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: November 3, 2006

GONDWANA ENERGY, LTD.

(Exact name of registrant as specified in its charter)

Nevada	000-51203	98-0425310
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

Suite 700, One Executive Place

1816 Crowchild Trail N.W.

Calgary, Alberta, Canada T2M 3Y7

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (403) 313-8985

Not Applicable

(Former name or former address, if changed since last report.)

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:

¨ 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 7.01 Regulation FD Disclosure.

On November 3, 2006 the Board of Directors of Gondwana Energy Ltd. (the “Company”) issued a press release announcing that the Company has entered into a Stock Purchase Agreement with Peter Löfberg of Helsinki, Finland, to purchase all of the issued and outstanding ordinary shares of FinMetal Mining Oy, a company engaged in the base metal mining industry in Finland.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release dated November 3, 2006

SIGNATURES

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

	GONDWANA ENERGY, LTD.
Date: November 6, 2006	/s/ Daniel Hunter
	Daniel Hunter, Chief Executive Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated November 3, 2006

EX-99.1

Exhibit 99.1

Gondwana to Purchase FinMetal Mining OY

Helsinki, Finland (November 3, 2006) – Gondwana Energy Ltd. (GNWA.OB) is pleased to announce that on November 2^nd it executed an agreement to purchase, from Mr. Peter Lofberg of Tampere Finland, 100 percent of the issued and outstanding ordinary shares of FinMetal Mining Oy, a company organized pursuant to the corporate laws of Finland.

FinMetal Mining OY owns the option to acquire a 100% interest in 4 different mineral properties known as Petrovaara, Poskijärvi-Kokka, Rautavaara and Tainiovaara along with all existing property data. The option payments are for a total of 1,000,000 euros for each property over a period of 4 years. Currently, one euro equals approximately 1.28 US Dollars. The option payments are to be paid annually at the beginning of each year as follows: 1^st year 100,000 euros, 2^nd year 100,000 euros, 3^rd year 300,000 euros and 4^th year 500,000 euros for a total of 1,000,000 euros per property, a total of 4 million euros if all 4 properties are acquired fully. Also, FinMetal must satisfy a work commitment of 1,000,000 euros on each property of which 25% must be conducted annually. All properties are subject to a 2% NSR.

FinMetal Mining’s option covers the following advanced mineral properties in Finland.

Petrovaara – a Cu-Au property with strong till geochem anomaly. Past exploration suggests possible Outokumpu-type mineralization along major 2-km long SW-NE trending structures.

Poskijarvi – Kokka - Potential for low-grade high-tonnage Talvivaara-type nickel deposit. Located at the south end of the Talvivaara Nickel Belt along a 25 km long geophysical anomaly.

Rautavaara – Located in the Talvivaara Belt, Rautavaara is a Talvivaara-type Ni-Cu-Zn deposit, situated along a 10-km long NW-SE trending geophysical anomaly.

Tainiovaara – a ‘Kambalda-type’ komatiitic high-grade Ni deposit situated on NW-SE trending magnetic anomaly.

The shares of FinMetal Mining OY will be acquired for a total purchase price of €200,000 (Euros) payable on or before the 30th of November, 2006 and the issuance of 1 million shares of common stock of Gondwana. The closing of the purchase is to take place on the 30th day of November, 2006.

The Company has also agreed to appoint Mr. Peter Löfberg to its board of directors and as our President and CEO commencing at the time of Closing. The Company also intends to change its name to more accurately reflect its new direction.

“I am extremely optimistic about the potential of FinMetal’s gold, copper and nickel projects. Volatile markets demand that management embrace an approach to commodity selection, regional selection and ultimately, project specific selections which can position the company to prosper in any likely economic scenario. Today’s announcement is the only the beginning of what we believe will be a very exciting future for shareholders,” stated Daniel Hunter, the company’s Chairman and CEO.

Mr. Hunter continues by saying, “Finland, a member of the EU, is a revitalized mineral-rich country that has historically been a top producer of copper and nickel and is now being compared to Canada’s famous Canadian shield which has birthed numerous precious and base metals mines. Similar to Canada, Finland welcomes foreign participation in the development of their highly promising mining sector and shareholders are subsequently able to reap the potential rewards for the risks they accept. Additional major mining companies like Inco, Anglo American and Goldfields all recognize the favorable political climate and vast geological promise Finland has to offer. We consider ourselves fortunate to have successfully negotiated this transaction with FinMetal Mining OY and to have the opportunity to be part of Finland’s dynamic success.

On Behalf of the Board:

Daniel Hunter

Gondwana Energy Ltd.

Suite 700, One Executive Place

1816 Crowchild Trail N.W.

Calgary, AB, Canada T2M 3Y7

B: 403-313-8985

F: 403-220-1389

Disclaimer

This release contains forward-looking statements that are based on the beliefs of Gondwana Energy Ltd.’s management and reflect Gondwana Energy Ltd.’s current expectations as contemplated under section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. When used in this release, the words “estimate, “project,” “believe,” “anticipate,” “intend,” “expect,” “plan,” “predict,” “may,” “should,” “will,” “can,” the negative of these words, or such other variations thereon, or comparable terminology, are all intended to identify forward-looking statements. Such statements reflect the current views of Gondwana Energy Ltd. with respect to future events based on currently available information and are subject to numerous assumptions, risks and uncertainties, including, but not limited to, risks and uncertainties pertaining to development of mining properties, changes in economic conditions and other risks, uncertainties and factors, which may cause the actual results, performance, or achievement expressed or implied by such forward looking statements to differ materially from the forward looking statements.