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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K/AAmendment No. 2

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year endedDecember 31, 2011

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to
_______________

000-54416(Commission File Number)

EMC METALS CORP.(Name of registrant in its charter)

|British Columbia, Canada                    | 98-1009717         
|------------------------------------------- | -------------------
|(State or other jurisdiction                | (IRS Employer      
|of incorporation or organization)           | Identification No.)
|                                            |                    
|1430 Greg Street, Suite 501, Sparks, Nevada | 89431              
|(Address of principal executive offices)    | (Zip Code)         

Issuers telephone number: (775) 355-9500

Securities registered under Section 12(b) of the Exchange Act:
None

Securities registered under section 12(g) of the Exchange Act:
Common shares without par value

Indicate by check mark if the registrant is a well-known
seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ 
 ]     No [X]

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section 15(d) of the Act. Yes
[   ]     No [X]

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X]     No
[   ]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files). Yes
[X]     No [   ]

Indicate by check mark if disclosure of delinquent filers in
response to Item 405 of Regulation S-B is not contained herein, and will not be
contained, to the best of registrants knowledge, in definitive proxy or
information statements incorporated by reference in part III of this Form 10-K
or any amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. Large accelerated filer [ 
 ]           Accelerated
filer [   ]         
 Non-accelerated filed [ 
 ]           Smaller
reporting company [X]

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Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [ 
 ]     No [X]

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which
the common equity was sold, or the average bid and asked price of such common
equity, as of the last business day of the registrants most recently completed
second fiscal quarter: $19,517,255 as at June 30, 2011.

Indicate the number of shares outstanding of each of the
registrants classes of common equity, as of the latest practicable date:
150,678,713.

DOCUMENTS INCORPORATED BY REFERENCE

None.

EXPLANATORY NOTE

This Amendment No. 2 to the Annual Report on Form 10-K for the
fiscal year ended December 31, 2011, which was filed with the Securities and
Exchange Commission (the SEC) on February 14, 2012, as amended on April 30,
2012, is being filed to correct the missing conforming signature on the audit
report filed with the original Form 10-K.

PART IV

Financial Statements

Description
      PageReport of Independent Registered Public
        Accounting Firm for the years ended December 31, 2011 and 2010.
      F-1


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Exhibits

|Exhibit No. | Description of Exhibit                                                       | Manner of Filing    
|----------- | ---------------------------------------------------------------------------- | --------------------
|31.1        | Rule 13a-14(a)/15(d)-14(a)
      Certification - Principal Executive Officer | Filed
      herewith
|31.2        | Rule 13a-14(a)/15(d)-14(a) Certification
      - Principal Financial Officer | Filed herewith      
|32.1        | Section 1350 Certification
      of the Principal Executive Officer          | Filed
      herewith
|32.2        | Section 1350 Certification of the
      Principal Financial Officer          | Filed herewith      

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

EMC Metals Corp.



|By: | /s/ George Putnam                                  | 
|--- | -------------------------------------------------- | 
|    | George Putnam                                      | 
|    | President and Chief Executive
      Officer        | 
|    | (Principal Executive Officer)                      | 
|    |                                                    | 
|    |                                                    | 
|By: | /s/ Edward Dickinson                               | 
|    | Edward Dickinson                                   | 
|    | Chief Financial Officer                            | 
|    | (Principal Financial and
      Accounting Officer) | 
|    |                                                    | 
|    | Date: June 5, 2012                                 | 

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.

|Signature                   | Title                                                  | Date        
|--------------------------- | ------------------------------------------------------ | ------------
|                            |                                                        |             
|                            |                                                        |             
|/s/ George Putnam           | President, Chief Executive
      Officer, and Director | June 5, 2012
|George Putnam               |                                                        |             
|                            |                                                        |             
|                            |                                                        |             
|/s/ William
      Harris    | Chairman and Director                                  | June 5, 2012
|William Harris              |                                                        |             
|                            |                                                        |             
|                            |                                                        |             
|/s/ Willem
      Duyvesteyn | Director                                               | June 5, 2012
|Willem Duyvesteyn           |                                                        |             
|                            |                                                        |             
|                            |                                                        |             
|/s/ Barry Davies            | Director                                               | June 5, 2012
|Barry Davies                |                                                        |             

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