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

June 9 2011
Date of Report (Date of earliest event reported)

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

Yukon Territory, Canada              001-31819                                                NA
        (State or other jurisdiction                          (Commission                                                       (IRS Employer
                 of incorporation)                                     File Number)                                                   Identification No.)

 
926 West Sprague Ave, Suite 200, Spokane, Washington 99201
(Address of principal executive offices) (Zip Code)

509-623-1500
Registrant’s telephone number, including area code

 

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 5.07.  Submission of Matters to a Vote of Security Holders.
 
Gold Reserve Inc. held its 2011 Annual Meeting of Shareholders on June 9, 2011 (the “Annual Meeting”).  The following are the results of the matters voted upon by the shareholders at the Annual Meeting:

| | | Outcome of Vote | Votes For | Votes Withheld | Abstain

1.

Election of Directors to serve until the next Annual Meeting or until their successors are elected and have qualified;
 
The election of:

| Rockne J. Timm | | FOR | 15,761,019 | 254,230 |
| A. Douglas Belanger | | FOR | 15,915,282 | 99,967 |
| James P. Geyer | | FOR | 15,065,912 | 949,337 |
| James H. Coleman | | FOR | 15,054,612 | 960,637 |
| Patrick D. McChesney | | FOR | 15,724,518 | 290,731 |
| Chris D. Mikkelsen | | FOR | 15,729,716 | 285,533 |
| Jean Charles Potvin | | FOR | 13,867,292 | 2,147,957 |

2.

Appointment of Auditor
The appointment of PricewaterhouseCoopers LLP as auditor until the close of the next annual meeting or until a successor is appointed.

FOR

32,159,326

347,481

46,201

There were no broker non-votes for either of the matters listed above.
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date:  June 10, 2011

 
GOLD RESERVE INC.

By: /s/ Robert A. McGuinness
Robert A. McGuinness
V.P. Finance and Chief Financial Officer