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) April 1, 2008 Global Resource Corporation (Exact name of registrant as specified in its charter) Nevada 000-50944 84-1565820 ---------------------------- ------------------------ ------------------- (State or other jurisdiction (Commission File Number) IRS Employer of incorporation) Identification No.) 408 Bloomfield Drive, Unit #3, West Berlin, New Jersey 08091 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (856) 767-5661 -------------- (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 3.02 Unregistered Sales of Equity Securities. On April 1, 2008 the Company issued a sufficient number of additional unregistered shares of its Common Stock such that the total issued since March 25, 2008 exceeded 5% of the number of shares issued and outstanding on March 25. The total number of shares of Common Stock issued and outstanding as of the close of business on April 1, 2008 was 40,315,663 including 2,665,666 shares which were in the process of return from escrow and which upon return will be cancelled but not including 17,618,094 shares issuable upon conversion of the 2006 Series of Convertible Preferred Stock. Common Stock ------------ On March 31, 2008 the Company issued 350,000 shares to a consultant in payment of consulting fees valued at $350,000. The issuance of the shares was considered exempt pursuant to Section 4(2) of the Securities Act of 1933 as amended. On April 1, 2008 the Company issued a total of 3,387,980 shares (as a part of 3,387,980 Units) to a group of non-U.S. citizens for a total investment of $3,387,980. The issuance of the shares was considered exempt pursuant to Section 4(2) of the Securities Act of 1933 as amended. Warrants -------- On April 1, 2008, as a part of the 3,387,980 Units sold to the group of non-U.S. citizens, the Company issued a total of 3,387,980 Common Stock Purchase Warrants, exercisable at $2.00 per share. The issuance of the Warrants was considered exempt pursuant to Section 4(2) of the Securities Act of 1933 as amended. 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. GLOBAL RESOURCE CORPORATION By: /s/ Frank G. Pringle, President ------------------------ April 2, 2008