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~~September 286, 2011

FUSIONTECH, INC.

(Exact name of registrant as specified in its charter)

Nevada		000-53837		26-1250093
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

No. 26 Gaoneng Street, High Tech Zone, Dalian, Liaoning Province, China		116025
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (86) 0411-84799486

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 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 12.0104 ~~Entry~~Triggering ~~into~~Events ~~Material~~that ~~Definitive~~Accelerate ~~Agreement~~or Increase a Direct Financial Obligation of an Obligation under an Off-Balance Sheet Arrangement.

On March 289, 2011, FusionTech, Inc. (the “Company”) ~~completed~~executed ~~the~~several ~~final closing of its private placement of senior convertible promissory~~ notes (the “Notes”) in anconnection ~~aggregate~~with ~~principal~~the ~~amount~~closing of ~~$664,000.~~the ~~The~~ first ~~and~~tranche ~~second closings~~ of ~~the~~a private placement ~~occurred~~with onaccredited ~~March~~investors 9,totaling ~~2011,~~an ~~and March 21, 2011. The Company sold Notes in a total~~ aggregate principal amount of $3,600,000 ~~through the private placement offering~~. The Notes ~~carry~~issued ~~interest~~in atthe 8%first ~~per~~tranche, ~~annum~~in ~~with~~the ~~interest~~aggregate ~~and~~ principal ~~payable~~amount onof ~~the~~$1,100,000, ~~earlier~~became ofdue ~~(i)~~and ~~180~~payable ~~days~~in ~~from~~full ~~the~~on ~~final~~September ~~closing~~6, of2011. The ~~the~~second ~~private~~tranche ~~placement~~of orNotes, ~~(ii)~~which ~~four~~were ~~days~~issued ~~after~~on ~~the~~March ~~Company~~21, ~~prices~~2011 ~~its~~in ~~first~~a ~~public~~principal ~~offering~~amount of ~~its~~$1,836,000 ~~common~~are ~~stock.~~due ~~The~~and ~~holders~~payable ofon ~~the~~September ~~Notes~~19, ~~have~~2011, anand ~~option to convert~~ the ~~principal~~third ~~amount~~tranche of ~~the~~ Notes, ~~into~~which ~~shares~~were ofissued ~~the~~on ~~Company’s~~March ~~common~~28, ~~stock~~2011 atin ~~the~~a ~~per~~principal ~~share~~amount ~~price~~ of ~~the~~$664,000 ~~public~~are ~~offering.~~due ~~The~~and ~~holders~~payable ~~received~~on ~~registration~~September ~~rights~~26, 2011. The ~~requiring~~Notes ~~the~~bear ~~Company~~interest toat ~~register~~ the ~~shares~~rate of ~~common~~8% ~~stock~~per ~~issuable~~annum ~~upon~~with ~~conversion~~interest ofand ~~the~~principal ~~Notes~~payable ~~concurrently~~on ~~with~~ the ~~Company’s~~ first ~~public~~to ~~offering~~occur of ~~its~~certain ~~securities~~events, orincluding ~~on demand at any time after~~ 180 days from the ~~final~~issuance ~~closing~~ of the ~~offering of the~~ Notes. The above descriptions are qualified in their entirety by reference to the complete text of the forms of the Note, Registration Rights Agreement and Subscription Agreement, which are incorporated herein by reference, and filed as Exhibits 4.1, 4.2 and 4.3, respectively, to the Company’s Current Report on Form 8-K filed on March 15, 2011.

InAs ~~connection~~of ~~with~~September ~~the~~6, ~~final closing~~2011, the Company ~~paid~~failed ~~the~~to ~~placement~~pay ~~agent,~~the aprincipal ~~registered broker-dealer~~ and ~~member~~interest ofdue ~~FINRA,~~and apayable ~~commission~~on ~~of 4% of~~ the ~~principal amount of the~~ Notes ~~placed~~issued ~~by them~~ in the ~~final~~first ~~closing,~~tranche. As ora ~~$26~~result,~~560.~~ ~~The total amount paid to~~ the ~~placement~~Company ~~agent~~is byin ~~the~~default ~~Company~~under in the ~~private~~Notes ~~placement~~issued ~~offering~~on ~~was~~March ~~$194~~9,~~000,~~ ~~consisting~~2011 of(an ~~commissions~~“Event of 4%Default”). The ofaggregate ~~the~~amount (principal ~~amount~~and ofinterest) ~~the~~then ~~Notes~~due ~~placed~~ and aowing ~~one-time~~was ~~financial advisory fee of~~ $501,~~000~~143,638.36.

The Company issued the Notes to accredited investors only pursuant to Rule 506 of Regulation D promulgated under the Securities Act of 1933, as amended. The securities offered in the private placement have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

Item 2.03 Creation of a Direct Financial Obligation

The information set forth in Item 1.01 is incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities

The information set forth in Item 1.01 is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	Description
4.1	Form of Note (Incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K (File No. 000-53837) filed on March 15, 2011)
4.2	Form of Registration Rights Agreement (Incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K (File No. 000-53837) filed on March 15, 2011)
4.3	Form of Subscription Agreement (Incorporated herein by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K (File No. 000-53837) filed on March 15, 2011)

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.

		FUSIONTECH, INC.
		(Registrant)
Date:	~~March~~September 3012, 2011	By:	/s/ Lixin Wang
		Name:	Lixin Wang
		Title:	Chief Executive Officer

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