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Monday, 09/12/2011 1:57:42 PM

Monday, September 12, 2011 1:57:42 PM

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Entry into a Material Definitive AgreementForm 8-K for PACIFIC GOLD CORP

12-Sep-2011

Entry into a Material Definitive Agreement



Item 1.01 - Entry into a Material Definitive Agreement
On August 10, 2011, Pacific Gold Corp. issued promissory notes to investors in exchange for approximately $219,000 USD.

The notes pay 10% interest and are due on August 10, 2013. The principal and interest, on the notes, are convertible into common shares of Pacific Gold Corp. at a fixed price of $0.07 per share.

On August 2nd, 2011, Nevada Rae Gold, Inc., ("NRG") a subsidiary of Pacific Gold Corp., closed a lease agreement with the owners representing a group of additional mining claims adjacent to NRG's existing leases and claims in Crescent Valley, Nevada. NRG leased a 75% interest in the mining claims. On August 22nd NRG leased the remaining 25% interest in the new additional claims bringing its total interest to 100%.

The lease calls for NRG to pay the claim owners a gross royalty of 4% on gold sales or $0.50 per yard of gravels mined, whichever is greater. NRG will be required to make annual minimum advance royalty payments of $20,000. The term of the lease is for 10 years with an option for NRG to extend the term for a further 10 years. NRG must also keep the claims in good standing during the term of the lease.

On September 9th, 2011 Pacific Gold Corp. subsidiary Pilot Mountain Resources, Inc., received official notice and payment of $450,000, from Pilot Metals, a subsidiary of Black Fire Minerals, that Pilot Metals is electing to exercise its 24 month option, to purchase or joint venture the Project W claims.

As of September 12th, 2011 there are 745,732,651 shares of outstanding common stock of Pacific Gold Corp.

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