UNITED STATES



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 8-K/A-1

CURRENT REPORT


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



Date of Report (Date of earliest event reported):     March 18, 2012




ATHENA SILVER CORPORATION

(Exact Name of Registrant as Specified in its Charter)



       Delaware       

       _000-51808         

     25-1909408     

(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 March 18, 2012, Athena Silver Corporation (the “Company”) issued a Promissory Note evidencing  a loan by John D. Gibbs (the “Lender”) in the original principal amount of $125,000.   The Promissory Note is due in full upon demand and is unsecured.  



ITEM 9.01:     FINANCIAL STATEMENTS AND EXHIBITS


 

(c)

Exhibit

 

 

 

 

 

Item

Title

 

 

 

 

99.1

Promissory Note dated March 18, 2012 to John D. Gibbs*

 

 

 

* Incorporated by reference as an Exhibit to Form 8-K as filed with the Commission March 23, 2012.





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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:  March 23, 2012

By:  __/s/ John C. Power_

John C. Power, President

 

 





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