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) May 24, 2012


                            INDEPENDENCE ENERGY CORP.
             (Exact name of registrant as specified in its charter)

          Nevada                      000-54323                  20-3866475
(State or other jurisdiction         (Commission               (IRS Employer
      of incorporation)              File Number)            Identification No.)

3020 Old Ranch Parkway, Suite 300, Seal Beach, CA                   90740
   (Address of principal executive offices)                      (Zip Code)

                                 (562) 799-5588
              (Registrant's telephone number, including area code)

                                       n/a
         (Former name or former address, if changed since last report.)

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)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

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

ITEM 1.01 ENTRY INTO MATERIAL DEFINITIVE AGREEMENT

On May 24,  2012  Independence  Energy  Corp.  (the  "Company")  entered  into a
financing  agreement (the "Financing  Agreement") with one investor  pursuant to
which,  the investor will make  available of up to $1,000,000 by way of advances
until May 24, 2013 (the  "Completion  Date") in accordance with the terms of the
Financing Agreement.  The Completion Date may be extended for an additional term
of up to twelve months at the option of the Company or the investor upon written
notice on or before the Completion Date in accordance with the notice provisions
of the Financing Agreement.

Upon receipt of an advance from the  investor  under the terms of the  Financing
Agreement,  the Company will issue to the investor  that number of shares of the
Company  at a  price  equal  90% of the  average  of the  closing  price  of the
Company's common stock, for the five (5) Banking Days immediately  preceding the
date of the advance.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

10.1  Form of Financing Agreement

                                   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.

INDEPENDENCE ENERGY CORP.


/s/ Gregory C. Rotelli
----------------------------------
Gregory C. Rotelli
President and Director
Date: May 24, 2012

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