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
November 12, 2005 333-101960
Date of Report (Date of Commission File Number
earliest event reported)
YUKON GOLD CORPORATION, INC.
(Exact name of registrant as specified in its charter)
Delaware 52-2243048
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification Number)
organization)
347 Bay Street
Suite 408
Toronto, Ontario M5H 2R7
(Address of Principal Executive Offices) (Zip Code)
(416) 865-9790
(Registrant's telephone number, including area code)
Item 3.02 Unregistered Sale of Equity Securities.
Warrant Exercise
On October 18, 2005, Yukon Gold Corporation, Inc. (the
"Company") authorized the issuance of 14,000 common shares
to certain warrant holders in connection with the exercise
of 14,000 outstanding warrants. The aggregate consideration
paid for the shares was $12,000.
Conversion of Promissory Notes
On October 18, 2005, the Company authorized the
issuance of 25,513 common shares and 12,500 warrants in
consideration of the conversion of an outstanding
Convertible Promissory Note of the Company with an
outstanding principal amount of $18,750.00 and accrued
interest in the amount of $384.25.
On October 24, 2005, the Company authorized the
issuance of 34,035 common shares and 16,667 warrants in
consideration of the conversion of an outstanding
Convertible Promissory Note of the Company with an
outstanding principal amount of $25,000.00 and accrued
interest in the amount of $526.03.
On November 9, 2005, the Company authorized the
issuance of 76,525 common shares and 37,500 warrants in
consideration of the conversion of an outstanding
Convertible Promissory Note of the Company with an
outstanding principal amount of $56,250.00 and accrued
interest in the amount of $1,143.49.
Other Commitment to Issue Shares
On August 25, 2005 the Company entered into a
Consulting Agreement with Endeavour Holdings, Inc. with
offices in New York, New York to assist the Company in
raising capital. Under the terms of the agreement the
Company agreed to compensation of 25,000 common shares per
month for a term of six (6) months. Either party may
terminate the Agreement on 30 days prior notice.
Item 3.03 Material Modifications to Rights of Security
Holders.
On October 28, 2005 the Board approved an extension of
the expiry date of warrants to be issued on the conversion
of all outstanding Convertible Promissory Notes. The expiry
of the warrant was changed from June 30, 2006 to the date
that is fifteen (15) months following the conversion date of
each such Convertible Promissory Note. Three of such
Convertible Promissory Notes have been converted as of the
date of this report and are listed in Item 3.02 above. The
outstanding remaining Convertible Promissory Notes are
eligible for conversion in December, 2005 and January, 2006.
Item 5.02 Departure of Directors or Principal Officers;
Election of Directors; Appointment of
Principal Officers.
The Board of the Company invited J. L. Guerra, Jr., a
shareholder of the Company, to fill a vacancy on the Board.
Mr. Guerra accepted this invitation and became a director as
of November 2, 2005, to serve until the next annual meeting
of shareholders.
Mr. Guerra has over twenty years of experience
operating his own businesses in the real estate brokerage,
acquisition and development business in San Antonio, Texas.
Mr. Guerra has acquired and sold industrial buildings,
warehouses, office buildings and raw land for investors and
investment entities. His current projects include
acquisition, planning and development of residential, golf
and resort properties, specifically Canyon Springs in San
Antonio, Texas. Mr. Guerra also has experience with venture
capital projects and has raised substantial capital for
numerous projects in mining, hi-tech and other areas. Mr.
Guerra is 49 years old and lives in San Antonio, Texas.
The Board appointed Paul Gorman to serve as Vice
President of Corporate Development on November 7, 2005.
Since 1995, Mr. Gorman has assist publicly held companies in
developing well-defined marketing programs and raising
capital. From February 1998 to September 2004 he was a
partner or principal shareholder in Vantage Point Capital
and Riverbank Communications, both companies that were
involved in merchant banking and corporate relations.
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.
YUKON GOLD CORPORATION, INC.
Date: November 12, 2005 By: /s/ Lisa Lacroix
Name: Lisa Lacroix
Title: Secretary