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                     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): November 15, 2004



                           AMERITYRE CORPORATION
                       ----------------------------
        (Exact name of registrant as specified in its charter)


          NEVADA                    33-94318-C             87-0535207
---------------------------- -----------------------  --------------------
(State or other jurisdiction (Commission File Number) (IRS Employer ID No.)
 of incorporation)



                1501 Industrial Road, Boulder City, Nevada  89005
                -------------------------------------------------
                     (Address of principal executive office)


Registrant's telephone number, including area code: (702) 294-2689
                                                    --------------











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ITEM 5.02
Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers

On November 15, 2004, at our annual meeting of shareholders, a majority of the
shareholders: (1) elected Richard A. Steinke, Louis M. Haynie, Henry D. Moyle,
Wesley G. Sprunk and Norman H. Tregenza to the board of directors. Each
director will serve until our next annual meeting and until his or her
successor is duly elected and qualified; (2) approved the selection of HJ &
Associates, LLC, as our independent public accountants for fiscal year 2005;
and (3) approved the increase in capitalization of our common stock from
25,000,000 shares to 40,000,000 shares.  The tabulation of the votes is set
forth below:

1.   Election of directors:

Richard A. Steinke:   for 15,704,106;  against 24,275;  withhold 126,906
Henry D. Moyle:       for 15,695,606;  against 32,775;  withhold 126,906
Louis M. Haynie:      for 15,698,106;  against 30,275;  withhold 126,906
Norman H. Tregenza:   for 15,704,106;  against 24,275;  withhold 126,906
Wesley G. Sprunk:     for 15,701,606;  against 26,775;  withhold 126,906

2.  Ratification of HJ and Associates, LLC:

  for 15,797,012;  against 51,025;  withheld  7,250

3.  Increase in Capitalization:

  for 15,295,816;  against 195,425; withheld 364,046

         
                          ITEM 8.01 OTHER EVENTS

REMARKS BY RICHARD A. STEINKE, CHAIRMAN, PRESIDENT & CEO, November 15, 2004

Annual Meeting of Shareholders

"All things are possible until they are proved impossible; and even the
impossible may only be so, as of now."  So, "the secret of success is
constancy to purpose."  In all things, success depends upon previous
preparation, and without such preparation, there is sure to be failure. Those
words, although written by other people, have been the rallying cry for
Amerityre. Amerityre has persevered on a steady determined course of action in
spite of difficulties, obstacles and discouragement.

Amerityre took on one of the most difficult tasks asked of any company. No
company has ever received Department of Transportation (DOT) approval on a
urethane auto air tire until April 22, 2004. On that day, Amerityre passed the
final test on the long road of developing a urethane auto tire. We have much
to be proud of. The test results showed that our tires ran cooler and our
rolling resistance was much better than rubber tires. But the most important
discovery is that urethane is environmentally friendly in use as a tire and
later when it is recycled into other products. It is hard to explain the
jubilation of the Amerityre employees on that day. Even at the independent
laboratory, the tire technicians all huddled around our tire to cheer the
final minutes of this historical test. This is truly one of the great
technological breakthroughs of the last 100 years.
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Over $1 billion has been spent by other tire companies in an attempt to do
this urethane tire technology. They all failed. Amerityre has spent
approximately $20 million and we have succeeded.

At this time, I want to give special thanks to those people that personally
worked on the project. Please stand as I call your name. Ted Love, Tim
Kessler, Jim Moore, Jason Norman, Steve Harold, Luis Ochoa, Lupe Venegas, and
my right hand man in urethane technologies, Manny Chacon. Also, a former
Goodyear Research and Development Director, Rick Vannan.

Let's give them a hand.

Since April 22, Amerityre has been busy filing protective patents on the
technology. Presently we have filed 6 patents associated with our
manufacturing methods and processes and plan on filing 3 additional patents in
the near future.

We have engineered and built a single station auto tire machine with a
connecting mold. We have built another machine to assemble beads, belts and
plies. All of our equipment, past and present, is modularly designed so that
it can be easily disassembled and transported to new locations. Also, the
entire production line, from chemical storage tanks to the final product
(tire) can be up-scaled to a robotic tire factory.

The future looks bright for Amerityre. We have had several inquiries   from
chemical companies, tire manufacturers, and auto manufacturers   about this
innovative technology.  Because of our desire to protect our intellectual
property, we have not provided any detailed information to interested parties.
However, we expect that by the end of January 2005, we will have completed
sufficient testing of our compounds,  so that we can provide interested
parties with data comparing rubber to Amerityre's urethane compounds.  We will
also provide them a cost analysis illustrating an efficiency comparison
between urethane and rubber manufacturing techniques.  Our expectation is to
develop substantial interest within the tire industry to begin licensing our
technology for specific tire applications.

Because of new safety regulations affecting the auto industry there has been a
great deal of interest within the industry for a "zero pressure" spare tire
alternative to "high pressure" regular and donut sized spare tires that are
currently being used. Presently we have been working on a design concept for a
spare tire made entirely of polyurethane elastomer.  We have filed a patent
application on our design concept and we are in the process of developing
prototypes for testing. We think that there is great potential for this
technology in the near to long term future.

In addition, over the past few months we have been discussing licensing
arrangements for both our urethane foam and elastomer tire technologies with
various groups. In July 2004, we enlisted the services of The International
Research and Development Company to assist us in identifying interested
parties within various developing countries that have a need for our tire
technology. We have introduced our technology to parties from Sri Lanka,
India, Mexico, Peru, Brazil, Singapore and Panama and hope to consummate a
transaction with one or more of these parties during this current fiscal year.
Our goal with these groups is to sell them the manufacturing equipment and
provide them with our proprietary chemical systems.
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Our ultimate goal is to move swiftly to profitability. Management, with the
assistance of our newly formed advisory group, has developed a 5 year
strategic operating plan that creates a strategic roadmap for the company.

By following the roadmap, we believe that our technology will be attractive to
major tire and chemical companies. The market we are entering uses 34 billion
pounds of polymer annually. The objectives are substantial, but we believe
that we have the technology to succeed.

Amerityre has successfully tested a polyurethane tire technology that has been
thought, at least until recently, to be impossible to do. Amerityre believes
that a revolution has begun and that polyurethane technology is the new "Tire
Technology for the 21st Century." It is this technology that will make a
difference in the marketplace for both the tire industry and the consumer. It
is technology that makes everyone a winner.

In conclusion, I would like to offer a special thanks to all of Amerityre's
investors who believed in the management of this company. For some of you, it
has been a long term investment. However, I think that it is important that
you think of us as a research company that now has received the necessary
validation of our science and our products. We are now beginning the
commercialization phase of our journey. Thank you for your patience and
support.

ITEM 9.01 Financial Statements and Exhibits

Exhibit 3(i) - Articles of Amendment to the Articles of Incorporation


                                   SIGNATURES

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

                                       AMERITYRE CORPORATION



Date: November 15, 2004                /S/ Richard A. Steinke, C.E.O.