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)
February
9, 2010 (February 8, 2010)
LAKE
VICTORIA MINING COMPANY, INC.
(Exact
name of registrant as specified in its charter)
NEVADA
(State or
other jurisdiction of incorporation)
000-53291
(Commission
File No.)
1781
Larkspur Drive
Golden,
CO 80401
(Address
of principal executive offices and Zip Code)
(303)
526-5100
(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):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
3.02
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UNREGISTERED
SALE OF EQUITY SECURITIES
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On February 8, 2010, we sold 750,000
restricted shares of common stock to Heidi Kalenuik, one of our officers and
directors, in consideration of $150,000. Further, we granted Ms.
Kalenuik the right to acquire an additional 750,000 shares of common stock at an
exercise price of $1.25 per share. We sold the foregoing securities
to Ms. Kalenuik pursuant to the exemption from registration contained in
Regulation S of the Securities Act of 1933, as amended. The foregoing
transaction took place outside the United States and Ms. Kalenuik is a non-US
person.
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.
Dated this 9th day
of February, 2010.
LAKE
VICTORIA MINING COMPANY, INC.
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BY:
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HEIDI
KALENUIK
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Heidi
Kalenuik
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Secretary,
Treasurer and a member of the Board of
Directors
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