~~U.S. Securities~~UNITED ~~and Exchange Commission~~STATES

~~Washington, D.C.~~SECURITIES ~~20549~~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~~Securities ~~OF REPORT~~Exchange ~~(DATE~~Act OFof ~~EARLIEST EVENT REPORTED) July 17, 2009~~1934

~~____________________~~Date of report (Date of earliest event reported): August 17, 2011

Commission File No. 0001082431

____________________

Pavilion Energy Resources, Inc.

(~~Name~~Exact name of ~~small~~ ~~business~~registrant ~~issuer~~ as specified in its charter)

Delaware	65000-~~0963621~~1082431	65-0963621
State of Incorporation	IRS Employer Identification No.
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

~~261 S.~~674 ~~Robertson~~Via ~~Blvd.~~De Valle, Suite 210, Solana Beach, CA 92075 (Address of principal executive offices) (Zip Code)

~~Beverly Hills~~(888) 205-4611 (Registrant’s telephone number, ~~CA 90211~~including area code)

261 S. Robertson Blvd. Beverly Hills, CA 90211 (~~Address of~~Former ~~principal~~name ~~executive~~or ~~offices~~former address, if changed since last report)

~~(310) 288-4585~~––––––––––––––––

~~(Issuer’s telephone~~Copies ~~number)~~to:

~~Section 2~~Gregg –E. ~~Financial~~Jaclin, ~~Information~~Esq.

~~Item 2.01 Completion~~Christine ofMelilli, ~~Acquisition or Disposition of Assets~~Esq.

~~As required~~Anslow ~~under~~& ~~the Asset Purchase Agreement dated April 6~~Jaclin, ~~2009, on July 10th, 2009, the Company completed the acquisition of certain oil and gas interests with the issuance of 55 million rule 144 shares.~~ The interests are; Arctic Commons Abyssal Claim, Blake Ridge Claim and OCS lease Application, Bering Sea Abyssal Commons Claim and Santa Barbara Channel OCS and State Waters lease applications; (PVRE: 75%). The four new large-scale, speculative energy projects, could collectively help make America "Energy Independent." Two of the speculative resources are "Clean-Energy," (Low-CO2) super-giant Natural Gas fields.LLP

~~Management also~~195 ~~sees~~Route a9 ~~tremendous amount of opportunity in the energy sector based on recent & prevailing economic conditions. Oil field assets can be secured at bargain prices today. In response~~South, ~~the~~Suite ~~company will seek to acquire oil and gas reserves at a discount to their long-term price-value.~~204

~~Item 5.02 Departure of Directors or Certain Officers~~Manalapan, ~~Election~~New ~~of Directors,~~Jersey 07726

~~Appointment of~~(732) ~~Certain Officers~~409-1212

~~On June 2nd, 2009, Steve Thompson resigned as president and Rob Milligan secretary of Pavilion Energy Resources, Inc., and appointed the following persons as officers:~~––––––––––––––––

~~President~~ Check the appropriate box below if the Form 8- ~~Peter Sterling~~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):

~~Secretary/Treasurer - Peter~~o ~~Sterling~~Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~Vice~~o Soliciting material pursuant to Rule 14a-~~President~~ 12 under the Exchange Act (17 CFR 240.14a- ~~Rick Strom~~12)

~~Item 4.01 Changes~~o inPre-commencement ~~Registrant's~~communications ~~Certifying~~pursuant ~~Accountant~~to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Ono Pre-commencement ~~July 17,~~communications ~~2009,~~pursuant ~~Tarvaran,~~to ~~Askelson~~Rule ~~& Company, LLP~~ 13e-4(~~"TAC"~~c) ~~was~~under ~~appointed as~~ the ~~independent~~ ~~auditor~~Exchange ~~for~~Act ~~Pavilion Energy Resources, Inc.~~ (~~the~~17 ~~"Company") commencing~~CFR ~~with the year ending June 30, 2006, and Jewett, Schwartz, Wolfe & Associates, Inc~~240. 13e-4(~~"JSW"~~c) ~~were dismissed as the independent auditors for the Company as of July 17, 2009. The decision to change auditors was approved by the Board of Directors on July 17, 2009.~~)

~~JSW~~Item ~~has never~~5.01 ~~issued~~Changes ~~any~~in ~~financial~~Control ~~statements for either~~ of ~~the one most recent completed fiscal years~~Registrant

~~During the~~On ~~Company's~~August ~~one~~17, ~~most~~2011, ~~recent~~Placer ~~annual~~Gold ~~report~~Corporation, ~~June~~Ketzal 30Sterling, ~~2005~~Shae Sterling, ~~there~~Peter ~~were~~Sterling, ~~no "reportable~~Zero ~~events"~~Carbon asWind ~~such~~Energy ~~term~~Corp, isNina ~~described~~Lskavyaan, inOxford ~~Item~~Capital ~~304~~Fund, and Strategic Nine Corp Trust (acollectively referred to as the “Sellers”) that are the record or beneficial owners of a total of one hundred forty one million and six hundred forty five thousand four hundred fifteen (1141,645,415)~~(v)~~ shares of ~~Regulation S-B~~common ~~under~~stock (the ~~Securities~~“Common ~~Exchange~~Shares”) of ~~Act~~Pavilion ofEnergy ~~1934~~Resources, asInc., ~~amended~~a Delaware corporation (the ~~"Exchange Act"~~“Company”), entered into a stock purchase agreement (the “Stock Purchase Agreement”) with ~~respect~~Helen toHayes (the ~~Company~~“Purchaser”) for the sale and purchase of the Common Shares.

~~During the~~As ~~Company's~~a ~~one~~result ~~most~~of ~~recent annual report June 30, 2005,~~ the ~~Company~~execution ~~did~~of ~~not consult with TAC with respect to~~ the ~~Company~~Stock ~~regarding~~Purchase ~~(i)~~Agreement, the ~~application~~Seller ~~of accounting principles to a specified transaction~~sold, ~~either~~52.88% ~~completed or proposed, or the type~~ of ~~audit opinion that might be rendered on~~ the ~~Company’s~~issued ~~financial statements,~~and ~~(ii)~~outstanding ~~any~~shares ~~matter that was either the subject~~ of acommon ~~disagreement~~stock ~~(as defined in Item 304(a)(1)(iv)~~ of ~~Regulation S-B under~~ the ~~Exchange~~Company ~~Act and the related instructions~~ to ~~Item 304 of Regulation S-B) or a "reportable event" (as such term is described in Item 304(a)(1)(v) of Regulation S-B), or (iii) any of~~ the ~~matters~~Purchaser ~~or events set forth~~ in ~~Item~~exchange ~~304(a)(2)(i)~~for ~~and (ii) of Regulation S-B~~$50,000.

~~The Company~~Item ~~has~~5.02 ~~furnished~~Departure ~~a copy~~ of ~~this~~Directors ~~Report~~or toCertain ~~JSW~~Officers; ~~and~~Election ~~requested~~of ~~them~~Directors; toAppointment ~~furnish the~~of ~~Company~~Certain ~~with~~Officers; aCompensatory ~~letter~~Arrangement ~~addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company herein in response to Item 304(a)~~ of ~~Regulation~~Certain ~~S-K and, if not, stating the respects in which it does not agree~~Officers. ~~The letter from JSW will be submitted when received with an amended filing.~~

Concurrently with the closing of the Stock Purchase Agreement, Peter Sterling resigned from his positions as the Company’s President, Chief Executive Officer, Treasurer, Secretary, and Chairman of the Board of Directors of the Company.

On August 17, 2011 a majority of the shareholders of the Company approved the appointment of Helen Hayes, and Howard Hayes to the Board of Directors. In addition, at such time, Helen Hayes was appointed the Company’s Chief Executive Officer, Michelle Stewart as Chief Financial Officer and Treasurer, and Howard Hayes as Secretary.

None of the appointed directors or officers entered into an employment agreement with the Company, nor will any be compensated for their services as officers or directors of the Company.

The following is certain biographical and other information regarding the newly appointed officers and directors:

Helen Hayes – Chief Executive Officer, Director

Ms. Helen M. Hayes, age75, began her career in 1954 in Lansing, Mi. with the Pacific Bell and AT&T telephone companies. Her carrier expanded over 35 years and included her direct involvement with upper management. Her duties included, but were not limited to, development and training of telephone operators, review and observation of up to 25 employee’s monthly performances. Ms. Hayes has been retired since 2007.

Michelle Stewart – Chief Financial Officer, Treasurer

Michelle Stewart, 43, Treasurer and member of the Board of Directors, is a business professional with hands on executive experience in several diversified fields. From June 2006 to August 2011, Ms. Stewart served as a business development consultant with start-up companies for internet advertising, online search, search engine optimization, social media, affiliate management and e-commerce. Ms. Stewart worked as a Vice President of Business Development for Branded Online where she executed and managed e-commerce solutions for fashion companies. Ms. Stewart has served as a strategy consultant for Wellness.com , building their online directory of health care. Prior to 2006, Ms. Stewart served as a director and marketing consultant for several medium to large sized companies. Ms. Stewart brings to the board extensive experience, knowledge and understanding of the information technology sector as well as expertise in identifying business opportunities in digital media and the internet.

Howard Hayes – Secretary, Director

Mr. Howard J. Hayes, 44, Secretary, and Director, is a San Diego based entrepreneur and Graduate of San Diego State University’s class of ’91 holding a BS degree in Business Administration and Finance.

In 2005, Mr. Hayes formed The Sterling Financial Group, mortgage brokerage firm in Rancho Santa Fe, Ca. He was directly involved with all aspects of new home purchases, equity lines, remodel, commercial and construction lending. This included application, loan process, researching client lending qualification and creditability, setting up both title and escrow accounts, and inner office management.

In 2007, Mr. Hayes devised a product that offered medical grade teeth whiting to the tanning and spa industries without the application or supervision of a dentist. Since 2009 Mr. Hayes has been directly involved with all aspects of new product design, trademark and parent law, setting up and forming a corporation and working with manufacturing facilities overseas. Mr. Hayes currently holds a patent pending application for an FDA approved, medical grade, home teeth whitening device. Day-to-day activities include, web overview and design, packaging and product design, meeting with potential marketing and infomercial professionals as well as retail vendors, on line retail vendors, and getting new product exposure.

Item 9.01 Financial Statements and Exhibits.

(cd) Exhibits

~~Exhibit~~The ~~16.1 Letter~~following ofexhibits ~~Jewett,~~are ~~Schwartz,~~filed ~~Wolfe~~with &this ~~Associates~~Current -Report toon ~~be filed~~Form ~~by amendment.~~8-K:

Item 5.03 Amendments to Articles of Incorporation or Bylaws -

Exhibit No.		Description

10.1		Form of Stock Purchase Agreement by and between Placer Gold Corporation, Ketzal Sterling, Shae Sterling, Peter Sterling, Zero Carbon Wind Energy Corp, Nina Lskavyaan, Oxford Capital Fund, Strategic Nine Corp Trust and Helen Hayes entered into on August 17, 2011.
10.2		Officer and Director resignation letter of Peter Sterling.

~~On June 15th , 2009 Pavilion energy Resources, Inc., increased its authorized capital to 500,000,000 of par value $0.0001 per share.~~3

~~SIGNATURES~~SIGNATURE

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

	Pavilion Energy Resources, Inc.
Date: July 22, 2009	By:	Peter Sterling
		Peter Sterling Chief Executive Officer (Principle Executive Officer, Principle Financial Officer)

Dated: August 24, 2011

	Pavilion Energy Resources, Inc.

	By:	/s/ Helen Hayes
		Helen Hayes
		Chief Executive Officer

Filing Compare · Pavilion Energy Resources, Inc.