North Bay Resources Inc (NBRI)

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8K

Item 1.01 Entry Into a Material Definitive Agreement

Effective January 9, 2014, the Registrant formalized a de facto joint venture with our wholly-owned subsidiary, Ruby Gold, Inc. ("RGI"), and executed a definitive joint-venture agreement (the “Agreement”), with regard to the development and exploitation of the Ruby Mine in Sierra County, California (the "Ruby").

Under the terms of the Agreement, the Registrant will fund Ruby through loans, as needed, to maintain the property and operations thereof. RGI will remain the owner and operator of Ruby, and the Registrant shall be apportioned a 50% interest of net income distribution from Ruby once all debt has been extinguished.

The foregoing is not a complete summary of the terms of the Agreement described herein and reference is made to the complete text of the Agreement as Exhibit 10.1 to this Current Report on Form 8-K, and hereby incorporated by reference.

The Company notes that RGI is expected to file a registration statement on Form 10 with the U.S. Securities and Exchange Commission ("SEC") in the very near future.