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: March 7, 2011 (Date of earliest event reported) AMERILITHIUM CORP. (Exact name of registrant as specified in its charter) Nevada 333-155059 61-1604254 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) Suite 100 297 Kingsbury Grade Lake Tahoe, NV 89449-4470 (Address of principal executive offices (zip code) 702-583-7792 (Registrant's telephone number, including area code) 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 (see General Instruction A.2. below): ___ 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))
2 ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES Pursuant to the financing agreement entered into on March 28, 2010 with Sunrise Energy Investments, Ltd., the registrant issued Sunrise 751,880 restricted common shares pursuant to a drawdown notice requested by the registrant. The common shares were issued on March 7, 2011. The common shares were issued pursuant to an exemption under Section 4(2) of the Securities Act of 1933. Dated: March 11, 2011 AMERILITHIUM CORP. By: /s/Matthew Worrall ------------------ Name: Matthew Worrall Title: Chief Executive Officer