UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 27, 2011

HELIX WIND, CORP.
(Exact Name of Registrant as Specified in Its Charter)

Nevada
(State or Other Jurisdiction of Incorporation)

000-52107
(Commission File Number)
20-4069588
(IRS Employer Identification No.)

13125 Danielson Street, Suite 104
Poway, California 92064
 (Address of Principal Executive Offices, Zip Code)

(619) 501-3932
(Registrant's Telephone Number, Including Area Code)

-----------------------------------------------------------------------
 (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 (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))
 
 
 



Item 2.04.
Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

On October 27, 2011, Helix Wind, Corp. (the “Company”) received a notice from St. George Investments, LLC, a Illinois limited liability company (“St. George”) notifying the Company that a second default had occurred under the following Convertible Secured Promissory Notes made by the Company in favor of St. George (the “Notes”):

 

Date of Note
Principal Amount of Note
Default
July 1, 2011
$72,500
Minimum share price/volume not met
July 15, 2011
$65,000
Minimum share price/volume not met
August 1, 2011
$65,000
Minimum share price/volume not met
August 15, 2011
$65,000
Minimum share price/volume not met
July 28, 2011
$49,297
Minimum share price/volume not met

As a result of the second defaults for each note listed above, the note balance for each was increased by another 25% as a result.

Reference is made to the Company’s Current Reports on Form 8-K that was filed with the SEC July 6, 2011 and the exhibits of that report, for a complete description of the terms and conditions of the Notes and related financing.

 

 
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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.

HELIX WIND, CORP.

By:           /s/ James Tilton
Name:      James Tilton
Title:        President

Date:  November 10, 2011

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