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 reported): June 22, 2012

                        Commission File Number 001-33933


                         EXPLORE ANYWHERE HOLDING CORP.
             (Exact name of registrant as specified in its charter)

            Nevada                                               88-0319470
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

6150 West 200 South, #3, Wabash, Indiana                           46992
(Address of principal executive offices)                         (Zip Code)

                                  877.539.5644
              (Registrant's telephone number, including area code)

ITEM 3.02 - UNREGISTERED SALES OF EQUITY SECURITIES

     On June 18, 2012,  Explore Anywhere Holding Corp. (the "Company")  issued a
total  of  2,000,000  shares  of its  common  stock  in  consideration  for  the
cancellation  of  $100,000 of  principal  of three (3)  outstanding  convertible
promissory notes (the "Notes").  The Notes were held by Amalfi Coast Capital and
by their terms gave the holder thereof the right to convert the principal amount
thereof  into  shares  of the  Company's  common  stock at the rate of $0.05 per
share.  On June 14, 2012, the Company  received notice from Amalfi Coast Capital
of its  election  to convert  the  principal  amount of the Notes,  which  total
$100,000, into shares of the Company's common stock and the Company approved the
issuance of the shares on June 18, 2012. The accrued and unpaid  interest on the
Notes was not converted and still remains due and payable.

ITEM 5.02 - COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

     On June 18,  2012,  the  Company  entered  into a  Restricted  Stock  Award
Agreement  with its  President  and CEO,  Bryan  Hammond,  pursuant to which the
Company agreed to issue 1 million shares of its common stock to Mr. Hammond. The
shares are restricted and are subject to a substantial risk of forfeiture.

     The stock award is subject to a vesting  schedule  whereby  twenty  percent
(20%) of the stock award vests for every $1 million in revenue  that the Company
receives.  The stock award is also subject to the  continued  employment  of Mr.
Hammond by the Company in an executive capacity.

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange of 1934, the registrant
has caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.

DATE: June 22, 2012

EXPLORE ANYWHERE HOLDING CORP.



By: /s/ Bryan Hammond
   ---------------------------------
Name:  Bryan Hammond
Title: President