FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934

For the month of October 2006

Commission File Number:  001-31819

Gold Reserve Inc.
(Exact name of registrant as specified in its charter)

926 W. Sprague Avenue, Suite 200
Spokane, Washington 99201
(Address of principal executive offices)

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

Form 20-F   X    Form 40-F _____

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

Yes          No    X

If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b):  82-____________

Filed with this Form 6-K is the following, which is incorporated herein by
reference:

99.1  Press Release
October 31, 2006

GOLD RESERVE ANNOUNCES PROPOSED AMENDMENTS TO UNLISTED WARRANTS

Certain statements included herein, including those that express management's
expectations or estimates of our future performance or concerning the Brisas
Project, constitute "forward-looking statements" within the meaning of the
United States Private Securities Litigation Reform Act of 1995. Forward-
looking statements are necessarily based upon a number of estimates and
assumptions that, while considered reasonable by management at this time, are
inherently subject to significant business, economic and competitive
uncertainties and contingencies. We caution that such forward-looking
statements involve known and unknown risks, uncertainties and other risks that
may cause the actual financial results, performance, or achievements of Gold
Reserve Inc. to be materially different from our estimated future results,
performance, or achievements expressed or implied by those forward-looking
statements. Numerous factors could cause actual results to differ materially
from those in the forward-looking statements, including without limitation,
concentration of operations and assets in Venezuela; corruption and uncertain
legal enforcement; requests for improper payments; regulatory, political and
economic risks associated with Venezuelan operations (including changes in
previously established legal regimes, rules or processes); the ability to
obtain or maintain the necessary permits or additional funding for the
development of the Brisas Project; in the event any key findings or
assumptions previously determined by us or our experts in conjunction with our
2005 bankable feasibility study (as updated or modified from time to time)
significantly differ or change as a result of actual results in our expected
construction and production at the Brisas Project (including capital and
operating cost estimates); risk that actual mineral reserves may vary
considerably from estimates presently made; impact of currency, metal prices
and metal production volatility; fluctuations in energy prices; changes in
proposed development plans (including technology used); our dependence upon
the abilities and continued participation of certain key employees; and risks
normally incident to the operation and development of mining properties. This
list is not exhaustive of the factors that may affect any of the Company's
forward-looking statements.  Investors are cautioned not to put undue reliance
on forward-looking statements.  All subsequent written and oral forward-
looking statements attributable to the Company or persons acting on its behalf
are expressly qualified in their entirety by this notice. The Company
disclaims any intent or obligation to update publicly these forward-looking
statements, whether as a result of new information, future events or otherwise.


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.

Gold Reserve Inc.
(Registrant)


Date: October 31, 2006
By:   s/ Robert A. McGuinness
Name:    Robert A. McGuinness
Title:   Vice President - Finance & CFO

EXHIBIT INDEX

99.1  Press Release

GOLD RESERVE ANNOUNCES PROPOSED AMENDMENTS TO UNLISTED WARRANTS

Gold Reserve Inc.

NR-06-12

GOLD RESERVE ANNOUNCES PROPOSED AMENDMENTS TO UNLISTED WARRANTS

October 31, 2006 - Gold Reserve Inc. (TSX:GRZ - AMEX:GRZ) announced today
that it has received approval from the Toronto Stock Exchange to amend
certain terms of the 2,680,500 unlisted warrants (the "Warrants") of Gold
Reserve Inc. (the "Company") that were originally issued by the Company on
November 4, 2004.  Subject to the receipt of shareholder approval and the
entering into a supplemental warrant indenture with the warrant agent,
effective at 4:30 p.m. (Toronto time) on November 6, 2006, the expiry date
of the Warrants will be extended to July 31, 2007 and the exercise price
of the Warrants will be amended from Cdn$6.50 to Cdn$6.55.

As the Company will be seeking shareholder approval for the proposed
amendments to the Warrants at the next annual meeting of shareholders
anticipated to take place in the second quarter of next year, the Warrants
will not be exerciseable from 4:30 p.m. (Toronto time) on November 6, 2006
(the date and time of their original expiry) until the date and time
shareholders of the Company authorize the proposed amendments to the
Warrants.  Should the approval of shareholders of the Company not be
obtained, the proposed amendments to the Warrants will not be effective.

Gold Reserve Inc. is a Canadian company, which holds the rights to the Brisas
gold/copper project and the Choco 5 gold exploration property in Bolivar
State, Venezuela.


FOR FURTHER INFORMATION:
Internet - www.goldreserveinc.com
A. Douglas Belanger, President
926 W. Sprague Ave., Suite 200
Spokane, WA 99201 USA
Tel. (509) 623-1500
Fax  (509) 623-1634