UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
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Washington,
D.C. 20549
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FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
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Date
of Report (Date of earliest event reported): December 29,
2010
GENERAL
METALS CORPORATION
(Exact
name of Registrant as specified in its charter)
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Delaware
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000-30230
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65-0488983
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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615
Sierra Rose Drive, Suite 1, Reno NV 89511
(Address
of principal executive offices and zip code)
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Registrant’s
telephone number, including area code: (775) 583-4636
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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:
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¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨ 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))
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Item
3.02 Unregistered Sales of Equity Securities
On
December 29, 2010, the Company issued an aggregate of 7,325,000 units at a
purchase price of $0.04 per unit for gross proceeds of $293,000 to six (6)
subscribers. Each unit consists of one share of common stock and one
non-transferable common share purchase warrants, each warrant exercisable for a
period of twelve months at an exercise price of $0.075. All six
subscribers are U.S. persons (as that term is defined in Regulation S of the
Securities Act of 1933 (the “Securities Act”)) relying upon the exemption from
registration requirements as provided in Section 4(2) of the Securities Act and
Section 506 of Regulation D thereunder.
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:
January 5, 2011
GENERAL METALS CORPORATION | |||
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By:
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/s/ Daniel J. Forbush | |
Name: | Daniel J. Forbush | ||
Title: | CEO, CFO and Director | ||