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: ~~August~~January 220, ~~2016~~2017 (Date of earliest event reported)

SILVER DRAGON RESOURCES INC.
(Exact name of registrant as specified in its charter)

0-29657
(Commission File Number)

Delaware	33-0727323
(State or other jurisdiction of	(IRS Employer Identification No.)
incorporation or organization)

200 Davenport Road
Toronto, Ontario, M5R 1J2
(Address of Principal Executive Offices) (Zip Code)

(416) 223-8500
(Registrant's telephone number, including area code)

Not Applicable
(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:

[ ] 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 -4c))

Item 15.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement~~Officers; Election of Directors; appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As On ~~previously~~January ~~reported~~25, on2017, athe ~~Form~~Board ~~8-K~~of Directors ~~that~~of ~~was~~Silver ~~filed~~Dragon ~~with~~Resources Inc. (the ~~Securities~~ ~~and~~“Company”) ~~Exchange~~appointed ~~Commission~~Moe onWortzman as ~~April~~a ~~12,~~director ~~2016~~of (the ~~“April~~Company. ~~12,~~Since ~~2016~~1987 ~~8-K”)~~Mr. Wortzman has been a Director, onChief ~~April~~Executive 7,Officer ~~2016,~~and ~~Silver~~President ~~Dragon~~of ~~Resources,~~Heritage ~~Inc.~~Trust Company, a ~~Delaware~~stock transfer ~~corporation~~firm. ~~(the “Company”)~~Mr. ~~entered~~Wortzman ~~into~~was aappointed ~~Settlement~~to ~~and~~fill ~~Securities~~the ~~Purchase~~vacancy ~~Agreement~~on (the Board of ~~“Agreement”)~~Directors ~~with~~created ~~Tonaquint,~~by ~~Inc.~~the aresignation ~~Utah~~of ~~corporation~~Charles ~~(the~~McAlpine, ~~“Investor”)~~who resigned for personal reasons.

~~Under~~ There ~~the~~is ~~Agreement~~no ~~the~~understanding ~~Company and the Investor agreed that,~~or ~~upon~~arrangement ~~the~~between ~~mutual~~Mr. ~~agreement~~Wortzman ofand ~~both~~any ~~parties,~~other ~~Investor~~person ~~may make additional investments~~ pursuant to awhich ~~Secured convertible Promissory Note (the “Additional Note”)~~Mr. Wortzman Onwas ~~August~~appointed 2,as ~~2016, the Investor purchased an Additional Note having~~ a ~~principal~~ ~~amount~~member of ~~$170,000~~the ~~for~~Board ~~$150,000,~~of ~~which~~Directors. ~~reflected~~Mr. aWortzman ~~$15,000 original~~does ~~issue~~not ~~discount~~have ~~for~~any ~~the~~family ~~Additional~~relationship ~~Note~~with ~~and~~any $5director,~~000~~ ~~that~~executive ~~the~~officer ~~Company~~or ~~paid towards~~person ~~Investor’s~~nominated ~~legal~~or ~~fees,~~chosen ~~accounting~~by ~~costs,~~us ~~due~~to ~~diligence~~become ~~and~~a ~~other~~director ~~costs~~or ~~incurred in~~executive ~~connection with the purchase and sale of the Additional Note~~officer.

~~The~~Item Additional Note is secured by a security agreement whereby the company granted Investor a security interest in all of its assets in favor of the Investor to secure the Company’s performance of its obligations under the Additional Note and a Pledge Agreement whereby the Company pledged all of its right, title and interest in and to the equity interest held by the Company in Sanhe Sino-Top Resources & Technologies, Ltd, (“Sino-Top”) a Chinese foreign cooperative joint venture to secure the performance of the Company’s obligations under the Additional Note and Additional Notes8.01 ~~The~~Other ~~Additional Note provides for customary events of default, including, but not limited to, cross defaults to specified other debt of the Company and its subsidiaries~~Events. The Investor, pursuant to the terms of the Additional Note, is subject to an ownership limitation of 9.99% (the “Limitation”). If the lender comes to beneficially own a number of the Company’s shares in excess of 9.99%, the Company must not issue to Investor shares of Common Stock which would excess the Limitation. The material terms of the Agreement, the Security Agreement and the Pledge Agreement were reported in the April 12, 2016 8-K.

~~The~~ On ~~Additional~~January ~~Note~~20, ~~carries~~2017, anthe ~~annual~~Company entered ~~interest~~into ~~rate~~a Memorandum of ~~12%~~Understanding Relating to the Equity Transfer of Sanhe Sino-Top Resources & Technologies, Ltd. ~~The~~(the “MOU”). Pursuant to the ~~Investor~~MOU ~~may~~the ~~convert~~Company has agreed to sell all of the ~~Additional~~20% ~~Note~~equity atinterest ~~any~~owned ~~time~~by ~~beginning~~it ~~January~~in Sanhe 2Sino-Top Resources & Technologies, ~~2017~~Ltd (the “Target Company”) to ~~and~~Beijing ~~until~~Shengda Industrial Group Ltd. (the ~~outstanding~~“Purchaser”). ~~balance~~The purchase price for the Target Company will be based on the ~~Note~~evaluation isresult ~~paid~~of inthe ~~full~~Dadi mining rights (excluding any liabilities) issued by two independent appraisers appointed by the parties. The ~~maturity~~purchase ~~date~~price of the Target Company shall be equivalent to the valuation result of the ~~Additional~~appraiser ~~Note~~appointed isby ~~February~~the ~~28,~~Company plus ~~2017~~the (valuation result of the ~~“Maturity~~appraiser ~~Date”)~~appointed by the Purchaser divided by 2 multiplied by 20%.

The ~~conversion~~parties ~~price~~agree ~~for~~to each ~~Lender Conversion (as defined~~select ~~below)~~one ~~shall~~of ~~be $0.015 (~~the ~~“Lender~~big ~~Conversion~~four ~~Price”).~~international ~~However,~~accounting infirms ~~the event the Company’s Market Capitalization~~ (asDeloitte, ~~defined in the Additional Note) falls~~Pricewaterhouse ~~below $4~~Coopers,~~000,000.00~~ atErnst ~~any~~& ~~time,~~Young ~~then~~and ~~in such event (a~~KPMG) ~~the Lender Conversion Price for all conversions by the Investor occurring after the first date of such occurrence shall equal the lower of the Lender Conversion Price or the Market Price (~~as ~~defined in~~ the ~~Additional~~independent ~~Note)~~appraiser as of ~~any applicable date of conversion, and (b)~~ the ~~true-up provisions of the promissory note shall apply to~~Dadi ~~all~~mining ~~Lender Conversions that occur after the first date the Market Capitalization falls below $4,000,000~~rights.~~00.~~

~~Beginning~~ The onrelevant ~~December~~firms ~~31,~~should complete ~~2016~~the ~~and~~evaluation onin ~~the~~cooperation ~~same~~with ~~day~~mining ofrights ~~each~~assessment ~~month~~organizations ~~thereafter~~qualified ~~until~~for ~~the~~prospecting ~~Maturity~~and ~~Date~~mining ~~(each,~~rights anassessment ~~“Installment Date”), if~~in ~~paying~~accordance inwith ~~cash,~~ the ~~Company~~People’s ~~shall~~Republic ~~pay~~of toChina ~~the~~(“PRC”) ~~Investor~~laws ~~the~~with ~~applicable~~respect ~~Installment~~to the ~~Amount~~assets ~~due~~evaluation onand ~~such~~the ~~date~~guidance ~~and~~of ifevaluating ~~paying~~the inmining ~~Installment~~rights. ~~Conversion~~The ~~Shares (as~~Parties ~~defined below)~~must, ~~the~~by ~~Company~~March ~~shall~~5, ~~deliver~~2017, ~~such~~appoint ~~Installment~~the ~~Conversion~~independent ~~Shares~~appraisers, ~~on or~~and ~~before~~formally sign the ~~delivery~~appointment ~~date.~~agreement Aswith ~~used in~~ the ~~Installment~~independent ~~Amount means $55,000~~appraisers.

~~Payments~~ The ofParties ~~each~~agree ~~Installment~~to ~~Amount~~require ~~may be made (a) in cash, or (b) by converting such Installment Amount into shares of Common Stock (“Installment Conversion Shares,” and together with~~ the ~~Lender Conversion~~ ~~Shares,~~appointed ~~the~~independent ~~“Conversion~~appraisers ~~Shares”)~~to ~~(each~~submit ~~an “Installment Conversion”) per~~ the ~~following~~ ~~formula:~~formal ~~the~~independent ~~number of Installment Conversion Shares equals the~~valuation ~~portion~~reports ofsetting ~~the~~out ~~applicable Installment Amount being converted divided by~~ the ~~Installment~~ ~~Conversion~~valuation ~~Price,~~results orwithin ~~(c)~~60 bydays ~~any combination~~ of ~~the~~March ~~foregoing~~5, ~~so long~~2017 ~~as the cash is delivered to Lender on the applicable Installment Date~~ and the ~~Installment~~Parties ~~Conversion~~agree ~~Shares are delivered~~ to ~~Lender~~exchange ~~on or before~~ the ~~applicable~~ ~~delivery~~valuation ~~date.~~reports ~~Notwithstanding~~within ~~the foregoing, the Company will not be entitled to elect an Installment Conversion with respect to any portion of any applicable Installment Amount and shall be required to pay the entire Amount of~~ such ~~Installment Amount in cash if on the applicable Installment Date there is Equity Conditions Failure (as defined in the Additional Note), and such failure is not waived in writing by Investor~~period.

On The ~~the~~Parties ~~date~~agree that ~~is twenty trading days (a “True-Up Date”) from each date that~~ the ~~Installment Conversion Shares delivered by the Company to the~~ ~~Investor~~Valuation ~~become cleared for resale by any applicable compliance departments~~ of the ~~Investor’s~~Dadi ~~brokerage~~mining ~~firm~~rights ormust ~~clearing~~reflect ~~firm~~its ~~and~~value ~~such~~as ~~shares have~~at ~~been~~1 ~~deposited~~March, ~~in such clearing firms account for the benefit of the~~2017. ~~Investor,~~Each ~~there~~Party shall bebear ~~a true-up where~~ the ~~Company~~costs ~~shall~~incurred ~~deliver~~in ~~to Lender additional Installment Conversion Shares (“True-Up Shares”) if~~ the ~~Installment Conversion~~appointment ~~Price as~~ of ~~the~~its ~~True-Up Date is less than the Installment Conversion~~independent ~~Price used in the applicable installment notice. In such event~~appraiser, the Company shall deliver to investor within three trading days of the True-Up Date a number of True-Up Shares equal to the difference between the number of Installment Conversion Shares that would have been delivered to Investor on the True-Up Date based on the Installment Conversion Price as of the True-Up Date and the number of Installment Conversion Shares originally delivered to Investor pursuant to the applicable installment noticerespectively.

~~-2-~~ Both Parties must sign an Equity Transfer Agreement (as defined in the MOU) to transfer the Target Equity Interests from the Company to the Purchaser within five working days from the date of exchange of the formal evaluation report. The MOU is subject to the approval of the board of directors of the Company and the Purchaser.

~~Upon the sale by Company of all equity interests held by the Company in Sino~~-~~Top,~~2- ~~the Investor may cause the Company to repay its outstanding balance on promissory notes held by the Investor or redeem Additonal Note at the Redemption Value (as defined in the Additional Note).~~

~~The~~ Once ~~foregoing~~the ~~descriptions~~Company transfers the Target Equity Interests to the Purchaser by completing the change of business registration according to the ~~Additional~~agreement ~~Note~~of ~~are~~Equity ~~qualified~~Transfer Agreement and the inforeign ~~their~~exchange ~~entirety~~administration byapproval ~~reference~~and/or tofiling procedures involved in the ~~full~~overseas ~~text~~payment ofhave been completed, the ~~Additional~~Purchaser ~~Note~~must ~~which~~immediately iseffect ~~attached~~the astransfer anof ~~exhibit~~all tothe ~~this~~purchase ~~current~~price ~~Report~~to ona ~~Form~~bank ~~8-K~~account ~~and~~to ~~which~~be ~~are~~designated by the ~~incorporated~~Company ~~herein~~in byone ~~reference~~lump sum transfer from the escrow.

In On ~~connection~~January ~~with~~25, ~~the foregoing~~2017, the Company ~~relied upon the~~’s ~~exemption~~Board ~~from~~of ~~securities~~Directors ~~registration~~ratified ~~provided by Section 4(a)(2) under~~ the ~~Securities~~ ~~Act of 1933, as amended, for transactions not involving a public offering~~MOU.

~~Item~~ The ~~2.03~~forgoing ~~Creation~~description of athe MOU ~~Direct~~is ~~Financial~~qualified ~~Obligation~~in orits anentirety ~~Obligation~~by ~~under~~reference anto ~~Off-Balance~~the ~~Sheet~~full ~~Arrangement~~text of the Agreement a ~~Registrant~~copy of which is attached as an exhibit to this Current Report and which is incorporated by reference.

~~The~~ In ~~information~~addition ~~provided~~to the above and separate from the MOU, the Company intends to engage the audit firm chosen in connection ~~response~~with the MOU to ~~Item~~assist ~~1.01~~the ofCompany ~~this~~in resolving all outstanding ~~report~~accounting isissues ~~incorporated~~in byorder ~~reference~~for ~~into~~the ~~this~~company ~~Item~~to ~~2.03.~~once again become fully reporting.

Item 39.0201 ~~Unregistered~~Financial ~~Sales~~Statements ofand ~~Equity Securities~~Exhibits.

~~The~~(d) ~~information provided in response to Item 1.01 of this report is incorporated by reference into this Item 3.02.~~ Exhibits

Item 9.01 Financial Statements and Exhibits

Exhibit No.	Description

10.1	Memorandum of Understanding Relating to the Equity Transfer of Sanhe Sino- Top Resources & Technologies, Ltd.

~~(d)~~-3- ~~Exhibits~~

Exhibit Number	Description
4.1	Secured Convertible Promissory Note

SIGNATURES

~~-3-~~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.

SIGNATURES

	SILVER DRAGON RESOURCES INC.

Date: January 25, 2017	/s/ Marc Hazout
	By: Marc Hazout, President & CEO

~~Pursuant~~-4- ~~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.~~

	SILVER DRAGON RESOURCES INC.
Date: August 4, 2016	/s/ Marc Hazout
	By: Marc Hazout, President & CEO

-4-

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