial Officer

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.1	Form of Subscription Agreement
10.2	Form of Warrant
99.1	Press Release, dated September 6, 2011
99.2	Press Release, dated September 9, 2011

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 hereunto duly authorized.

BE RESOURCES INC.

Date: September 12, 2011	By: /s/ Carmelo Marrelli
	Name:	Carmelo Marrelli
	Title:	Chief Financial Officer

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