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): May 324, 2010

CHINA YONGXIN PHARMACEUTICALS INC.

(Exact name of registrant as specified in its charter)

Delaware		000-26293		20-1661391
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employee Identification No.)

927 Canada Court

City of Industry, California 91748

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: (626) 581-9098

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(b) under the Exchange Act (17 CFR 240.14a-12(b))

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 15.0103 ~~Entry~~Amendments ~~into~~to aArticles ~~Material Definitive~~of ~~Agreement~~Incorporation or Bylaws; Change in Fiscal Year

~~On May 3,~~Reverse ~~2010,~~Stock China Yongxin Pharmaceuticals Inc. (the “Company”) consummated a subsequent third closing of its private placement of its equity securities with certain accredited investors pursuant to a Subscription Agreement for total consideration of $250,000 (the “Third Closing”). The Company issued to the investors secured convertible notes with a two year term, bearing 10% interest per annum, convertible into common stock of the Company at a conversion price of $0.20 per share, which is subject to adjustment for stock splits, recapitalizations and other similar events, and will also be adjusted on a full-ratchet basis to equal the price per share of any subsequent financing. The notes are secured by a first priority interest in all current and future assets of the Company, which will be cancelled upon repayment of the notes or upon conversion of at least 50% of the principal amount of the notes into shares of Company common stock. The notes may be redeemed by the Company at any time for 110% of outstanding principal and interest. The note investors also received, as a part of the financing, warrants for the purchase of up to 1.25 million shares of our common stock with an exercise price $0.50 per share (subject to adjustment for stock splits, recapitalizations and other similar events) exercisable for a period of three years. The Company will use the proceeds of the financing for the payment of auditing expenses, legal fees, operating expenses, supplies, and general working capital. The issuance of these securities was exempt from registration pursuant to Rule 506 of Regulation D promulgated under the Securities Act of 1933.Split

~~The~~Effective on May 24, 2010, China Yongxin Pharmaceuticals Inc. (the “Company”) ~~previously~~effectuated a ~~consummated~~reverse anstock ~~initial~~split ~~closing~~with a ratio of ~~its~~1-for-12, ~~private~~whereby ~~placement~~each twelve (12) issued and outstanding shares of the common stock of the Company, par value $0.001 per ~~its~~share ~~equity~~(“Common ~~securities~~Stock”) onshall ~~January~~be 25combined into one (1) share of Common Stock (the “Reverse Split”), ~~2010~~pursuant to the Certificate of Amendment of the Certificate of Incorporation that the Company filed with the State of Delaware’s Secretary of State (“Certificate of Amendment”). As described more fully in the Definitive ~~amount~~Information Statement filed by the Company with the Securities and Exchange Commission (“SEC”) on February 22, 2010, a reverse split of ~~$700~~the Common Stock,~~000~~ with a ratio within a range of 1-for-10 to 1-for-15 (the “~~First~~Reverse Split ~~Closing~~Range”) and awith ~~second~~the ~~closing~~exact ofratio ~~its~~within ~~private~~the ~~placement~~Reverse Split Range to be determined by the Company’s Board of ~~its~~Directors ~~equity~~(the ~~securities~~“Board”), was adopted and approved by onwritten ~~March~~consent 4dated February 8, 2010 inby the ~~amount~~Board, the holders of ~~$125,000~~a (majority of the shares of Common Stock and Series A Convertible Preferred Stock (“~~Second~~Series A ~~Closing~~Preferred Stock”) ~~with~~then ~~certain~~outstanding ~~accredited~~and ~~investors pursuant~~entitled to vote (voting as a ~~Subscription~~single class), ~~Agreement~~and by the holders of a majority of our Series A Preferred Stock voting as a separate class. On April 28, 2010, the Board adopted and approved by written consent a 1-for-12 reverse split ratio and it authorized the Company’s officers to file the Certificate of Amendment and take all other necessary steps in order to effect the Reverse Split.

~~Item~~Effective 3May 26, 2010, the Company’s Common Stock will commence trading under a new OTC Bulletin Board trading symbol, “CYXND”.02 The ~~Unregistered~~new ~~Sales~~trading symbol has been assigned by Financial Industry Regulatory Authority (“FINRA”) in connection with the approval of ~~Equity~~the ~~Securities~~Reverse Split. The Company’s trading symbol will revert to “CYXN” within 20 business days. The Company’s Common Stock, on a split-adjusted basis, has a new CUSIP number of 16946Y 207. The Certificate of Amendment is filed as Exhibit 3.1 to this Current Report on Form 8-K (“Form 8-K”) and incorporated herein by reference.

~~Item 1.01~~Bylaws ~~of this Current Report on Form 8-K (“Form 8-K”) is hereby incorporated by reference into this Item 3.02.~~Amendments

Also effective on May 24, 2010, the Company amended Article VI, Sections 6.1, 6.2, 6.3 and 6.4 of the Company’s Bylaws to allow for the issuance and transfer of uncertificated shares of the Company’s capital stock, as permitted under the Delaware General Corporation Law (the “Bylaws Amendments”), as approved by the Company’s Board. Prior to the foregoing amendments, the Company’s Bylaws did not address the issuance or transfer of uncertificated shares. The Amendments were adopted in order to make the Company eligible to participate in a Direct Registration Program operated by a clearing agency registered under Section 17A of the Securities Exchange Act of 1934, as amended, which allows shares of stock to be owned, reported and transferred electronically without the need for physical stock certificates.

The foregoing summaries of the above-described amendments to the Company’s Certificate of Incorporation and Bylaws are qualified in their entirety by reference to the full text of the Certificate of Amendment, which is filed as Exhibit 3.1 to this Form 8-K, and the full text of the Bylaws Amendments, which is filed as Exhibit 3.2 to this Form 8-K and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
10.1		Form of Subscription Agreement (1)
3.1		Certificate of Amendment of the Certificate of Incorporation of China Yongxin Pharmaceuticals Inc. *
10.2		Form of Note (2)
3.2		Amendments to the Bylaws of China Yongxin Pharmaceuticals Inc.*
10.3		Form of Warrant (3)
10.4		Form of Amended and Restated Subsidiary Guaranty Agreement *
10.5		Form of Amended and Restated Lock Up Agreement *
10.6		Form of Modification and Consent Agreement *
10.7		Form of Escrow Agreement *

* Filed herewith.

(1) Incorporated by reference to Exhibit 10.1 to the Form 8-K Filed with the SEC on January 26, 2010.

(2) Incorporated by reference to Exhibit 10.2 to the Form 8-K Filed with the SEC on January 26, 2010.

(3) Incorporated by reference to Exhibit 10.3 to the Form 8-K Filed with the SEC on January 26, 2010.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 4, 2010	CHINA YONGXIN PHARMACEUTICALS INC. (Registrant)
Date: May 25, 2010	CHINA YONGXIN PHARMACEUTICALS INC.
	By:	/s/ Yongxin Liu
	(Registrant)
		Yongxin Liu Chief Executive Officer
	By:	/s/ Yongxin Liu
		Yongxin Liu
		Chief Executive Officer

Filing Compare · China Yongxin Pharmaceuticals Inc.