Rare Element Resources, Ltd.







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):  March 18, 2013


RARE ELEMENT RESOURCES LTD.

(Exact name of registrant as specified in its charter)




British Columbia, Canada


001-34852


Not applicable


(State or other jurisdiction of incorporation or organization)


(Commission

File Number)


(I.R.S. Employer Identification Number)



225 Union Blvd., Suite 250

Lakewood, Colorado


80228


(Address of principal executive offices)


(Zip Code)



Registrant’s telephone number, including area code:  (720) 278-2460


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):


¨

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 2.02

Results of Operation and Financial Condition.


On March 18, 2013, Rare Element Resources, Ltd. (the “Company”) issued a press release announcing its financial results for the six months ended December 31, 2012, filed following the Company’s change in fiscal year end from June 30 to December 31. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.


The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


Item 9.01

Financial Statements and Exhibits.


(d)

Exhibits.


Exhibit
No.

 


Description

99.1

 

Press Release dated March 18, 2013









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.

Date:  March 19, 2013

Rare Element Resources Ltd.


        /s/ David Suleski

By:  

                                               

Name: David Suleski

Title:   Chief Financial Officer











EXHIBIT INDEX


 Exhibit
No.

 


Description

99.1

 

Press Release dated March 18, 2013