UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
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) January 28, 2011 (January 25,
2011)
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URANIUM
308 CORP.
(Exact
name of registrant as specified in its
chapter)
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Nevada
(State
or other jurisdiction
of
incorporation
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000-52476
(Commission
File
Number)
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33-1173228
(IRS
Employer
Identification
No.)
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2808 Cowan Circle
Las Vegas, NV
(Address
of principal executive offices)
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89102
(Zip
Code)
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Registrant's telephone number, including area
code (866)
892-5232
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N/A
(Former
name or former address, if changed since last
report)
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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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o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
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o
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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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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17
CRF 240.13e-4(c))
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ITEM
3.02. UNREGISTERED SALES OF EQUITY SECURITIES
On
January 25, 2011, we issued 1,000,000 shares of our common stock to an entity in
Florida pursuant to a Securities Settlement Agreement, dated effective November
12, 2010, entered into with the entity in Florida at a price of $0.01 per share
resulting in the elimination of $10,000 of indebtedness on our
books. We believe that the issuance is exempt from registration under
Section 4(2) of the Securities Act of 1933, as amended.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d)
Exhibits
| Exhibit No. | Description of Exhibit |
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99.1(1)
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Form
of Securities Settlement
Agreement
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Notes:
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(1)
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Previously
filed as Exhibit 99.4 to the Form 10-Q filed with the SEC on November 22,
2010, and incorporated herein by
reference.
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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
28, 2011
| URANIUM 308 CORP. | |||
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By:
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/s/ Dennis Tan | |
| Name: | Dennis Tan | ||
| Title: | President and a Director | ||