8-K
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 event Reported): December 31, 2007 (December 27,
2007)
THORIUM
POWER, LTD.
(Exact
name of small business issuer as specified in its charter)
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Nevada
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000-28535
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91-1975651
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(State
or other jurisdiction of
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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8300
Greensboro Drive, Suite 800, McLean, VA 22102
(Address
of Principal Executive Offices)
800-685-8082
(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):
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o |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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| Item
1.01. |
Entry
Into a Material Definitive
Agreement.
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On
December 27, 2007, Thorium Power, Inc. (“TPI”),
a
wholly-owned subsidiary of the registrant, entered into an agreement for ampoule
irradiation testing (the “Agreement”)
with
the Russian Research Centre Kurchatov Institute (“Kurchatov”).
The
ampoule irradiation testing program has been ongoing since 2002 pursuant to
earlier agreements between TPI and Kurchatov. Under the Agreement TPI agreed
to
compensate Kurchatov for irradiation testing of TPI’s proprietary nuclear fuel
designs conducted in 2006 and 2007. Pursuant to the Agreement, TPI is obligated
to pay to Kurchatov $410,000.00, and Kurchatov is obligated to transfer to
TPI
the worldwide rights in all of the test data generated in the course of the
irradiation testing of TPI’s proprietary nuclear fuel designs in 2006 and 2007
and Kurchatov agrees not to use, in any manner, the work product associated
with
such testing or exercise any rights associated therewith without the written
consent of TPI. Further, Kurchatov is obligated to provide to TPI and its
affiliates specified information and documentation for audit purposes, and
to
obtain any and all permits from Russian governmental entities which may be
required in order for Kurchatov to perform under the Agreement.
The
Agreement expires on August 31, 2008, but may be terminated by either party
upon
thirty (30) days written notice. Provisions regarding the transfer of the
irradiation testing data and assignment of rights in that data, confidentiality,
and limitations on liability, among other provisions, survive any termination
of
the Agreement. Additionally, Kurchatov may not assign or transfer the Agreement
or any of its rights or obligations created under the Agreement, by operation
or
law or otherwise, without the prior written consent of TPI.
The
foregoing description of the Agreement is qualified
in its entirety by reference to the full text of the Agreement which will be
filed as an exhibit to the registrant’s Annual Report on Form 10-KSB for the
year ended December 31, 2007.
On
December 26, 2007, the registrant filed an international patent application
under the Patent Cooperation Treaty (the “PCT”).
The PCT application covers key inventions relating to the registrant’s
seed-and-blanket fuel technology that have been developed since the original
patents owned by the registrant were issued.
| Item
9.01. |
Financial
Statements and Exhibits.
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| Exhibit |
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| No. |
Description |
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Press
Release dated December 31,
2007.
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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.
THORIUM
POWER, LTD.
Date:
December 31, 2007
Seth
Grae
President
and Chief Executive Officer
EXHIBIT
INDEX
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Press
Release dated December 31,
2007.
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