Table of Contents

Table of Contents

Table of Contents

Table of Contents

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q/A

AMENDMENT #2

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: June 30, 2012

Commission File Number: 000-25301

SIERRA RESOURCE GROUP, INC.

(Exact name of registrant as specified in its charter)

NEVADA

88-0413922

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

9550 S. Eastern Ave., Suite 253, Las Vegas, NV 89123

(Address of principal executive offices)

Registrant’s telephone number, including area code: (702) 462-7285

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x Yes ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes x No

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of September 20, 2012 the issuer had 347,833,085 issued shares of Common Stock, $0.001 par value.

TABLE OF CONTENTS


	Page
Explanatory Note		3
Item 6 Exhibits		4
Signatures		5
Exhibit 16.0 Report of Independent Registered Public Accounting Firm		6
Exhibit 99		7

PART II - OTHER INFORMATION

101.INS – XBRL Instance Document

101.SCH – XBRL Taxonomy Extension Schema Document

101.CAL – XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF – XBRL Taxonomy Extension Definition Linkbase Document

101.LAB – XBRL Taxonomy Extension Label Linkbase Document

101.PRE – XBRL Taxonomy Extension Presentation Linkbase Document

Explanatory Note

This amendment on Form 10-Q/A amends the Quarterly Report on Form 10-Q of Sierra Resource Group, Inc. for the quarter ended June 30, 2012 filed on August 21, 2012 (the “Form 10-Q”) for the purpose of furnishing the interactive data files as Exhibit 101 in accordance with Rule 405(a)(2) of Regulation S-T. This Amendment Also Amends the Amended Quarterly Report filed on
Form 10-Q/A of Sierra Group, Inc, for the Quarter Ended June 30, 2012 filed on September 26, 2012, to include the review Report from our Independent Registered Public Accountants, which was omitted in error. Additionally, the financial statements included in this amended filing have now been reviewed by our Independent Registered Public Accountants and contain an update to the accounting and disclosures of convertible notes, derivative liabilities and stock-based compensations. Additionally, this amendment is being filed to claim a Regulation S-T Section 232.021(c) hardship exemption that provides for a six business day extension for interactive data filings and, in support thereof, has included the required text of Section 232.021(c) in Exhibit 99 herein. Also, this Form 10-Q/A reflects additional subsequent events. These events are reported in the “Subsequent Events” section of this Form 10-Q/A.

Item 6. Exhibits


Number		Description

16.0		Report of Independent Registered Public Accounting Firm

99		Regulation S-T Section 232.021(c) Hardship Exemption
		101.INS – XBRL Instance Document 101.SCH – XBRL Taxonomy Extension Schema Document 101.CAL – XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF – XBRL Taxonomy Extension Definition Linkbase Document 101.LAB – XBRL Taxonomy Extension Label Linkbase Document 101.PRE – XBRL Taxonomy Extension Presentation Linkbase Document

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, thereunto duly authorized.


SIERRA RESOURCE GROUP, INC.

Date: September 28, 2012	By:	/s/ J. Rod Martin
		J. Rod Martin
		President, Chief Executive Officer and Director
SIERRA RESOURCE GROUP, INC.

Date: September 28, 2012	By:	/s/ Barton R. Budman
		Barton R. Budman
		Chief Financial Officer

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

SIERRA RESOURCE GROUP INC 10-Q/A