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): September 14, 2012 (September 13, 2012)

American Learning Corporation

(Exact name of registrant as specified in its charter)

New York	0-14807	11-2601199
(State or other jurisdiction	(Commission File Number)	(IRS Employer Identification No.)
of incorporation)

One Jericho Plaza, Jericho, New York		11753
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (516) 938-8000

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-4(c))

Item 5.07

Submission of Matters to a Vote of Security Holders.

On September 13, 2012, the Company held its Annual Meeting of Shareholders. At that meeting, shareholders re-elected the five incumbent directors to serve until the next annual meeting of shareholders and until their respective successors have been elected and qualified.

The following table sets forth the final results of the total shares voted on the election of directors:

	For	Withheld	Broker Non- Votes
Gary Gelman	3,040,075	11,858	1,867,682
Edward Elkin	3,051,933	-	1,867,682
Peter Gutmann	3,051,933	-	1,867,682
Joseph Looney	3,051,933	-	1,867,682
Glenda B. Glover	3,051,522	411	1,867,682

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.

	AMERICAN LEARNING CORPORATION

Date: September 14, 2012	By:	/s/ Gary Gelman
	Gary Gelman
	President and Chief Executive Officer

AMERICAN LEARNING Corp 8-K