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):  July 6, 2009
 
AXM PHARMA, INC.
(Exact name of registrant as specified in its charter)
 

Nevada
 
001-31886
 
20-0745214
(State or other jurisdiction
 
(Commission
 
(I.R.S. Employer
of incorporation)
 
File Number)
 
Identification No.)
         
20955 Pathfinder Road, Suite 100
Diamond Bar, CA 91765
 
 
10011
(Address of principal executive offices)
 
(Zip Code)
         
Registrant’s telephone number, including area code: (646) 393-4365
   
         
N/A
(Former name or former address, if changed since last report.)
 
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 (see   General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
 
 
 

 
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

(b)           Resignation of Director

On July 6, 2009, Mr. Baozhong Zhang resigned from his position as a director of AXM Pharma, Inc. (the “Company”). Mr. Zhang advised the Company that he was resigning for personal reasons.  He did not note any disagreement with the Company concerning any matter relating to the Company's operations, policies or practices as a reason for his resignation.

 
 
 
 
 
 

 


 
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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 hereunto duly authorized.
 
   
AXM PHARMA,INC.
     
July 13, 2009
 
/s/  Wei Shi Wang
   
       Wei Shi Wang
   
       Chief Executive Officer

 
 
 
 
 
 
 
 
 
 

 
 
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