6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of FEBRUARY 14, 2012

Commission File Number: 000-49869

AMARC RESOURCES LTD.
(Translation of registrant's name into English)

1500, 1040 West Georgia Street, Vancouver, BC V6E 4H1
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

[ x ] Form 20-F   [] Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): []

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): []

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes [] No [ x ]

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _________

SUBMITTED HEREWITH

Exhibits

99.1 Press release February 14, 2012

SIGNATURES

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, thereunto duly authorized.

	AMARC RESOURCES LTD.
	(Registrant)
Date: February 14, 2012	By:	/s/ Ronald W. Thiessen
		Ronald W. Thiessen
	Title:	President & CEO

EX-99.1

AMARC ANNOUNCES UP TO $10 MILLION FINANCING

February 14, 2012 - Vancouver, BC - Amarc Resources Ltd. (“Amarc” or the “Company”) (TSX Venture: AHR; OTCBB: AXREF) announces that it is arranging a private placement of up to $10 million. The financing includes flow-through shares at a price of $0.50 per share and non-flow through units at a price of $0.45 per unit. Each non-flow through unit will consist of one common share and one half warrant, with each whole warrant exercisable to purchase one additional common share at a price of $0.60 for 18 months from the closing of the financing, which is expected on or about February 27, 2012. The securities issued will be subject to a four month hold period under Canadian securities laws. Fees may be payable on a portion of the financing. The financing is subject to regulatory approval.

Proceeds from the financing will be used to continue to advance exploration of Amarc’s properties, including on-going delineation drilling at the Newton gold discovery in south-central British Columbia, and for general corporate and working capital purposes.

Delineation drill results from Newton continue to confirm an extensive and robust gold system over an area that currently measures 900 metres by 600 metres and is open to expansion in several directions. The age and geological characteristics of the gold mineralization at Newton demonstrate striking similarities to the mineralization at New Gold's seven million ounce-plus bulk tonnage deposit at Blackwater located to the north (New Gold news release February 2, 2012).

Amarc Executive Chairman Robert Dickinson said, "We are increasingly confident that ongoing drilling at Newton will confirm this deposit as the next major gold discovery in BC's emerging Blackwater-Newton gold belt."

About Amarc Resources Ltd.

Amarc is a Vancouver-based mineral exploration and development company focused on making the next major gold discovery in BC. Its exploration activities are focused on the Newton gold discovery through a Joint Venture with Newton Gold Corp. (Amarc 80%: Newton Gold Corp. 20%) and its 100% owned Galileo and Hubble properties.

Amarc is associated with Hunter Dickinson Inc. (HDI) – a diversified, global mining group with a 25-year history of mineral development success. Previous HDI projects in BC include Golden Bear, Mt. Milligan, Kemess, Gibraltar, Prosperity and Harmony. From its head office in Vancouver, Canada, HDI applies its unique strengths and capabilities to acquire, develop, operate and monetize mineral properties to provide consistently superior returns to shareholders.

Mark Rebagliati, P.Eng., a Qualified Person as defined under National Instrument 43-101, is supervising the exploration and quality assurance and quality control programs on behalf of Amarc and has reviewed the technical content of this release.

For further details on Amarc Resources Ltd., please visit the Company’s website at www.amarcresources.com or contact Investor Services at (604) 684-6365 or within North America at 1-800-667-2114.

ON BEHALF OF THE BOARD

Ronald W. Thiessen
President & CEO

Neither the TSX Venture Exchange nor any other regulatory authority accepts responsibility for the adequacy or accuracy of this release.

Forward Looking and other Cautionary Information

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address exploration drilling, exploitation activities and events or developments that the Company expects are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continuity of mineralization, uncertainties related to the ability to obtain necessary permits, licenses and title and delays due to third party opposition, changes in government policies regarding mining and natural resource exploration and exploitation, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review the Company's continuous disclosure filings that are available at www.sedar.com .