UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DCD.C. 20549

FORM 8-K

CURRENT REPORT ~~PURSUANT~~

TOPursuant ~~SECTION~~to Section 13 ORor 15(Dd) OFof ~~THE~~the Securities Exchange Act 1934

~~SECURITIES~~Date ~~EXCHANGE~~of ~~ACT~~Report OF(date ~~1934~~of earliest event reported):

~~DATE~~March OF18, ~~REPORT (DATE OF EARLIEST EVENT REPORTED):~~2011

January 20, 2011

CHINA ORGANIC AGRICULTURE, INC.

(Exact Name of Registrant as Specified in ~~Its~~its Charter)

Florida	000-52430	20-3505071
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer Identification No.)
State of Incorporation	Commission File Number	IRS Employer I.D. Number
of Incorporation)

Dalian City, Zhongshan District, Youhao Road

Manhattan Building #1, Suite # 1511

Dalian City, Liaoning Province, P.R. China

(Address of ~~Principal~~principal ~~Executive~~executive ~~Offices~~offices) ~~(Zip Code)~~

(707) 709-2321

(~~Registrant~~Issuer's ~~Telephone~~telephone ~~Number~~number, ~~Including~~including ~~Area~~area ~~Code~~code)

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 45.~~01.~~02 ~~Changes~~Departure inof ~~Registrant's~~Directors ~~Certifying~~or ~~Accountant~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(a) On ~~Resignation~~March 18, 2011 China Organic Agriculture, Inc. (the “Company”) announced the resignations of ~~Independent~~Chunyan ~~Registered~~Liu ~~Public~~from ~~Accountants~~his position as Chairman of its Board of Directors, Qian Qi as its Chief Executive Officer, Qinghua (Edward) Zhang as its Chief Financial Officer and Shujie Wu resigned as Director.

By(b) On ~~letter~~March ~~dated January 20~~18, 2011, Li &the ~~Company,~~Board PCof ~~(“Li~~Directors &of the Company”) ~~advised~~elected ~~China~~Mr. ~~Organic~~Andy ~~Agriculture,~~Guo ~~Inc.~~as ~~(the~~Chairman ~~"Company")~~ of its ~~resignation~~Board asof ~~the~~Directors ~~Company’s~~and ~~independent~~its ~~registered~~Chief ~~public~~Executive ~~accounting~~Officer, ~~firm~~and Mr. LiSteven &Xu ~~Company, had served~~ as ~~the~~a ~~Company's~~member ~~independent~~of ~~registered~~its ~~public~~Board ~~accounting~~of ~~firm~~Directors ~~since~~and ~~July~~its 5,Chief ~~2010~~Financial Officer.

LiMr. &Guo, ~~Company~~age 43, has ~~not~~extensive ~~issued~~experience ~~any~~in ~~report~~establishing onand ~~the~~managing ~~Company’s~~large ~~financial~~Chinese ~~statements~~farming ~~for~~corporations ~~any~~including ~~fiscal~~China ~~period~~listed companies, and in ecological farm management. ~~During~~From ~~the~~May ~~fiscal~~2009 ~~year~~to ~~ended~~March ~~December~~2011, 31Mr. Guo served as Director and General Manager of Investment Department of Beijing Bainixin Investment Consulting, ~~2010~~Inc. From January 2008 to May 2009, Mr. Guo was General Manager and General Planting Director of Zhengbang Agriculture of the ~~period~~Zhengbang ~~from~~Group (a China listed company). From January 12006 to January 2008, ~~2011~~Mr. toGuo ~~the~~served ~~date~~as Assistant President of ~~resignation~~Guangdong Yixin Group, under the ~~Company~~Village ~~did~~Development ~~not~~Center ~~have~~of ~~any~~China ~~disagreements~~Agriculture ~~(within~~Ministry. From August 2002 to January 2006, Mr. Guo was invited by his academic supervisor Prof. Long-ping Yuan, the ~~meaning~~“father of ~~Instruction~~hybrid 4rice”, ofand ~~Item~~appointed ~~304~~as the general manager of ~~Regulation~~Hainan SDongfang Agriculture Science &Technology Garden, which is affiliated to Longping High-Ktech Corporation, a China listed company. From 1998 to 2002, Mr. Guo worked independently in the north of China on agricultural investment projects for Hunan Jinjian Rice Company (a China listed company) ~~with~~and Liestablished &Jinjian Heilongjiang Northern Modern Agriculture Company. From asJuly 1993 to ~~any~~September ~~matter~~1995, Mr. Guo was the Deputy General Manager of ~~accounting~~Hunan ~~principles~~Agriculture orUniversity ~~practices,~~High-tech ~~financial~~Corporation. From ~~statement~~1988 ~~disclosure~~to 1993, orMr. ~~auditing~~Guo ~~scope~~was orassigned ~~procedure~~to ~~and~~work ~~there~~on ~~have~~Yueyang ~~been~~Jianxin noFarm ~~reportable~~in ~~events~~the (field of agricultural science research and seeds promotion, as ~~defined~~technician, inproduction ~~Item~~team ~~304~~leader ofand ~~Regulation~~general ~~S-K)~~manager.

~~The~~Mr. ~~Company~~Guo ~~has~~received ~~provided~~his LiBachelor &and ~~Company~~Master ~~with a copy~~ of ~~the~~Agronomy ~~disclosures~~degrees in ~~this~~Agronomy ~~Form~~from ~~8-K~~Hunan ~~and~~Agricultural ~~has~~University, ~~requested that Li & Company furnish it with a letter addressed to the Securities~~ and ~~Exchange Commission stating whether or not Li & Company agrees with the Company's statements~~ in ~~this~~his ~~Item~~PhD ~~4.01~~programs ~~(a).~~for Aabout ~~copy~~6 ofmonths ~~the~~before ~~letter~~joined ~~furnished by Li & Company in response to that request has been filed as Exhibit 16~~Jinjian.~~1 to this Form 8-K.~~

~~The~~Mr. ~~Company~~Xu, isage ~~seeking~~30, ahas ~~new~~extensive ~~independent~~working ~~registered~~and ~~public~~management ~~accounting~~experience ~~firm~~in investment companies. From January 2008 to ~~audit~~March ~~its~~2011, ~~consolidated~~he ~~financial~~served ~~statements~~as ~~for~~Chief ~~the~~Financial ~~fiscal~~Officer ~~year~~of ~~ended~~Beijing ~~December~~Xingyaomingzhu 31Investment Management, ~~2010~~Inc. Mr. Xu is familiar with US GAAP and has experience in training and guiding an audit staff about the differences in accounting principles. Mr. Xu holds professional certificates of Certified Internal Auditor (CIA) and Certified Management Accountant (CMA).

~~(b)~~Mr. ~~New~~Xu ~~Independent~~holds ~~Registered~~a ~~Public~~Master ~~Accountants~~of Accounting degree from Saint Louis University, USA; and a Bachelor degree of Business Administration from Tianjin University of Finance & Economics, China.

On January 24, 2010, the Company engaged Patrizio & Zhou, LLC as its new independent registered public accounting firm to audit and review the Company’s consolidated financial statements for the fiscal year ended December 31, 2010. The engagement of Patrizio & Zhou, LLC was approved by the Company’s Board of Directors. During the two (2) most recent years ended December 31, 2010 and 2009, and any subsequent period through the date hereof prior to the engagement of Patrizio & Zhou, LLC, neither the Company, nor someone on its behalf, has consulted Patrizio & Zhou, LLC regarding:SIGNATURES

(i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s consolidated financial statements; or

(ii) any matter that was either the subject of a disagreement as defined in paragraph 304(a)(1)(iv) of Regulation S-K or a reportable event as described in paragraph 304(a)(1)(v) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits

SIGNATURE

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.

~~Date~~Dated: ~~January~~March 2418, 2011

CHINA ORGANIC AGRICULTURE, INC. By /s/ Andy Guo Andy Guo Chief Executive Officer

By: /s/Qian Qi

Qian Qi

Chief Executive Officer

Filing Compare · CHINA ORGANIC AGRICULTURE, INC.