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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): August 4, 2004

GOLDEN STAR RESOURCES LTD.

(Exact name of registrant as specified in its charter)
         
CANADA   1-12284   98-0101955
(State or other jurisdiction of
incorporation or organization)
  (Commission
File Number)
  (I.R.S. Employer
Identification Number)
     
10901 West Toller Drive,    
Suite 300    
Littleton, Colorado   80127-6312
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (303) 830-9000

No Change
(Former name or former address, if changed since last report)

 


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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Item 12. Results of Operations and Financial Condition.
SIGNATURE
EXHIBIT INDEX
Press Release


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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (c) Exhibits.

     
Exhibit    
No.
  Description
99.1
  Press release of Golden Star Resources Ltd., dated August 4, 2004, reporting financial results for the second quarter of 2004.

Item 12. Results of Operations and Financial Condition.

     On August 4, 2004, Golden Star Resources Ltd. issued a press release reporting its financial results for the second quarter of 2004. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

     The information in this Form 8-K, including the information set forth in Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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SIGNATURE

     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.

     Date: August 4, 2004

         
  Golden Star Resources Ltd.
 
 
  By:   /s/ Allan J. Marter    
    Allan J. Marter   
    Senior Vice President and Chief Financial Officer   
 

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EXHIBIT INDEX

     
Exhibit    
No.
  Description
99.1
  Press release of Golden Star Resources Ltd., dated August 4, 2004, reporting financial results for the second quarter of 2004.