UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-K/A
Amendment No. 2



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



For the fiscal year ended December 31, 2014



[ ] 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)



Scandium International Mining Corp.

(Exact Name of Registrant as specified in its
charter)





|British Columbia, Canada                                       |  | 98-1009717                                  
|-------------------------------------------------------------- |  | --------------------------------------------
|(State or other Jurisdiction of Incorporation or organization) |  | (I.R.S. Employer
        Identification No.)





|1430 Greg Street, Suite 501
        Sparks, Nevada |  | 89431     
|-------------------------------------------------- |  | ----------
|(Address of Principal Executive Offices)           |  | (Zip Code)



Registrant’s Telephone Number, including
area code: (775) 355-9500



Securities registered pursuant to Section 12(b)
of the Act:  None



Securities to be registered pursuant to Section
12(g) of the Act:	Common Shares without par value

(Title of class)



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 Securities Exchange Act of 1934 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 Website, 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-K 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.  See the definitions
of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2
of the Exchange Act (Check one):



|Large Accelerated Filer o |  | Accelerated Filer                  o
|------------------------- |  | ------------------------------------
|Non-Accelerated Filer o   |  | Smaller Reporting Companyx          

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: $15,921,571 as at June 30, 2014.



Indicate the number of shares outstanding of
each of the registrant’s classes of common equity, as of the latest practicable date: 198,604,790 common shares as at
February 20, 2015.



DOCUMENTS INCORPORATED BY REFERENCE



Portions of the registrant's Proxy Statement
for the Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K, which Proxy Statement is
to be filed within 120 days after the end of the registrant's fiscal year ended December 31, 2014.



EXPLANATORY NOTE



The purpose of this Amendment No. 2 to the
Annual Report of Scandium International Mining Corp. on Form 10-K for the year ended December 31, 2014 is to correct a technical
error on the dating of the signature page.











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.



SCANDIUM
INTERNATIONAL MINING CORP.





By: /s/
George Putnam

George
Putnam

President
and Principal Executive Officer



Date:
February 27, 2015



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, Principal Executive Officer, and Director                         | February 27, 2015
|George Putnam         |                                                                              |                  
|                      |                                                                              |                  
|                      |                                                                              |                  
|/s/ William Harris    | Chairman and Director                                                        | February 27, 2015
|William Harris        |                                                                              |                  
|                      |                                                                              |                  
|                      |                                                                              |                  
|/s/ Willem Duyvesteyn | Director                                                                     | February 27, 2015
|Willem Duyvesteyn     |                                                                              |                  
|                      |                                                                              |                  
|                      |                                                                              |                  
|/s/ Warren Davis      | Director                                                                     | February 27, 2015
|Warren Davis          |                                                                              |                  
|                      |                                                                              |                  
|                      |                                                                              |                  
|/s/ Barry Davies      | Director                                                                     | February 27, 2015
|Barry Davies          |                                                                              |                  
|                      |                                                                              |                  
|                      |                                                                              |                  
|/s/ Edward Dickinson  | Principal Accounting Officer
        and
        Principal Financial Officer | February 27, 2015
|Edward Dickinson      |                                                                              |