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): March 16, 2007 PRIME RESOURCE, INC. (Exact name of registrant as specified in its charter) UTAH 333-88480 #04-3648721 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification Number) 1245 East Brickyard Road, Suite 590, Salt Lake City, UT 84106 (Address of Principal Executive Offices) (Zip Code) (801) 433-2000 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: [] 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 1.01. Entry Into A Material Definitive Agreement On March 16, 2007, Prime Resource, Inc. ("Prime"), entered into a Second Amendment to the Agreement and Plan of Merger (the "Second Amendment") with Prime Acquisition, Inc., a wholly-owned subsidiary of Prime ("Merger Sub") and Broadband Maritime Inc. ("Broadband Maritime"). The Amendment amends the Agreement and Plan of Merger, dated as of January 15, 2007 among Prime, Merger Sub and Broadband Maritime, as amended by the First Amendment to the Agreement and Plan of Merger, dated February 13, 2007, (the "Merger Agreement"), as further set forth in the Second Amendment to change the Closing Date to as soon as practicable on or before March 31, 2007. Forward Looking Statements Safe Harbor Statements under The Private Securities Litigation Reform Act of 1995: This report contains forward-looking statements, including statements regarding expectations for the acquisition of Broadband Maritime. Such statements are subject to certain risks and uncertainties, and actual circumstances, events or results may differ materially from those projected in such forward-looking statements. Factors that could cause or contribute to differences include, but are not limited to, the risk that the merger transaction may not be completed by April 30, 2007, or at all; risks related to the inability to obtain, or meet conditions imposed for, governmental and other approvals of the transaction; and risks related to any uncertainty surrounding the transaction. We caution investors not to place undue reliance on any forward-looking statements. We do not undertake, and specifically disclaim any obligation, to update or revise such statements to reflect new circumstances or unanticipated events as they occur. EXHIBITS: 2. Second Amendment to Agreement and Plan of Merger, dated March 16, 2007. 99. Press Release, dated March 19, 2007 2 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 hereunto duly authorized. PRIME RESOURCE, INC. Date: March 16, 2007 /s/ Terry M. Deru --------------------------- Terry M. Deru President 3