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): March 531, 2011

MAXSYS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware		000-53148		26-0904488
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

22817 Ventura Blvd., Suite #462, Woodland Hills, CA 91364

(Address of principal executive offices)(Zip Code)

(818) 943-8068

(Registrant’s telephone number, including area code)

(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 communication 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 18.01 ~~Entry~~ Other ~~into a Material Definitive Agreement.~~Events

~~On March 5, 2011,~~ Maxsys Holdings, Inc. (the “Company”) ~~entered~~decided ~~into~~to aextend ~~Share~~the ~~Exchange Agreement with Dalian Pauley Shield Bio~~Long-~~Engineering~~Stop-Date ~~Co.~~described ~~(“Pauley Shield”), a corporation duly incorporated~~ in the ~~People's~~Memorandum ~~Republic~~ of ~~China~~Understanding ~~("PRC")~~dated ~~under~~on ~~the~~December ~~laws of the PRC with its main office at Dalian~~19, ~~China. Subject~~2010 tobetween ~~formal approval by~~ the ~~respective~~Company ~~boards of directors, legal review,~~ and ~~satisfactory~~Dalian completion of all applicable due diligence, said Share Exchange Agreement provides the basis for an acquisition transaction (the “Acquisition”) in which the Company through issuance of Common Stock to acquire 100% of Pauley Shield ~~such~~Bio-Engineering ~~that~~Co. ~~following~~from ~~completion~~March ~~of a stock swap at transaction closing~~31, ~~former~~2011 ~~Pauley Shield stockholders shall hold title~~ to ~~79.335%~~April ~~of Maxsys Holdings Inc~~30, ~~the surviving entity~~2011.

The parties plan to complete the Acquisition as soon as reasonably practical, provided that the conditions specified in the Share Exchange Agreement have been satisfied or waived.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
2.1	~~Share~~Special ~~Exchange~~Board ~~Agreement~~Resolution dated March 531, 2011, byApproving ~~and~~to ~~between~~Extend Long-Stop-Date in MOU Between Maxsys Holdings, Inc. and Dalian Pauley Shield Bio-Engineering Co.

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.

	Maxsys Holdings, Inc.
Dated: March 8, 2011	By:	/s/ William Elder
Dated: April 4, 2011	By:	/s/ William Elder
		William Elder
		Title: CEO

EXHIBIT INDEX

Exhibit No.	Description
2.1	~~Share~~Special ~~Exchange~~Board ~~Agreement~~Resolution dated March 531, 2011, byApproving ~~and~~to ~~between~~Extend Long-Stop-Date in MOU Between Maxsys Holdings, Inc. and Dalian Pauley Shield Bio-Engineering Co.

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