UNITED STATES



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):     October 26, 2011




ATHENA SILVER CORPORATION

(Exact Name of Registrant as Specified in its Charter)



       Delaware       

       _000-51808         

    90-0158978    

(State or other jurisdiction
of incorporation)

Commission File
Number

(I.R.S. Employer Identification number)



2010 A Harbison Drive # 312, Vacaville, CA  95687
(Address of principal executive offices)                    (Zip Code)


Registrant's telephone number, including area code:   (707)  884-3766  


______________________________________________________

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



___

Written communications pursuant to Rule 425 under the Securities Act

___

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

___

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

___

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












ITEM 2.03

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBGLIATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT


        Effective October 26, 2011, the Board of Directors of Athena Silver Corporation (the “Company”) issued a Promissory Note evidencing  a loan by John D. Gibbs (the “Lender”) in the original principal amount of $50,000.    Interest will accrue on the outstanding balance of the Promissory Note at 6% per annum.  The Promissory Note is due in full on or before December 31, 2012.   The Promissory Note is unsecured.


        Effective November 15, 2011, the Board of Directors of Athena Silver Corporation (the “Company”) issued a Promissory Note evidencing  a loan by John D. Gibbs (the “Lender”) in the original principal amount of $50,000.   Interest will accrue on the outstanding balance of the Promissory Note at 6% per annum.  The Promissory Note is due in full on or before December 31, 2012.  The Promissory Note is unsecured.




ITEM 9.01:     FINANCIAL STATEMENTS AND EXHIBITS


 

(c)

Exhibit

 

 

 

 

 

Item

Title

 

 

 

 

99.1

Promissory Note dated October 26, 2011 to John D. Gibbs

 

99.2

Promissory Note dated November 15, 2011 to John D. Gibbs






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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 thereunto duly authorized.



 

Athena Silver Corporation

 

 

Date:  December 30, 2011

By:  __/s/ John C. Power_

John C. Power, President

 

 





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