UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


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Form 8-K

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CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)  April 12, 2013

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Commission File Number 333-169554


Rainbow Coral Corporation

(Exact name of small business issuer as specified in its charter)


Florida

27-3247562

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

 

 

495 Grand Blvd., Suite 206

 

Miramar Beach, Florida

32550

(Address of principal
executive offices)

(Zip Code)


Registrant’s telephone number, including area code:  (850) 269-7230


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)

 

 

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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




ITEM 5.01:  CHANGE IN CONTROL OF REGISTRANT


On October 13, 2011, Lou Foxwell, our CEO on that date, sold all of his 9,000,000 shares of Rainbow Coral Corporation (the “Company”) to Glendive Investments, a Polish company, for cash proceeds of $10,000. This transaction represented a change in control of the Company.



SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


Date:  April 12, 2013

Rainbow Coral, Corp.


By:  /s/ Patrick Brown

Patrick Brown

Chairman of the Board

Chief Executive Officer

Principal Financial Officer