UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

____________

FORM 6-K

~~Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 Under the~~____________

~~Securities~~REPORT OF ~~Exchange~~FOREIGN ~~Act~~PRIVATE ~~of 1934~~ISSUER

~~June~~PURSUANT TO ~~12,~~RULE ~~2012~~13a-16 OR 15D-16 OF

~~Commission~~THE SECURITIES ~~File~~EXCHANGE ~~Number:~~ACT ~~1-12570~~OF 1934

For the month of June 2012

CE FRANKLIN LTD.

(~~Exact name~~ Translation of ~~registrant~~Registrant's asName ~~specified~~into ~~in its charter~~English)

Suite 1800, 635 8th Avenue S.W.

Calgary, Alberta, Canada T2P 3M3

(Address of ~~principal~~Principal ~~executive~~Executive ~~offices~~Offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)

Form 20-F ~~þ Form 40-F o~~___XXX___

~~Indicate by check mark if the registrant is submitting the~~ Form 6 40-KF ~~in paper as permitted by Regulation S-T Rule 101(b)(1): o~~_________

(Indicate by check mark ifwhether the registrant isby ~~submitting~~furnishing the ~~Form~~information ~~6-K~~contained in this ~~paper~~form asis ~~permitted~~also bythereby ~~Regulation~~furnished ~~S-T~~the information to the Commission pursuant to Rule ~~101~~12g3-2(b)~~(7):~~ ounder the Securities Exchange Act of 1934.)

~~DOCUMENTS~~Yes _________ No ~~FILED AS PART OF THIS FORM 6-K~~___XXX___

~~See~~(If "Yes" is marked, indicate below the ~~Exhibit~~file ~~Index~~number assigned to ~~this~~the registrant ~~Form~~in 6connection with Rule 12g3-K.2(b): 82-________)

EXHIBIT LIST

99.1 News Release Dated June 15, 2012

SIGNATURE

Pursuant to the ~~requirements~~requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, ~~thereunto~~ thereto duly authorized.

	CE FRANKLIN LTD.
June 12, 2012	By:	/s/ Derren Newell
		Name: Derren Newell
		Title: Vice President and Chief Financial Officer

Date: June 15, 2012

2CE FRANKLIN LTD.

~~EXHIBIT INDEX~~By: "signed"

~~Exhibit~~Name: Derren ~~No.~~Newell

99.1	Material Change Report, dated June 8, 2012.
99.2	Notice of Meeting Date, dated May 31, 2012.
99.3	Disclosure Letter, dated May 30, 2012.
99.4	Arrangement Agreement, dated May 30, 2012.
99.5	Plan of Arrangement, Schedule 1.1(a) to Exhibit 99.4.
99.6	CE Franklin Shareholder Support Agreement (Officer and Director), Schedule 5.1(a)(i) to Exhibit 99.4.
99.7	CE Franklin Shareholder Support Agreement (other CE Franklin Shareholders), Schedule 5.1(a)(ii) to Exhibit 99.4.

Title: Vice President and Chief Financial Officer

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