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): ~~November~~December 2226, 2013 (~~September~~December 3019, 2013)

Tanke Biosciences Corporation

(Exact name of registrant as specified in its charter)

Nevada		000-53529		26-3853855
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

Room 2801, East Tower of Hui Hao Building, No. 519 Machang Road Pearl River New City, Guangzhou, People’s Republic of China		510627
Room 2801, East Tower of Hui Hao Building, No. 519 Machang Road, Pearl River New City, Guangzhou, People’s Republic of China		510627
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: +86-20-38859025

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:

¨	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 240.13a-4(c))

Item 24.0401 ~~Triggering~~Changes ~~Events~~in ~~That~~Registrant’s ~~Accelerate~~Certifying ~~or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement~~Accountant.

AsOur ~~previously~~engagement ~~disclosed~~agreement ~~on a Current Report on Form 8-K by Tanke Biosciences Corporation (the “Company”)~~ with ~~the~~UHY ~~Securities~~LLP ~~and Exchange Commission~~ (~~the~~ “~~SEC~~UHY”) ~~on February 13~~, ~~2013,~~as ~~the~~our ~~Company,~~independent asregistered ofpublic ~~February 10~~accountant, ~~2013,~~expired ~~was~~following ~~in default under~~ the ~~terms~~filing of ~~the~~our ~~Company’s~~quarterly 8%report ~~Senior~~on ~~Convertible~~Form ~~Notes~~10-Q ~~(the~~for ~~“Notes”) issued to certain accredited investors (~~the ~~“Investors”).~~period ~~The~~ended ~~default~~September ~~was~~30, ~~the~~2013 ~~result~~with of the ~~Company’s~~Securities ~~failure~~and toExchange ~~pay~~Commission tofiled ~~the~~on ~~Investors~~November ~~approximately~~14, $72013.67 ~~million~~On inDecember ~~principal plus accrued interest due and payable on February 9~~19, 2013, ~~under~~our ~~the~~Board ~~terms~~ of ~~the~~Directors ~~Notes. Subsequently,~~approved ~~the~~and ~~Company~~we ~~has~~notified ~~released~~UHY ~~$229,018~~that ~~from~~we ~~investor~~determined ~~relations~~not ~~escrow~~ to ~~pay~~renew the ~~accrued~~agreement ~~interest~~with ofUHY ~~$68,178~~as ~~and~~our ~~principal~~independent ofregistered ~~$160,839~~public toaccounting ~~the Investors~~firm.

InUHY’s areport ~~Current Report~~ on ~~Form~~our ~~8-K~~financial ~~filed~~statements byas ~~the~~of ~~Company~~and ~~with~~for the ~~SEC~~fiscal onyear ~~August~~ended ~~29,~~December ~~2013~~31, ~~the~~2012 ~~Company~~did ~~disclosed~~not ~~that~~contain ~~it had, on August 23, 2013, entered into~~ an ~~amendment~~adverse toopinion ~~the~~or ~~Notes~~disclaimer ~~(the “Amendment”) with Euro Pacific Capital, Inc. (the “Investor Representative”) which extends the repayment~~ of ~~principal~~opinion ~~under~~and ~~the~~were ~~Notes.~~not ~~This~~qualified ~~report~~or ~~should~~modified beas ~~read~~to inuncertainty, ~~conjunction~~audit ~~with the August 29~~scope, ~~2013~~or ~~Current~~accounting ~~Report on Form 8-K~~principles.

AsDuring ofthe ~~September~~fiscal ~~30,~~year ~~2013~~ended December 31, ~~the~~2012 ~~Company~~and ~~was~~through inUHY’s ~~default~~termination ~~under~~on ~~the~~December ~~terms~~19, of2013, ~~the~~there ~~Amendment~~were as(1) ano ~~result~~disagreements ofwith ~~the~~UHY ~~Company’s~~on ~~failure~~any tomatter ~~pay~~of toaccounting ~~the~~principles ~~Investors~~or $1practices, ~~million~~financial ~~principal~~statement ~~amount~~disclosure, ~~prior~~or toauditing ~~September~~scope 30or procedures, ~~2013.~~which ~~The~~disagreements, ~~Company~~if ~~has~~not ~~difficulty~~resolved ~~transferring~~to ~~funds~~the ~~from~~satisfaction ~~the~~of ~~People’s~~UHY, ~~Republic~~would ofhave ~~China~~caused ~~(“PRC”)~~UHY to ~~the~~make ~~United~~reference ~~States~~ to ~~repay~~ the ~~Notes~~subject ~~due~~matter toof ~~strict~~the ~~foreign~~disagreements ~~exchange~~in ~~control~~connection ~~within~~with ~~PRC.~~its ~~Mr.~~reports, ~~Guixiong~~and ~~Qiu,~~(2) no events of the ~~Chief~~type ~~Executive~~listed ~~Officer~~in ~~and~~paragraphs ~~Chairman~~(A) through (D) of ~~the~~Item ~~Company,~~304(a)(1)(v) ~~tried~~of toRegulation ~~make~~S-K, ~~the~~except $1that ~~million~~in ~~repayment~~2013 ~~from~~our ~~his~~Board ~~own~~of ~~account~~Directors todiscussed ~~pay~~with toUHY the ~~Investors~~existence ~~prior~~of totwo ~~September~~material ~~30,~~weaknesses ~~2013.~~in ~~However,~~Company’s ~~the~~internal ~~funds~~control ~~have~~over ~~been~~financial ~~seized~~reporting, byas ~~the~~more ~~authorities~~fully described in ~~PRC.~~the ~~Mr.~~Company’s ~~Qiu~~Annual ~~had~~Report ~~contacted~~on ~~relevant~~Form ~~PRC~~10-K ~~authority~~for tothe ~~regain~~year ~~control~~ended ofDecember ~~the~~31, $12012, ~~million~~Quarterly ~~funds~~Report ~~but~~on ~~have~~Form ~~not~~10-Q ~~received~~for ~~determination~~the ~~from~~three ~~the~~months ~~authority.~~ended ~~The~~March ~~Company~~31, ~~may~~2013, beQuarterly ~~obligated~~Report toon ~~pay~~Form ~~back~~10-Q $1for ~~million~~the tothree ~~Mr.~~months ~~Qiu~~ended ~~and~~June ~~any~~30, ~~penalty~~2013 ~~payment~~and asQuarterly ~~determined~~Report byon ~~the~~Form ~~PRC~~10-Q ~~authority.~~for ~~The~~the ~~Company~~three ismonths inended ~~oral~~September ~~discussions~~30, ~~with~~2013, ~~the~~each ~~investor~~filed ~~representatives~~on toApril ~~determine~~15, a2013, ~~revised~~May ~~repayment~~20, ~~schedule.~~2013, ~~There~~August ~~can~~14, be2013 noand ~~assurance,~~November ~~however~~14, ~~that~~2013 itwith ~~will~~the beSecurities ~~successful~~and Exchange Commission.

AsWe afurnished ~~result~~UHY ofwith ~~the~~a ~~Company’s~~copy ~~failure~~of tothis ~~pay~~disclosure ~~the~~on $1December ~~million principal amount under the Amendment as of September 30~~26, 2013, ~~the~~providing ~~outstanding~~UHY ~~principal~~with ~~balance~~the ofopportunity ~~approximately~~to ~~$7.5~~furnish ~~million~~the ~~plus~~Company ~~accrued~~with ~~interest~~a ~~once~~letter ~~again~~addressed ~~becomes~~to ~~due immediately and payable notwithstanding~~ the ~~Amendment~~SEC ~~and~~stating ~~the~~whether ~~Investors~~it ~~may~~agrees ~~exercise~~with ~~any other remedies~~ the ~~Investors~~statements ~~may~~made ~~have~~by ~~under~~us ~~the~~herein ~~transaction documents, at law or~~ in ~~equity.~~response ~~Additionally,~~to ~~the~~Item ~~full amount of $460,206 of the Holders Registration Delay Payment~~ 304(asa) ~~defined in the Registration Rights Agreement among the parties dated as~~ of ~~the~~Regulation ~~same~~S-K ~~date as the Notes) becomes due immediately~~ and, ~~payable~~if ~~notwithstanding~~not, stating the ~~waiver.~~respect Asin ~~such~~which ~~failure~~it ~~has~~does not ~~been~~agree. We ~~cured within 45 days, (i) interest is deemed to~~ have ~~accrued~~received on the ~~entire~~requested ~~unpaid~~letter ~~principal balance retroactively~~ from ~~the~~UHY, ~~then missed payment due date~~ and ~~interest~~a ~~shall~~copy ~~continue~~of tosuch ~~accrue~~letter ~~thereafter~~is ~~until~~filed ~~the~~as ~~unpaid~~Exhibit ~~principal balance and all accrued interest thereon has been paid in full~~16.1 Into this ~~case,~~current ~~interest~~report on ~~the~~Form ~~then outstanding principal balance accrues at the rate of eight percent (~~8~~%) per annum, and (ii) the remaining 500,000 shares in escrow shall be immediately issued to the Holders~~-K.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Exhibit No.		Description
Number		Description
16.1		Letter from UHY LLP, dated December 26, 2013
99.1		Letter, dated November 22, 2013, to Investors that invested in the Company’s February 9, 2011 financing.

SIGNATURE

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

Date: November 22, 2013	TANKE BIOSCIENCES CORPORATION
Date: December 26, 2013	TANKE BIOSCIENCES CORPORATION
	By:	/s/ Guixiong Qiu
		Name:	Guixiong Qiu
		Title:	Chief Executive Officer

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