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 11, 2014	~~March 7, 2014~~

AgFeed Industries, Inc.

(Exact name of registrant as specified in its charter)

Nevada	1-33674	20-2597168
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

100 Bluegrass Commons Blvd., Suite 310, Hendersonville, Tennessee 37075

(Address of principal executive offices, including zip code)

(917) 804-3584

(Registrant’s telephone number, including area code)

Not Applicable

(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:

¨ 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 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 48.01. ~~Changes~~Other ~~in Registrant’s Certifying Accountant~~Events.

On March 711, 2014, ~~AgFeed~~the ~~Industries, Inc~~U.S. Securities and Exchange Commission (the “~~Company~~Commission”) ~~received~~filed a ~~letter~~civil ~~from~~complaint ~~McGladrey~~against ~~LLP~~AgFeed Industries, Inc. (the “~~McGladrey~~Company”), ~~confirming~~and six of its former officers in the U.S. District Court for the Middle District of Tennessee, alleging that they violated antifraud, books and records, reporting, deceit of auditors, internal controls and incentive compensation disgorgement provisions of the federal securities laws. The Commission also announced settlements with two other former officers of the Company ~~client~~under which each officer consented to an order instituting public administrative and cease-~~auditor~~and-desist ~~relationship~~proceedings, ~~between~~making findings, and imposing remedial sanctions and cease-and-desist orders and penalties. The complaint and the settlements relate to the Commission’s investigation into issues arising out of accounting errors and irregularities in the Company’s feed mill and ~~McGladrey~~legacy ~~has~~farms businesses ~~ceased~~in China, which resulted in errors and misstatements in the Company’s financial statements from 2007 through the second quarter of 2011. The Company is engaged in settlement discussions with the staff of the Commission, but cannot predict with any certainty the results of those discussions or of the U.S. District Court proceedings arising from the complaint.

~~On January 31~~Separately, ~~2012,~~ the Company has ~~announced~~consented ~~that~~to ~~its~~the ~~special~~entry ~~committee~~ of an administrative order by the ~~board~~Commission ofpursuant ~~directors~~to ~~had~~Section ~~completed~~12(j) ~~its~~of ~~investigation~~the ~~into~~Securities ~~certain~~Exchange ~~accounting~~Act ~~issues~~of in1934 (the “Exchange Act”) under which the Company’s ~~animal~~registration ~~nutrition~~under ~~and~~the ~~legacy~~Exchange ~~farm~~Act ~~hog~~would ~~operations~~be ~~in China~~revoked. Upon Inthe ~~connection~~effectiveness ~~with~~of ~~that~~this ~~investigation~~order, among other things, the Company’s ~~previously~~obligation ~~disclosed~~to ~~that~~file ~~investors~~periodic reports under the Exchange Act would terminate, and ~~others~~no ~~should~~member ~~not~~of ~~rely~~a onnational ~~the~~securities ~~Company’s~~exchange, ~~(1)~~broker, ~~audited~~or ~~financial~~dealer ~~statements for~~may make use of the ~~year~~mails ~~ended~~or ~~December~~any ~~31,~~means or ~~2010,~~instrumentality ~~which~~of ~~were~~interstate ~~audited~~commerce byto ~~McGladrey,~~effect ~~(2)~~any ~~audited~~transaction ~~financial~~in, ~~statements~~or ~~for~~to induce the ~~years~~purchase ~~ended~~or ~~December 31,~~sale ~~2009~~of, ~~2008~~the ~~and~~Company’s securities. ~~2007,~~The ~~which~~Company ~~were~~has ~~audited~~filed bya ~~another~~motion ~~registered~~with ~~accounting~~the ~~firm~~United ~~and~~States ~~not~~Bankruptcy ~~McGladrey,~~Court ~~and~~for ~~(3)~~the ~~unaudited~~District ~~financial~~of Delaware, which is overseeing ~~statements~~the ~~for~~Company’s ~~all~~Chapter ~~quarters~~11 ~~within~~bankruptcy ~~those~~proceedings, ~~years~~requesting ~~and~~that the ~~first~~court ~~two~~approve ~~quarters~~the ofadministrative ~~2011~~order.

The Company has not completed, and is not working on, its financial statements for the years ended 2013, 2012 or 2011, or its restated financial statements for the year ended December 31, 2010. Accordingly, (a) McGladrey has not issued any report on those financial statements and (b) in each of the years ended December 31, 2013 and December 31, 2012 and through March 7, 2014, there were no (i) disagreements, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, with McGladrey on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement would have caused it to make reference to the subject matter of the disagreement in its report on the Company’s financial statements; or (ii) reportable events, as that term is defined in Item 304(a)(1)(v) of Regulation S-K.

A copy of a letter from McGladrey to the Securities and Exchange Commission (“SEC”) stating that it agrees with the statements regarding McGladrey in this report is filed as Exhibit 16 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(d) Exhibits. The following exhibit is being filed herewith:

(16) Letter from McGladrey to the SEC regarding change in certifying accountant, dated March 12, 2014.

* * * * *

NOTICE TO SHAREHOLDERS

The Company’s shareholders are cautioned that trading in shares of the Company’s equity securities during the pendency of its Chapter 11 bankruptcy proceedings is highly speculative and poses substantial risks. Trading prices for the Company’s equity securities may bear little or no relationship to the actual recovery, if any, by holders in our Chapter 11 bankruptcy proceedings. Accordingly, the Company urges extreme caution with respect to existing and future investments in its equity securities.

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.

	AGFEED INDUSTRIES, INC.
Date: March 12, 2014	By:	/s/ Keith A. Maib
Date: March 13, 2014	By:	/s/ Keith A. Maib
		Keith A. Maib
		Keith A. MaibChief Restructuring Officer
		Chief Restructuring Officer

AGREED INDUSTRIES, INC.

Exhibit Index to Current Report on Form 8-K

Exhibit Number 16 Letter from McGladrey to the SEC regarding change in certifying accountant, dated March 12, 2014.

Filing Compare · AgFeed Industries, Inc.