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 5, 2012

McEWEN MINING INC.

(Exact name of registrant as specified in its charter)

Colorado
(State or other jurisdiction of
incorporation or organization) 001-33190
(Commission File
Number) 84-0796160
(I.R.S. Employer
Identification No.)

Suite 4750, 181 Bay Street

P.O. Box 792

Toronto, Ontario, Canada  M5J 2T3

(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number including area code:  (866) 441-0690

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:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01Other Events.

On December 5, 2012, McEwen Mining Inc. (“McEwen” or the “Company”) issued a press release announcing the closing of its previously announced rights offering (the “Offering”) of 19,051,679 shares of its common stock and 7,798,762 exchangeable shares.  The price per share was $2.25 per share of common stock and CDN $2.24 per exchangeable share, resulting in gross proceeds to the Company of $60.4 million.  The Offering was made under the Company’s shelf registration statement on Form S-3 (Registration No. 333-182192), including a base prospectus dated August 3, 2012, as supplemented by a prospectus supplement dated October 31, 2012 and a rights circular in Canada.  This summary of the press release is qualified in its entirety by reference to the press release filed herewith as Exhibit 99.1 and incorporated into this Item 8.01 by reference.

Item 9.01Financial Statements and Exhibits.

(d)Exhibit.  The following exhibit is filed with this report:

99.1Press release dated December 5, 2012.

Cautionary Statement

With the exception of historical matters, the matters discussed in the press release include forward-looking statements within the meaning of applicable securities laws that involve risks and uncertainties that could cause actual results to differ materially from projections or estimates contained therein. Such forward-looking statements include, among others, current and future exploration and development activities, estimated production schedules and the delivery of securities expected in connection with the Offering. Factors that could cause actual results to differ materially from projections or estimates include, among others, metals prices, economic and market conditions, start-up of milling operations, future drilling results and the actions of third parties over which the Company has no control, as well as other factors described in our Annual Report on Form 10-K for the year ended December 31, 2011, and other filings with the United States Securities and Exchange Commission (“SEC”). Most of these factors are beyond the Company’s ability to predict or control. The Company disclaims any obligation to update any forward-looking statement made in the press release, whether as a result of new information, future events, or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

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SIGNATURE

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	McEWEN MINING INC.
Date:  December 5, 2012	By:	/s/ Perry Y. Ing
		Perry Y. Ing, Vice President
		and Chief Financial Officer

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Exhibit Index

The following is a list of the Exhibits filed herewith.

Exhibit
Number	Description of Exhibit
99.1	Press release dated December 5, 2012.

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EX-99.1

Exhibit 99.1

MCEWEN MINING SUCCESSFULLY COMPLETES

RIGHTS OFFERING

TORONTO, ONTARIO - (December 5, 2012) - McEwen Mining Inc. (NYSE: MUX) (TSX: MUX) is pleased to announce the successful completion of its Rights Offering, which closed at 5 PM EST on December 4, 2012. The Rights Offering was fully subscribed for with proceeds totaling US$60.4 Million.

“I would like to extend a warm thank you to all of our shareholders who participated in the Rights Offering. We are well financed and focused on finding ways to accelerate the development of El Gallo—phase 2 project,” said Rob McEwen, Chief Owner.

During the next week, McEwen Mining will issue 19,051,679 Common Shares (MUX) and 7,798,762 Exchangeable Shares  (MAQ) as the result of the Rights Offering. This issuance represents 10% of the Company’s currently issued and outstanding shares. Upon issuance of these shares, McEwen Mining will have 295,429,859 shares outstanding (Common and Exchangeable). The Rights Offering was fully subscribed for without triggering the backstop commitment the Company had from Mr. McEwen.

The number of Common and Exchangeable shares, including oversubscription shares, to be issued to each exercising holder, pursuant to the exercise of the Rights Offering, will be calculated after 5 PM EST on December 7th, 2012.

The shares you subscribed for in the Rights Offering will be delivered to you in the same form you hold your existing shares - by Computershare, by mail in certificate form, or by your broker, after December 11, 2012.

If you exercised your over-subscription privilege, and are allocated less than all of the shares of McEwen Mining for which you wished to subscribe, your excess payment for shares that were not allocated to you will be returned to you in the same manner as you made the payment — by mail or through your broker, after Tuesday December 11, 2012.

ABOUT MCEWEN MINING (www.mcewenmining.com)

The goal of McEwen Mining is to qualify for inclusion in the S&P 500 by 2015 by creating a high quality, high growth, low-cost, mid-tier gold producer focused in the Americas. McEwen Mining’s principal assets consist of the San José mine in Santa Cruz, Argentina (49% interest); the El Gallo complex in Sinaloa, Mexico; the Gold Bar project in Nevada, US; the Los Azules Copper project in San Juan, Argentina and a large portfolio of exploration properties in Argentina, Nevada and Mexico.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements and information, including “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements and information expressed, as at the date of this press release, McEwen Mining Inc.’s (the “Company”) estimates, forecasts, projections, expectations or beliefs as to future events and results. Forward-looking statements and information are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and

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competitive uncertainties, risks and contingencies, and there can be no assurance that such statements and information will prove to be accurate. Therefore, actual results and future events could differ materially from those anticipated in such statements and information. Risks and uncertainties that could cause results or future events to differ materially from current expectations expressed or implied by the forward-looking statements and information include, but are not limited to, risks related to business integration as a result of the business combination between the Company and Minera Andes, factors associated with fluctuations in the market price of precious metals, mining industry risks, political, economic, social and security risks associated with foreign operations, risks associated with the construction of mining operations and commencement of production and the projected costs thereof, risks related to litigation, property title, the state of the capital markets, environmental risks and hazards, uncertainty as to calculation of mineral resources and reserves and other risks. Readers should not place undue reliance on forward-looking statements or information included herein, which speak only as of the date hereof. The Company undertakes no obligation to reissue or update forward-looking statements or information as a result of new information or events after the date hereof except as may be required by law. See McEwen Mining’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and other filings with the Securities and Exchange Commission, under the caption “Risk Factors”, for additional information on risks, uncertainties and other factors relating to the forward-looking statements and information regarding the Company. All forward-looking statements and information made in this news release are qualified by this cautionary statement.

The NYSE and TSX have not reviewed and do not accept responsibility for the adequacy or accuracy of the contents of this news release, which has been prepared by management of McEwen Mining Inc.

For further information contact:
Jenya Meshcheryakova Investor Relations Tel: (647) 258-0395 ext 410 Toll Free: (866) 441-0690 Fax: (647) 258-0408 Facebook: www.facebook.com/McEwenRob Twitter: www.twitter.com/McEwenMining	Mailing Address 181 Bay Street Suite 4750 Toronto, ON M5J 2T3 PO box 792 E-mail: info@mcewenmining.com

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