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):  April 28, 2014


DESERT HAWK GOLD CORP.

(Exact Name of Registrant as Specified in Charter)


Nevada

333-169701

82-0230997

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)


1290 Holcomb Avenue, Reno, NV  89502

(Address of principal executive offices)  (Zip Code)


Registrant’s telephone number, including area code:  (775) 337-8057


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


      .Soliciting material pursuant to Rule 14a-12 under the Exchange Act


      .Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act


      .Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act





Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On April 28, 2014, the board of directors approved the grant of 3,137,066 shares of the Company’s common stock to Rick Havenstrite, a director and President of the Company, pursuant to the Company’s 2008 Stock Option-Stock Issuance Plan, in lieu of unpaid salary of $40,000.










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.


Desert Hawk Gold Corp.




Date:  April 30, 2014

By

/s/ Rick Havenstrite

Rick Havenstrite, President



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