UNITED STATES

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: February 27, 2009 Vivid Learning Systems, Inc. (Exact name of registrant as specified in its charter)
Delaware (State of incorporation or organization)	333-116255 (Commission File Number)		42-1623500 (I.R.S. Employer Identification No.)
5728 Bedford Street Pasco, Washington (Address of principal executive offices)		99301 (Zip Code)
Registrant’s telephone number, including area code: (509) 545-1800

(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: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~SECURITIES AND EXCHANGE COMMISSION~~1

~~Washington,~~Item D5.C.02 Departure ~~20549~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~FORM~~Effective ~~8-K~~February 27, 2009, Vivid Learning Systems, Inc. announced the appointment of David S. Lippes, to serve on the Board of Directors of the Company. It is expected that Mr. Lippes will serve on one or more committees of the registrant’s board of directors; however, as of the date of the filing of this report, it has not been determined on which committee(s) he will serve.

~~CURRENT~~In ~~REPORT~~addition, Rabindra Nanda was named Chief Operating Officer of the Company. Mr. Nanda, age 41, has been with the Company for over eight years, most recently as the Chief Marketing Officer. Mr. Nanda has over fifteen years experience in the industry in various sales, marketing, and operational roles.

~~Pursuant~~The toCompany ~~Section~~pays 13Mr. orNanda ~~15(d)~~$10,000 ofper ~~the~~month ~~Securities~~for ~~Exchange~~his ~~Act~~services plus benefits under a standard offer of ~~1934~~employment, but has not entered into any other employment agreements with him.

Date of Report (Date of earliest event reported): February 12, 2009

VIVID LEARNING SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware	333-116255	42-1623500
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
5728 Bedford Street Pasco, Washington 99301
(Address of principal executive offices) (Zip code)
(509) 545-1800
(Registrant’s telephone number, including area code)
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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 Principal Officers; Election of Directors; Appointment of Principal Officers.

(d) Vivid Learning Systems, Inc. held its Annual Shareholders Meeting on February 11, 2009. The following were elected as members of the Board of Directors with a term of one (1) year: Robert L. Ferguson, William N. Lampson, Edward C. Reinhart, Diehl R. Rettig, and Andrew Thoresen. All Directors will serve on the Audit Committee and the Compensation Committee.

The Board of Directors appointed the following Corporate Officers: Matthew J. Hammer – President and Robert M. Blodgett – Secretary/Treasurer.

Item 8.01 Other Events.

At the Vivid Learning Systems, Inc. Annual Shareholders Meeting held on February 11, 2009, the ratification of the appointment of Williams & Webster, LLP as independent public accountants for the Company’s current fiscal year was approved.

At the Vivid Learning Systems, Inc. Annual Shareholders Meeting held on February 11, 2009, the proposal to change the state of incorporation for Vivid from the State of Delaware to the State of Washington was approved. In accordance with the proposal, the reincorporation will be effected by a merger of Vivid with its wholly owned Washington subsidiary, also named Vivid Learning Systems, Inc. As noted in the December 23, 2008 8-K filed by the Company, the reincorporation and merger will not result in any change in the business, management, location of the Company’s principal executive offices, assets, liabilities, net worth, or accounting practices. The shares of common stock will continue to be publicly traded. The merger will not give rise to any appraisal or dissenters’ rights. Each outstanding share of the Company’s common stock will be automatically converted into one share of the common stock of the surviving corporation. An information statement and proxy statement for the February 11, 2009 Annual Meeting of Stockholders with further details concerning the reincorporation and the other matters submitted for shareholder approval was filed with the Securities and Exchange Commission and transmitted to all shareholders of record as of December 23, 2009 on or about January 2, 2009.

At the Vivid Learning Systems, Inc. Annual Shareholders Meeting held on February 11, 2009, a brief overview of the Company’s financial performance for the first quarter of fiscal year 2009 was provided. The 10-Q which provides detailed financial performance information is scheduled to be filed no later than February 13, 2009.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~the~~as ~~registrant~~amended, ~~has~~the Registrant has duly caused this report to be signed on its behalf by the undersigned ~~hereunto~~ thereunto duly authorized.

	~~VIVID LEARNING SYSTEMS, INC.~~	VIVID LEARNING SYSTEMS, INC.
Date: February 12, 2009	By:	/s/ Robert M. Blodgett
		(Registrant)
	Name:	Robert M. Blodgett
March 3, 2009		/s/ Robert M. Blodgett
	Title:	Corporate Secretary/Treasurer
(Date)		Robert M. Blodgett Corporate Secretary/Treasurer

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