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): ~~February~~September 410, 2010 SAN WEST, INC. (Exact name of registrant as specified in its charter) California (State or other jurisdiction of incorporation or organization)

0-28413
(Commission File Number)

77-0481056
(IRS Employer Identification No.)

10350 Mission Gorge Road, Santee, California

(principal executive offices)

92069
(Zip Code)

(714) 724 3355
(Registrant’s telephone number, including area code)

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:

[ ] ~~Written communications pursuant to Rule 425 under the Securities Act~~

[Written ]communications ~~Soliciting material~~ pursuant to Rule ~~14a-12~~425 under the ~~Exchange~~Securities Act

[ ] ~~Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act~~

[Soliciting ]material ~~Pre-commencement communications~~ pursuant to Rule ~~13e~~14a-~~4(c)~~12 under the Exchange Act

~~-1-~~[ ]

~~Item~~Pre-commencement ~~1.01.~~communications pursuant to Rule 14d-2(b) under the Exchange Act

~~Entry into a Material Definitive Agreement.~~[ ]

OnPre-commencement ~~February~~communications 4,pursuant ~~2010, San West, Inc. (“San West”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with Gemini Master Fund, Ltd. (“Gemini”), whereby San West agreed~~ to ~~issue~~Rule ~~and sell, and Gemini agreed to purchase, upon the terms and conditions contained in the Securities Purchase Agreement, a convertible note~~ 13e-4(~~the “Note”~~c), ~~attached~~under ~~as Exhibit A to~~ the ~~Securities~~Exchange Purchase Agreement, with an aggregate original principal amount equal to the Purchaser’s Subscription Amount, which Note shall (i) bear interest at 10% per annum, (ii) be convertible into shares of common stock as set forth in the Note, and (iii) have a maturity date of February 1, 2011.Act

The Securities Purchase Agreement incorporates by reference, as if set forth therein in its entirety and including without limitation all terms, conditions and provisions set forth therein, the PipeFund Services Organization Standard Transaction Document labeled GTC 1-10 (General Terms and Conditions) available and accessible at www.pipefund.com (“PST Document GTC”); provided, however, that to the extent any of the terms, conditions or provisions of the Agreement (without such incorporation) contradict or conflict with the terms, conditions or provisions of PST Document GTC, the Agreement shall control.

~~The~~Item registrant agrees to issue and sell, and the Purchaser agrees to purchase, in consideration for payment by the Purchaser of its Subscription Amount indicated on the Purchaser’s signature page to the Agreement, upon the terms and conditions contained in this Securities Purchase Agreement, the Note3.03

AMaterial ~~copy~~Modification ofto ~~the~~Rights ~~Securities~~of ~~Purchase~~Security ~~Agreement is attached hereto as Exhibit 10~~Holders.~~1 and incorporated herein by reference.~~

~~Item~~On September 10, 2010, San West, Inc. filed with the Secretary of State of California the San West, Inc. Certificate of Designation for the Series A Preferred Stock covering 5,000,000 shares of the San West preferred stock, no par value per share.02 Some of the material terms of the Certificate of Designation are as follows:

~~Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers.~~·

OnRedemption ~~February~~Rights. Subject ~~17,~~to ~~2010~~the applicable provisions of California law, ~~Richard~~the ~~Gonzales~~Company, ~~age~~at 31the option of its directors, ~~was~~may ~~elected~~at any time or from time to time redeem the ~~board~~whole ofor ~~directors~~any part of the ~~registrant~~outstanding Series A Preferred Stock. ~~Mr.~~Any ~~Gonzales~~such ~~was~~redemption anshall ~~addition~~be pro rata with respect to all of the ~~board~~Holders of the ~~registrant,~~Series ~~bringing~~A Preferred Stock. Upon redemption, the ~~total~~Company ~~number~~shall pay for each share redeemed the amount of ~~directors~~$1.15 toper ~~three~~share, payable in cash.

There is no arrangement or understanding between Mr. Gonzales and any other person pursuant to which he was or is to be selected as a director or officer of the registrant. Mr. Gonzales has not been named to any committees of the board of directors of the registrant, or at the time of this disclosure is expected to be, named. There is no family relationship between Mr. Gonzales or any other officer or director of the registrant. In consideration of his efforts on behalf of the registrant, 5,000,000 shares of the common stock of the registrant will be issued to Mr. Gonzales.·

MrLiquidation Rights. Upon ~~Gonzales~~the ~~has~~dissolution, ~~served~~liquidation asor ~~Air~~winding ~~Traffic~~up ~~Controller~~of ~~for~~the Company, whether voluntary or involuntary, the ~~FAA~~Holders ~~and~~of the USthen ~~Navy. His~~outstanding ~~education~~shares ~~foundation~~of isSeries ~~with~~A ~~Embry~~Preferred ~~Riddle~~Stock ~~University~~shall ~~with~~be aentitled ~~Major~~to inreceive ~~Professional~~out ~~Aeronautics~~of ~~and~~the ~~Minor~~assets inof ~~Airport~~the ~~Management. Since~~Company ~~2004,~~the Mrsum of $1.00 ~~Gonzales~~per ~~has~~share ~~focused~~before onany ~~the~~payment ~~market~~or ~~for~~distribution shall be made on~~-line~~ ~~sales~~the Common Stock, ~~particularly~~or ~~off-road~~any ~~and~~other ~~sport~~class ~~vehicles~~of capital stock of the Company ranking junior to the Series A Preferred Stock. Upon the dissolution, liquidation or winding up of the Company, the following shall also apply:

From 2005 to 2009, Mr. Gonzales opened and quickly grew www.countyimports.com a/k/a www.countrymotorsports.com to a multi million dollar sales enterprise that consisted of two brick and mortar locations, and one logistics warehouse as well as the second largest online motorsports entity in the market.·

InConversion ~~2009~~of Series A Preferred Stock. Subject to the terms of the Certificate of Designation, Mrat any time, the Holder of shares of the Series A Preferred Stock shall have the right, at such Holder’s option, to convert any number of shares of the Series A Preferred Stock into shares of the Common Stock. Such ~~Gonzales~~right ~~merged~~to ~~www~~convert shall commence as of the date the shares of such Series A Preferred Stock are issued to such Holder.~~countyimports.com~~ In ~~with~~the event that the ~~registrant~~Holder of the Series A Preferred Stock elects to convert such shares into Common Stock, the Holder shall have 60 days from the date of such notice in which to tender his shares of Series A Preferred Stock to the Company. Any such conversion shall be upon the other following terms and conditions:

~~In his experience, Mr. Gonzales has managed as many as 100 individuals in all and as many as 35 individuals at one time in all aspects of responsible and professional work environment.~~(a)

~~Other~~Conversion Rate. Subject to adjustment as ~~described~~provided in ~~this~~the ~~report~~Certificate of Designation, ~~Mr.~~each ~~Gonzales~~share ~~and~~of the ~~registrant~~Series ~~have~~A ~~not~~Preferred ~~entered~~Stock shall be convertible into, ~~adopted,~~one ~~amended~~fully paid and nonassessable share of the Common Stock. Provided, ~~modified~~however, ornotwithstanding ~~otherwise~~anything ~~commenced~~in athe ~~material~~Certificate ~~compensatory~~of ~~plan~~Designation contained to the contrary, ~~contract~~no orHolder ~~arrangement~~may ~~(whether~~convert orshares ~~not~~of ~~written),~~the asSeries toA ~~which~~Preferred ~~Mr.~~Stock ~~Gonzales~~into ~~participates~~an oramount isof ashares ~~party,~~of ~~nor~~the ~~has~~Common ~~there~~Stock ~~been~~in ~~any~~excess ~~material~~of ~~grant~~10% orof ~~award~~the ~~under~~number ~~any~~of ~~such~~shares ~~plan,~~of ~~contract~~the Common Stock traded on the Principal Market or ~~arrangement~~any toEligible ~~Mr.~~Market ~~Gonzales~~on the date of any such conversion.

To the extent that any information called for in this Item 5.02 is not determined or is unavailable at the time of this filing, the registrant will file an amendment to this filing containing such information within four business days after the information is determined or becomes available.(b)

2Conversion Price. The conversion price, subject to adjustment as provided in the Certificate of Designation, for each share of the Series A Preferred Stock shall be 85% of the 20-day trailing, lowest, Closing Bid Price of the Common Stock during such 20-day period, as defined in the Certificate of Designation.

Preferred Status. The rights of the shares of the Common Stock shall be subject to the preferences and relative rights of the shares of the Series A Preferred Stock. Without the prior written consent of the Holders of not less than two-thirds (2/3) of the outstanding shares of the Series A Preferred Stock, the Company shall not hereafter authorize or issue additional or other capital stock that is of senior or equal rank to the shares of the Series A Preferred Stock in respect of the preferences as to distributions and payments upon the liquidation, dissolution and winding up of the Company described in Paragraph 3 of the Certificate of Designation.

Restriction on Dividends. If any shares of the Series A Preferred Stock are outstanding, the Company shall not, without the prior written consent of the Holders of not less than two-thirds (2/3) of the then outstanding shares of the Series A Preferred Stock, directly or indirectly declare, pay or make any dividends or other distributions upon any of the Common Stock. Notwithstanding the foregoing, this paragraph shall not prohibit the Company from declaring and paying a dividend in cash with respect to the shares of the Common Stock so long as the Company simultaneously pays each Holder of shares of the Series A Preferred Stock an amount in cash equal to the amount such Holder would have received had all of such Holder’s shares of the Series A Preferred Stock been converted to shares of the Common Stock on the business day prior to the record date for any such dividend.

Vote to Change the Terms of the Series A Preferred Stock. Without the prior written consent of the Holders of not less than two-thirds (2/3) of the outstanding shares of the Series A Preferred Stock, the Company shall not amend, alter, change or repeal any of the powers, designations, preferences and rights of the Series A Preferred Stock.

Denial of Preemptive Rights. No Holder of shares of the Series A Preferred Stock shall by reason of his holding of such shares have any preemptive or preferential rights to purchase or subscribe to any shares of any class of the Company’s capital stock now or hereafter to be authorized or any notes, debentures, bonds, or other securities convertible into or carrying options or warrants to purchase shares of any class, now or hereafter to be authorized, whether or not the issuance of any such shares, or such notes, debentures, bonds or other securities would adversely affect dividend or voting rights of Holders of shares of the Series A Preferred Stock, other than such rights, if any, as the Board of Directors in its discretion may fix; and the Board of Directors may issue shares of any class of the Company, or any notes, debentures, bonds, or other securities convertible into or carrying options or warrants to purchase shares of any class, without offering any such shares of any class, either in whole or in part, to the Holders of the Series A Preferred Stock.

Voting. On all matters submitted to a vote of the holders of the Common Stock, including, without limitation, the election of directors, a Holder of shares of the Series A Preferred Stock shall be entitled to the number of votes on such matters equal to the number of shares of the Series A Preferred Stock held by such Holder multiplied by the number of shares of the Common Stock each such share of the Series A Preferred Stock shall then be convertible into pursuant to the terms Paragraph 4 of the Certificate of Designation.

A copy of the San West, Inc. Certificate of Designation for the Series A Preferred Stock is attached hereto as Exhibit 4.1 and incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits.

The following exhibits are filed herewith:

Exhibit No.	Identification of Exhibit
10.1*	Securities Purchase Agreement between San West, Inc. and Gemini Master Fund, Ltd. dated February 4, 2010.
4.1*	San West, Inc. Certificate of Designation for the Series A Preferred Stock, filed with the State of California on September 10, 2010.

____________

Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: March 3, 2010	SAN WEST, INC.
Date: September 13, 2010	SAN WEST, INC.
	By /s/ Frank J. Drechsler
	Frank J. Drechsler, Chief Executive Officer

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