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 reported) October 522, ~~2012~~2013

~~Date~~aurora ofgold ~~Report~~coporation (~~Date~~Exact name of ~~earliest~~registrant ~~event~~as ~~reported~~specified in its chapter)

Aurora Gold Corporation

Delaware

(State or other jurisdiction

of incorporation)

000-24393

(Commission File Number)

13-3945947

(I.R.S. Employer Identification No.)

c/o Coresco AG, Level 3,

Gotthardstrasse 20, Zug, Switzerland

(Address of principal executive offices)

6304

(Zip Code)

~~(Exact~~Registrant’s ~~name~~telephone ofnumber, ~~registrant~~including asarea ~~specified~~code ~~in its charter)~~41-7887-96966

~~Delaware~~n/a (Former name or former address, if changed since last report)

~~(State~~Check orthe ~~other~~appropriate ~~jurisdiction~~box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of ~~incorporation)~~the Registrant under any of the following provisions:

~~000-24393~~[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (~~Commission~~17 ~~File~~CFR ~~Number~~240.14a-12)

13[ ] Pre-~~3945947~~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(~~I.R.S.~~c) ~~Employer~~under ~~Identification~~the NoExchange Act (17 CFR 240.13e-4(c))

C/Form 8-K ~~Coresco~~Aurora ~~AG,~~Gold Corporation Page 2

~~Level~~Information to 3,be ~~Gotthardstrasse~~included ~~20,~~in report

Zug, Switzerland 6304

(Address of principal executive offices)

41-7887-96966

(Registrant’s telephone number, including area code)

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):

¨ 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))

SECTION 2. Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets.

On October 5, 2012, Aurora Gold Corporation (the “Company”), completed the sale of 135,000,000 shares of the Company’s common stock for a purchase price of $5,000,000, to Alltech Capital Limited (“Investor”) pursuant to the terms of a subscription agreement entered into between the Company and the Investor dated September 21, 2012.

SECTION 3. Securities and Trading Markets

Item 3.02 Unregistered Sales of Equity Securities

On October 5, 2012, the Company completed the sale of 135,000,000 shares of the Company’s common stock for a purchase price of $5,000,000, to Investor. The Company claimed an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Act”) for the sale of the Company’s common stock pursuant to, among other applicable exemptions, Regulation S as the Investor is no a U.S. Person (as that term is defined in Regulation S of the Act) and the Investor purchased the shares in a transaction outside of the United States. The certificates representing the shares each bear a restrictive legend in accordance with Regulation S. In addition, the Company and the Investor have complied or will comply with the following requirements of Regulation S:

1. the offer or sale was made in an offshore transaction;

2. the Company did not make any directed selling efforts in the United States;

3. no offer or sale was made to a U.S. person or for the account or benefit of a U.S. person;

4. the Investor certified that it was not a U.S. person and was not acquiring the securities for the account or benefit of any U.S. person;

5. the Investor agreed to resell such securities only in accordance with the provisions of Regulation S, pursuant to registration under the Act, or pursuant to an available exemption from registration; and agreed not to engage in hedging transactions with regard to such securities unless in compliance with the Act; and

6. the Company is required to refuse to register any transfer of the securities not made in accordance with the provisions of Regulation S pursuant to registration under the Act, or pursuant to an available exemption from registration.

SECTION 5. Corporate Governance and Management

Item 5.01 Changes in Control of Registrant

As a result of the sale of 135,000,000 shares of the Company’s common stock to the Investor, as further described in Section 2.01 and Section 3.02, above, representing approximately 54% of the Company’s issued and outstanding shares, a change in control of the Company has occurred. The Investor used funds from its working capital to acquire the shares from the Company. As a condition to the closing of the transaction, the Company agreed to increase the size of its board of directors to five (5) members and to appoint two board members selected by the Investor.

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

~~Effective~~On ~~as of~~ October 510, ~~2012~~2013, ~~the~~Ross ~~Company increased~~M. ~~its~~Doyle ~~board~~resigned ofas ~~directors~~a ~~from~~director ~~three~~of Aurora, ~~(3)~~which ~~members~~the toremaining ~~five~~four ~~(5)~~directors ~~members~~accepted and which resulted in one vacancy on the board of directors. ~~appointed~~Mr. ~~each~~Doyle’s resignation ofwas ~~Messrs. Vladimir~~not ~~Bernshtein~~due to, and ~~Andrey~~was ~~Ratsko~~not tocaused ~~serve~~by, asin ~~directors~~whole ofor ~~the~~in ~~Company.~~part, ~~Additionally~~any disagreement with Aurora, whether related to Aurora’s operations, policies, practices, or otherwise. Mr. ~~Bernshtein~~Doyle ~~has~~will ~~been~~continue ~~named~~to act as the ~~Company’s~~ Chief ~~Business~~Financial ~~Development~~Officer ~~Director~~of Aurora.

~~There~~Also, ~~are~~on noOctober ~~family~~10, ~~relationships~~2013, ~~between either~~Gorden ofGlenn ~~Messrs.~~consented ~~Bernshtein~~to ~~or Ratsko~~ and ~~any~~was appointed ~~director~~as oran ~~executive~~additional ~~officer~~director of ~~the~~Aurora ~~Company,~~by ~~and~~the ~~neither~~board of ~~them have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K~~directors.

~~SECTION~~Gorden 7Glenn (49 years old) has been a director of Aurora since September 25, 2013. For ~~Regulation~~the FDpast 2 years Mr. Glenn has been a corporate director and is currently the Interim President and CEO of Auriga Gold Corporation.

~~Item 7~~Mr.01 ~~Regulation~~Glenn FDintends ~~Disclosure~~to devote approximately 20% of his business time to the affairs of Aurora.

OnMr. ~~October~~Glenn 8,is ~~2012, the Company issued~~ a ~~press~~director ~~release announcing the completion~~ of the ~~sale~~following ofreporting ~~135,000,000~~reporting issuers; ~~shares~~Entrée ofGold ~~its~~Corporation ~~common~~(ETG-TSXV), ~~stock~~Auriga ~~for~~Gold ~~the~~Corp ~~aggregate price of $5~~(AIA-TSXV),~~000,000.~~ ASource ~~copy~~Exploration ofLimited ~~the~~(SOP-TSXV) ~~press~~and ~~release~~Geodex Exploration ~~is attached as Exhibit 99~~(GXM-TSXV).~~1 hereto.~~

~~Except~~There for the historical information presented in this document, the matters discussed in this Form 8-K, or otherwise incorporated by reference into this document, contain “forward-looking statements” (as such term is ~~defined~~no infamily ~~the~~relationship ~~Private~~among ~~Securities Litigation Reform Act of 1995). These statements are identified by~~ the ~~use~~directors of forward-looking terminology such as “believes,” “plans,” “intend,” ”scheduled,” “potential,” “continue,” “estimates,” “hopes,” “goal,” “objective,” “expects,” “may,” “will,” “should” or ~~“anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of~~officers ~~strategy that involve risks and uncertainties. The safe harbor provisions~~ of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, apply to forward-looking statements made by the Registrant. The reader is cautioned that no statements contained in this Form 8-K should be construed as a guarantee or assurance of future performance or results. These forward-looking statements involve risks and uncertainties, including those identified within this Form 8-K. The actual results that the Registrant achieves may differ materially from any forward-looking statements due to such risks and uncertainties. These forward-looking statements are based on current expectations, and the Registrant assumes no obligation to update this information. Readers are urged to carefully review and consider the various disclosures made by the Registrant in this Form 8-K and in the Registrant's other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks and factors that may affect the Registrant's business.Aurora

~~Note:~~During ~~Information in this report furnished pursuant to Item 7 shall not be deemed to be “filed” for purposes of Section 18 of~~ the ~~Securities Exchange~~last ~~Act~~two ~~of 1934~~years, asthere ~~amended,~~has orbeen ~~otherwise~~no ~~subject~~transaction toor proposed ~~the~~transaction ~~liabilities of~~ that ~~section.~~Aurora ~~The~~was ~~information~~or inis ~~this~~a ~~current~~party ~~report shall not be incorporated by reference into any registration statement pursuant~~ to ~~the~~in ~~Securities~~which ~~Act of 1933, as amended~~Mr. ~~The furnishing~~Glenn ofhad ~~the~~or ~~information in this current report~~ is ~~not intended~~ to, ~~and~~have ~~does not, constitute~~ a ~~representation~~direct ~~that such furnishing is required by Regulation FD~~ or ~~that~~indirect ~~the information this current report contains is~~ material ~~investor information that is not otherwise publicly available~~interest.

~~SECTION~~There 9is no employment agreement between Mr. ~~Financial~~Gorden ~~Statements~~Glenn and Aurora ~~Exhibits~~at this time.

Item 95.0103 ~~Financial~~Amendments ~~Statements~~to ~~and~~Articles ~~Exhibits~~of Incorporation or Bylaws; Change in Fiscal Year.

~~The~~Effective ~~following~~October ~~exhibits~~22, 2013, Aurora effected a consolidation ~~are~~of ~~furnished~~its asissued ~~part~~and outstanding shares of ~~this~~common ~~report:~~stock on a one-for -five basis (the “Reverse Split”), without decreasing its authorized capital, but increasing the par value from $0.001 per share to $0.005 per share. Accordingly, Aurora’s issued and outstanding shares were decreased from 249,144,706 shares of common stock to approximately 49,828,942 shares of common stock (not accounting for fractional share interests being rounded up to the next whole number).

Number		Description
99.1		Press release dated October 8, 2012

The Reverse Split was approved on July 24, 2013 by shareholders of Aurora owning approximately 57.4% of the outstanding voting shares of common stock.

~~SIGNATURES~~A copy of Aurora’s file-stamped Certificate of Amendment is attached to this report as an exhibit. See Exhibit 3.1.4 – Certificate of Amendment for more details.

~~Pursuant~~Item to9.01. ~~the~~Financial ~~requirements~~Statements ofand ~~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 on October 10, 2012~~Exhibits.

~~Aurora Gold Corporation By: /s/ Lars Pearl Name: Lars Pearl Title: President, Chief Executive Officer and Director~~(d) Exhibits

Exhibit

Description

3.1.4

Certificate of Amendment to the Certificate of Incorporation changing the par value of the shares of common stock to $0.005 per share.

Form 8-K

Aurora Gold Corporation

Page 3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Aurora Gold Corporation has caused this report to be signed on its behalf by the undersigned duly authorized person.

	aurora gold corporation

Dated: October 22, 2013	By:	/s/ Lars Pearl
		Lars Pearl – President, CEO, and Director

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