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): January 4, 2011


FULLCIRCLE REGISTRY, INC.
(Exact name of registrant as specified in its charter)


NEVADA

 

333-51918

 

87-0653761

(State of or other jurisdiction

 

(Commission

 

(I.R.S. Employer

of incorporation)

 

File Number)

 

Identification No.)

 

161 Alpine Drive, Shelbyville, Kentucky

 

40065

(Address of principal executive offices)

 

(zip code)

 

Registrant’s telephone number, including area code: (502) 410-4500


________________________________________________
(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 3.02 Unregistered Sales of Equity Securities.


On December 30, 2010, FullCircle Registry, Inc. (the “Registrant”) issued an aggregate of 4,814,891 shares of common stock at the issuance price of $.04 per share to certain officers, directors and note holders in consideration for the satisfaction of certain installments due under notes payable in the amount of $102,963 and interest accrued thereon in the amount of $89,630. The shares were issued pursuant to the registration exemption afforded the Registrant under Section 4(2) of the Securities Act of 1933, as amended, due to the fact that the issuance did not involve a public offering of securities and was made to officers, directors and note holders of the Registrant.


 

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.


 

FULLCIRCLE REGISTRY, INC.

Dated: January 4, 2011

By

/s/ Norman L. Frohreich

 

 

Norman L. Frohreich

 

Its: President and CEO