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                     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): May 3, 2004



                           AMERITYRE CORPORATION
                       ----------------------------
        (Exact name of registrant as specified in its charter)


          NEVADA                    33-94318-C             87-0535207
---------------------------- -----------------------  --------------------
(State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
 of incorporation)



                1501 Industrial Road, Boulder City, Nevada  89005
                -------------------------------------------------
                     (Address of principal executive office)


Registrant's telephone number, including area code: (702) 294-2689
                                                    --------------













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                          ITEM 5. OTHER EVENT


Effective May 3, 2004, Amerityre Corporation (the "Company") entered into a
Manufacturing and Distribution License Agreement and related agreements
(collectively, the "Agreement") with Liberty Circle S.A., a Panamanian
corporation. Liberty Circle is part of a business consortium that is designing
and building a high-tech industrial development and manufacturing park in
Panama. The Agreement is dependent upon Liberty Circle obtaining funding
totaling approximately $6.5 million dollars within 120 days of the execution
date of the Agreement.

Subject to Liberty Circle obtain the necessary funding commitment, the
Agreement provides an exclusive license for Liberty Circle to manufacture and
market certain of Amerityre's polyurethane foam Flatfree[TM] tire products
(the "Products")in Latin America.   The Agreement also includes provisions for
the Company to produce and install the necessary manufacturing equipment for
the Products, and to supply the proprietary chemical systems needed for
Liberty Circle to produce the Products. The exclusivity of the license is
dependent on Liberty Circle meeting annual minimum purchase requirements for
the purchase of chemical systems from the Company once the installation of the
manufacturing equipment is completed and production commences. The parties
anticipate that it will take approximately 9 to 12 months from funding to have
the manufacturing equipment installed and ready to produce Products.

In addition to the above, the Company has committed to design and develop
moped, motor scooters and motorcycle tires to be produced by Liberty Circle
for the Latin American marketplace.  In connection with the Agreement, the
Company will also provide Liberty Circle with equipment setup, training and
manufacturing support.









                                   SIGNATURES

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

                                       AMERITYRE CORPORATION



Date: May 3, 2004                   /S/ Richard A. Steinke, C.E.O.