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): December 913, 2010

AGRISOLAR SOLUTIONS, INC.

(Exact Name of Registrant as Specified in Charter)

90 Madison Street, Suite 701

Denver, CO 80206

(Address of principal executive offices)

Registrant’s telephone number, including area code: 303-329-3008

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 (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 DFR 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))

- 1 -

ITEM 53.0302 – ~~AMENDMENTS~~UNREGISTERED TOSALES ~~ARTICLES~~ OF ~~INCORPORATION~~EQUITY ~~OR BYLAWS; CHANGE IN FISCAL YEAR~~SECURITIES

(On December 13, 2010, the Registrant sold a total of 1,075,715 shares of Series AA Convertible Preferred Stock (the “Shares”) in a private offering. The Shares were sold for cash for an offering price of $0.35 per Share, and there were no underwriting discounts or commissions. The total consideration received by the Registrant for sale of the shares was $376,500.

OnThe ~~December~~Shares 9,were ~~2010,~~sold in reliance upon an exemption from registration provided by Regulation S under the Securities Act of 1933. The Registrant’s ~~filed~~reliance ~~Articles~~on ofthe ~~Amendment~~exemption tofrom ~~its~~registration ~~Articles~~provided ofby ~~Incorporation~~Regulation ~~for~~S was based on the ~~purpose~~fact ~~of:~~that the Shares were sold in a private offshore transaction to a single investor who was not a US person.

The Shares are convertible at any time by the holder thereof into Units consisting of one share of common stock of the Registrant and one-half warrant to purchase an additional share of common stock of the Registrant. In addition, the Shares automatically convert into Units consisting of one share of common stock of the Registrant and one-half warrant to purchase an additional share of common stock of the Registrant, without any action by the holder thereof, in the event that for ten (i10) consecutive trading days, the common stock of the Registrant trades a minimum volume of 100,000 shares per day on the OTC Bulletin Board at a bid price of not less than $0.75 per share. Each whole warrant entitles the holder thereof to purchase one additional share of the Registrant’s common stock at a price of $0.70 per share at any time during the period of 5 years following the date of initial issuance of the Shares.

Cancelling the designation of 15,714,286 shares of preferred stock as Series AA Convertible Preferred Stock, returning such shares to the status of authorized but unissued shares of preferred stock and reducing the number of authorized shares Series AA Convertible Preferred Stock from 25,714,286 shares to 10,000,000 shares; and SIGNATURES

~~(ii)~~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 duly authorized.

~~Designating~~AgriSolar aSolutions, ~~new~~Inc. ~~class~~(Registrant) ofDate: ~~preferred~~January ~~stock consisting of 10~~11,~~000,000~~ ~~shares~~2011 of/s/ ~~Series~~Arnold ~~AAA Convertible Preferred Stock~~Tinter, ~~the~~Chief ~~designations,~~Financial ~~preferences, limitations and relative rights of which are as set forth in the Articles of Amendment filed as an Exhibit to this Current Report on Form 8-K.~~ Officer

~~The~~- ~~amendment~~2 to the Articles of Incorporation cancelling the designation of 15,714,286 shares of preferred stock as Series AA Convertible Preferred Stock and designating a new class of preferred stock consisting of 10,000,000 shares of Series AAA Convertible Preferred Stock was approved by the Board of Directors. -

ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS

(d)

Exhibits.

The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.

Exhibit No. Description 3.6 Articles of Amendment filed December 9, 2010

- 2 -

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 duly authorized.

AgriSolar Solutions, Inc. (Registrant) Date: December 20, 2010 /s/ Arnold Tinter, Chief Financial Officer

- 3 -

Colorado

333-141201

20-5614030

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

(State or other jurisdiction of incorporation)

Filing Compare · AgriSolar Solutions, Inc.