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EX-10.1 - STOCK REPURCHASE AGREEMENT - CANYON COPPER CORP.exhibit10-1.htm

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

October 20, 2011
Date of Report (Date of earliest event reported)

CANYON COPPER CORP.

(Exact name of registrant as specified in its charter)

N/A
(Former name or former address if changed since last report)

NEVADA 000-33189 88-0454792
(State or other jurisdiction of (Commission File Number) (IRS Employer Identification No.)
incorporation)    

Suite 408 - 1199 West Pender Street  
Vancouver, BC, Canada V6E 2R1
(Address of principal executive offices) (Zip Code)

(604) 331-9326
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:

____    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))


SECTION 1 – REGISTRANT’S BUSINESS AND OPERATIONS

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On October 20, 2011, Canyon Copper Corp. (the “Company”) entered into a stock repurchase agreement (the “Agreement”) with the liquidators of Langley Park Investment Trust plc (“Langley Park”) whereby the Company agreed to repurchase 500,000 Series A 0% Convertible Preferred Stock of the Company (the “Preferred Stock”) that was previously issued to Langley Park in 2004. In consideration for Langley Park surrendering the Preferred Stock to the Company for cancellation, the Company has agreed to pay Langley Park USD $15,000.

The Company anticipates that the closing of this transaction will occur on or before October 31, 2011.

The above summary is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit Number Description of Exhibit
   
10.1 Stock Repurchase Agreement dated October 20, 2011 between Canyon Copper Corp. and Langley Park Investment Trust plc.

SIGNATURE

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.

  CANYON COPPER CORP.
Date: October 26, 2011    
  By: /s/ Anthony Harvey
     
    Anthony Harvey
    Chief Executive Officer

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