UNITED STATESSECURITIES AND EXCHANGE ~~COMMISSION Washington~~COMMISSIONWashington, 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) ~~May~~August 125, 2011

PENGRAM CORPORATION
(Exact name of registrant as specified in its charter)

NEVADA	000-52626	68-0643436
(State or other jurisdiction of	(Commission File	(IRS Employer Identification No.)
incorporation)	Number)

1200 Dupont Street, Suite 2J
Bellingham, WA	98225
(Address of principal executive	(Zip Code)
offices)

Registrant's telephone number, including area code (360) 255-3436

N/A
(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 -4(c))

~~Item~~SECTION ~~1.01~~5 ~~Entry~~– ~~Into~~REGISTRANT’S aBUSINESS ~~Material~~AND ~~Definitive Agreement.~~OPERATIONS

OnITEM May 12, 1011, Pengram Corporation (the “Company”) entered into an amendment to the letter agreement dated April 13, 2011 with Development Resources LLC granting the Company the exclusive right to negotiate the acquisition of 54 mineral claims located in the Long Canyon area of Elko County, Nevada5.02 ~~The~~DEPARTURE ~~Company~~OF ~~hopes~~DIRECTORS toOR ~~reach~~CERTAIN anOFFICERS; ~~agreement~~ELECTION ~~within~~OF ~~the~~DIRECTORS; ~~next~~APPOINTMENT ~~week. Development~~OF ~~Resources~~CERTAIN ~~LLC,~~OFFICERS; ~~the~~COMPENSATORY ~~owner~~ARRANGEMENTS ofOF ~~the~~CERTAIN ~~mineral claims, has agreed to extend the exclusivity period under the agreement dated April 13, 2011 for an additional 7 days to permit negotiations to be completed~~OFFICERS.

~~Item~~Grant ~~2.01~~of ~~Completion~~Options ofto ~~Acquisition~~Directors orand ~~Disposition~~Executive ofOfficers ~~Assets.~~under the 2011 Stock Incentive Plan

~~The~~On ~~Company~~August ~~has~~5, ~~settled approximately $110~~2011,~~000~~ ofPengram ~~outstanding indebtedness~~Corporation of ("the Company ~~and its wholly-owned subsidiary, Magellan Acquisition Corp. (~~"~~Magellan"~~), ~~by transferring its 209,000 shares of Copper~~granted ~~Development~~non-qualified ~~Corp.~~stock ~~held~~options byto ~~Magellan~~the toofficers ~~certain~~and ~~creditors~~directors of the Company and ~~Magellan,~~ ~~including $7,923.50 of indebtedness to Richard W. Donaldson, the~~its ~~Company's~~subsidiary ~~President, $5,883.00 of indebtedness~~ to ~~Kahala~~purchase ~~Financial Corp.~~ a ~~company~~ ~~controlled~~total byof ~~Mr. Donaldson~~3, $6500,~~174.50~~000 shares of ~~indebtedness~~the toCompany's ~~Don~~common ~~Archibald,~~stock aunder ~~director~~the ofCompany's ~~Magellan~~2011 ~~and~~Stock ~~$291.50~~Incentive ofPlan ~~indebtedness~~(the to"Option ~~David K~~Plan"). ~~Ryan,~~The ~~a director~~options ofgranted ~~Magellan.~~are ~~For~~exercisable ~~the~~immediately ~~purposes~~at ofa ~~the~~price ~~settlement, the shares~~ of ~~Copper Development Corp~~$0.065 ~~were~~per ~~valued~~share ~~based~~and onexpire two ~~their~~years ~~trading~~after ~~price on~~ the ~~London~~grant ~~AIM Market of approximately $0~~date.~~55 per share.~~

Item 9.01 Financial Statements and Exhibits.

	Total Number of
	Shares Subject to	Exercise Price
Name	Options	Per Share	Expiration Date

RICHARD W. DONALDSON President, Secretary Treasurer & Director of Pengram Corporation	1,000,000	$0.065	August 4, 2013

DAVID K. RYAN Director of Magellan Acquisition Corp.	1,000,000	$0.065	August 4, 2013

DON ARCHIBALD Director of Magellan Acquisition Corp.	1,000,000	$0.065	August 4, 2013

HOWARD METZLER Director of Pengram Corporation	500,000	$0.065	August 4, 2013

~~(d)~~ In addition to the options granted to the Company's directors ~~Exhibits~~and executive officers, the Company granted options to acquire an additional 2,000,000 shares of the Company’s common stock under the Option Plan to consultants and advisors of the Company. See Item 8 – Other Events, below.

Exhibit Number		Description of Exhibit
10.1		Extension dated May 12, 2011 to Letter Agreement dated April 13, 2011 between Pengram Corporation and Development Resources LLC.

A copy of the form of non-qualified stock option agreement for directors and executive officers is attached as an exhibit to this Current Report on Form 8-K.

~~SIGNATURE~~SECTION 8 – OTHER EVENTS

~~Pursuant~~ITEM to8.01 ~~the~~OTHER ~~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~~EVENTS.

	PENGRAM CORPORATION
Date: May 16, 2011
	By:	/s/ Richard W. Donaldson
		RICHARD W. DONALDSON
		President and Chief Executive Officer

Grant of Options Pursuant to the Option Plan

On August 5, 2011, the Company granted non-qualified stock options to acquire an aggregate of 5,500,000 shares of the Company’s common stock under the Company’s Option Plan to various officers, directors and consultants of the Company. Each of the options was granted for a two year term with an exercise price of $0.065 per share. Of the 5,500,000 granted, 3,500,000 were issued to the Company's directors and executive officers and the remaining 2,000,000 were issued to various consultants and advisors.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit Number		Description of Exhibit
10.1		Form of Non-Qualified Stock Option Agreement between Pengram Corporation and Directors and Officers.

SIGNATURE

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.

		PENGRAM CORPORATION

Date:	August 5, 2011

		By:	/s/ Richard W. Donaldson
			RICHARD W. DONALDSON
			President and Chief Executive Officer

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