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): ~~August~~ October 1718, 2011

Pavilion Energy Resources, Inc.

(Exact name of registrant as specified in its charter)


Delaware	000-1082431	65-0963621
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

~~674~~138 ~~Via~~East De12300 ~~Valle~~South, ~~Suite~~Ste. ~~210~~C143, ~~Solana Beach~~Draper, CAUtah. ~~92075~~84020 (Address of principal executive offices) (Zip Code)

(~~888~~ 801) ~~205~~830-~~4611~~5464 (Registrant’s telephone number, including area code)

~~261~~674 S.Via ~~Robertson~~De ~~Blvd.~~Valle, ~~Beverly~~Suite ~~Hills~~210, Solana Beach, CA ~~90211~~92075 (Former name or former address, if changed since last report)

––––––––––––––––

Copies to:

~~Gregg~~Harold EP. ~~Jaclin~~Gewerter, Esq.

~~Christine~~Harold ~~Melilli~~P. Gewerter, Esq. Ltd.

~~Anslow~~5440 &W. ~~Jaclin, LLP~~Sahara #105

~~195~~Las ~~Route 9 South~~Vegas, ~~Suite~~NV ~~204~~89146

~~Manalapan,~~(702) ~~New Jersey 07726~~382-1714

(732) 409-1212

––––––––––––––––

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):

o . Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o . Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o . Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o . Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.01 Changes in Control of Registrant

On ~~August~~October 1718, 2011, ~~Placer~~Helen ~~Gold~~Hayes ~~Corporation, Ketzal Sterling, Shae Sterling, Peter Sterling, Zero Carbon Wind Energy Corp, Nina Lskavyaan, Oxford Capital Fund, and Strategic Nine Corp Trust~~ (~~collectively~~ ~~referred to as~~ the “~~Sellers~~Seller”) ~~that~~who ~~are~~is the record or beneficial ~~owners~~owner of a total of one hundred forty one million and six hundred forty five thousand four hundred fifteen (141,645,415) shares of common stock (the “Common Shares”) of Pavilion Energy Resources, Inc., a Delaware corporation (the “Company”), entered into a stock purchase agreement (the “Stock Purchase Agreement”) with ~~Helen~~Taanen, ~~Hayes~~L.P. (the “Purchaser”) for the sale and purchase of the Common Shares.

As a result of the execution of the Stock Purchase Agreement, the Seller sold, 52.88% of the issued and outstanding shares of common stock of the Company to the Purchaser in exchange for $50,000.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

~~Concurrently~~On ~~with~~Oct. ~~the~~25, ~~closing~~2011, ofHelen ~~the Stock Purchase Agreement~~Hayes, ~~Peter Sterling~~ resigned from ~~his~~her positions as the Company’s President, Chief Executive Officer, ~~Treasurer, Secretary,~~ and Chairman of the Board of Directors of the Company.

On ~~August~~Oct. 1725, 2011 ~~a majority of the shareholders of the Company approved the appointment of Helen Hayes~~, ~~and~~ Howard Hayes ~~to the Board of Directors. In addition~~, atresigned ~~such~~from ~~time,~~his ~~Helen~~positions ~~Hayes~~as ~~was appointed~~ the Company’s ~~Chief~~Secretary ~~Executive Officer, Michelle Stewart as Chief Financial Officer~~ and ~~Treasurer, and Howard Hayes as Secretary~~Director.

~~None~~On ofOct. ~~the~~25, ~~appointed~~2011, ~~directors~~Michelle orStewart, ~~officers~~resigned ~~entered~~from ~~into~~her anpositions ~~employment~~as ~~agreement with~~ the Company,’s ~~nor~~CFO ~~will~~and ~~any be compensated for their services as officers or directors of the Company~~Treasurer.

~~The~~On ~~following~~August is17, ~~certain~~2011 ~~biographical~~a ~~and~~majority ~~other~~of ~~information~~the ~~regarding~~shareholders of the ~~newly~~Company approved the appointment of Tamio Stehrenberger to the Board of Directors. In addition, at such time, Tamio Stehrenberger was appointed ~~officers~~the Company’s Chief Executive Officer, President, Secretary, Treasures and ~~directors:~~ CFO.

~~Helen~~None ~~Hayes~~of –the ~~Chief~~appointed ~~Executive~~directors ~~Officer~~or officers entered into an employment agreement with the Company, ~~Director~~nor will any be compensated for their services as officers or directors of the Company.

~~Ms.~~The ~~Helen~~following M.is ~~Hayes,~~certain ~~age75,~~biographical ~~began~~and ~~her~~other ~~career~~information inregarding ~~1954 in Lansing, Mi. with~~ the ~~Pacific~~newly ~~Bell~~appointed ~~and~~officer ~~AT&T telephone companies. Her carrier expanded over 35 years~~ and included her direct involvement with upper management. Her duties included, but were not limited to, development and training of telephone operators, review and observation of up to 25 employee’s monthly performances. Ms. Hayes has been retired since 2007. director:

~~Michelle~~Tamio ~~Stewart~~Lucien –Stehrenberger, ~~Chief~~age ~~Financial~~31, All Officer, ~~Treasurer~~Positions and Sole Director

~~Michelle Stewart, 43, Treasurer and member of the Board of Directors, is a business professional with hands on executive experience in several diversified fields.~~ From ~~June 2006 to August 2011, Ms. Stewart served as a business development consultant with start~~10/06-up4/09 ~~companies~~Founded ~~for internet advertising, online search, search engine optimization, social media, affiliate management~~ and ~~e-commerce. Ms.~~acted ~~Stewart worked~~ as ~~a Vice~~ President ~~of Business Development for Branded Online where she executed~~ and ~~managed~~CEO ~~e-commerce~~of ~~solutions~~Luxe ~~for~~Automotive ~~fashion~~Group, ~~companies~~Inc. ~~Ms.~~, ~~Stewart has served as~~ a ~~strategy~~luxury/exotic ~~consultant~~car ~~for~~leasing ~~Wellness.com~~company ,with ~~building~~locations ~~their~~in ~~online~~Salt ~~directory~~Lake ~~of health care. Prior to 2006~~City, ~~Ms.~~Utah ~~Stewart served as a director~~ and ~~marketing~~Fort ~~consultant for several medium to large sized companies. Ms. Stewart brings to the board extensive experience~~Lauderdale, ~~knowledge~~Florida ~~and~~with ~~understanding~~revenues of ~~the~~$1M ~~information technology sector as well as expertise~~ in ~~identifying~~its ~~business~~first ~~opportunities~~calendar inyear, ~~digital~~and ~~media~~a ~~and~~fleet ~~the~~of ~~internet~~72 vehicles.

2From 4/09-4/11 founded and developed BekoZone.com, which later became MatchTrade.com

~~Howard~~From ~~Hayes~~4/11-present founded –and ~~Secretary~~continually developed MatchTrade.com, ~~Director~~now ready for public beta testing.

~~Mr.~~From ~~Howard J. Hayes~~10/2005-present, ~~44,~~played ~~Secretary,~~hockey ~~and~~at ~~Director,~~the isprofessional alevel ~~San~~for ~~Diego~~the ~~based~~Utah ~~entrepreneur~~Grizzlies, ~~and~~farm ~~Graduate~~team offor ~~San~~the ~~Diego State University’~~NHL's ~~class~~Calgary ~~of ’91 holding a BS degree in Business Administration and Finance~~Flames.

InItem ~~2005, Mr~~9.01 ~~Hayes formed The Sterling~~ Financial ~~Group,~~Statements ~~mortgage brokerage firm in Rancho Santa Fe, Ca. He was directly involved with all aspects of new home purchases, equity lines, remodel, commercial~~ and ~~construction lending~~Exhibits. ~~This included application, loan process, researching client lending qualification and creditability, setting up both title and escrow accounts, and inner office management.~~

In(d) 2007, Mr. Hayes devised a product that offered medical grade teeth whiting to the tanning and spa industries without the application or supervision of a dentist. Since 2009 Mr. Hayes has been directly involved with all aspects of new product design, trademark and parent law, setting up and forming a corporation and working with manufacturing facilities overseas. Mr. Hayes currently holds a patent pending application for an FDA approved, medical grade, home teeth whitening device. Day-to-day activities include, web overview and design, packaging and product design, meeting with potential marketing and infomercial professionals as well as retail vendors, on line retail vendors, and getting new product exposure.Exhibits

~~Item~~The ~~9.01~~following ~~Financial~~exhibits ~~Statements~~are ~~and~~filed ~~Exhibits.~~with this Current Report on Form 8-K:

(d) Exhibits


Exhibit No.		Description
10.1		Form of Stock Purchase Agreement by and between Helen Hayes and Tannen, L.P.
10.2		Officer resignation letter of Michelle Stewart
10.3		Officer and Director resignation letter of Helen Hayes
10.4		Officer and Director resignation letter of Howard Hayes

~~The following exhibits are filed with this Current Report on Form 8-K:~~SIGNATURE

Exhibit No.		Description
10.1		Form of Stock Purchase Agreement by and between Placer Gold Corporation, Ketzal Sterling, Shae Sterling, Peter Sterling, Zero Carbon Wind Energy Corp, Nina Lskavyaan, Oxford Capital Fund, Strategic Nine Corp Trust and Helen Hayes entered into on August 17, 2011.
10.2		Officer and Director resignation letter of Peter Sterling.

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.

3Dated: November 10, 2011

~~SIGNATURE~~Pavilion Energy Resources, Inc. By: /s/ Tamio Stehrenberger Tamio Stehrenberger Chief Executive Officer

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.

Dated: August 24, 2011

Pavilion Energy Resources, Inc. By: /s/ Helen Hayes Helen Hayes Chief Executive Officer

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