Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Bekem Metals Inc., Voting Trust dated April 14, 2006
  2. Issuer Name and Ticker or Trading Symbol
BEKEM METALS INC [BKMM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
170 TCHAIKOVCKY STREET, 4TH FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
05/31/2007
(Street)

ALMATY, 1P 050000
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/31/2007   Z   24,031,880 D (1) $ 0 0 I by Voting Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Bekem Metals Inc., Voting Trust dated April 14, 2006
170 TCHAIKOVCKY STREET, 4TH FLOOR
ALMATY, 1P 050000
    X    
CHERDABAYEV MARAT
2319 FOOTHILL BLVD SUITE 250
SALT LAKE CITY, UT 84109
      former officer & director (2)

Signatures

 /s/ Marat Cherdabayev, as trustee on behalf of Bekem Metals, Inc. Voting Trust dated April 14, 2006   05/31/2007
**Signature of Reporting Person Date

 /s/ Marat Cherdabayev   05/31/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On May 31, 2007, the parties to the Bekem Metals, Inc. Voting Trust dated April 14, 2006 (the "Voting Trust") agreed to terminate the Voting Trust Agreement and the Voting Trust. The common stock held in the Voting Trust was returned to the shareholders who placed it in the Voting Trust. With the termination of the Voting Trust, Mr. Cherdabayev's rights and responsibilities as Trustee of the Voting Trust terminated and Mr. Cherdabayev may no longer be deemed to have voting or investment power over the common stock that was held in the Voting Trust. Mr. Cherdabayev disclaims pecuniary interest in any of the shares that were held in the Voting Trust and this report shall not be deemed an admission that Mr. Cherdabayev was the beneficial owner of the shares held in the Voting Trust for purposes of Section 16 or any other purpose.
 
Remarks:
(2)  This Form 4 is jointly filed by the Voting Trust and Mr.
 Marat Cherdabayev, the Trustee of the Voting Trust.  Mr. Cherdabayev, who has also been serving as the President, CEO and
 Chairman of the Board of Directors Bekem Metals, Inc., tendered his resignation from those positions on May 30, 2007, to
 become effective June 1, 2007.

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