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) July 22, 2011

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 Number)

Not Applicable

(IRS Employer Identification No.)

Suite 810 – 675 West Hastings Street, Vancouver, British Columbia V6B 1N2

(Address of principal executive offices and Zip Code)

(604) 681-9635

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report)

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))


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Item 1.01 Entry into a Material Definitive Agreement.

Pursuant to share purchase agreements dated July 22, 2011, the Company has agreed to sell an aggregate of 2,200,000 of common shares of Otterburn Ventures Inc. (“Otterburn”) to private purchasers unrelated to the Company at a price of $0.10 per share on September 22, 2011. The Company received these shares from Otterburn pursuant to four option and joint venture agreements dated May 6, 2011 between Otterburn and the Company regarding four Tanzanian properties, all of which were terminated on July 8, 2011. The shares were sold to investors that represented that they were each not a U.S. person as such term is defined in Regulation S of the Securities Act of 1933.

Item 2.01 Completion of Acquisition or Disposition of Assets.

The disclosure in Item 1.01 of this Current Report on Form 8-K is responsive to this item and is hereby incorporated 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.

LAKE VICTORIA MINING COMPANY, INC.

 

By: /s/ David Kalenuik  
  David Kalenuik  
Chief Executive Officer    
  Dated: July 28, 2011