FORM 8-K

UNITED STATE

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~January~~May 419, ~~2014~~2017

ARTISANAL BRANDS, INC.

(Exact name of registrant as specified in its charter)

New York	0-26112	41-1759882
(State of Jurisdiction)	(Commission File Number)	(IRS Employer ID No.)

42 Forest Lane	Bronxville, New York	10708
(Address of Principal Executive offices)		(Zip Code)

Registrant’s telephone number, including area code 914-441-3591

		Name of each exchange on
Title of each class		Name of each exchange on which registered
Title of each class		which registered
Common Stock $.001 par value		OTC Electronic Bulletin Board

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):

[__] 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~~Indicate ~~5.02 Corporate~~by ~~Governance.~~check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

~~The~~Emerging ~~Company~~growth ~~has~~company voluntarily elected to fully-report with audited financial statements by Spring, 2016. It has also reassessed its need for a full-time chief financial officer until its longer-term expansion plan to open multiple retail establishments has begun to develop. In connection with this decision Mr. Lillis will remain available to the Company on a consulting basis and will no longer serve as chief financial officer. ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

~~Certain~~The ~~shareholder~~company’s executive chairman resolved the outstanding long-~~lenders~~disputed ~~representing~~tax $3claim ~~million~~against the company as part of ~~debt~~the ~~have~~new ~~elected~~equity tooffering ~~convert~~being ~~early-stage~~contemplated ~~loans~~to expand into ~~common~~company-owned ~~stock~~Artisanal atretail ~~the~~locations ~~negotiated~~with ~~price~~a format of $a cheese shop & café.30 ~~per~~The ~~share~~company inwill ~~anticipation~~become ofa ~~the~~fully-reporting ~~Company’s~~filer ~~closing~~with onthe aclosing $5of ~~million~~the equity offering. The ~~proceeds~~completion of the new equity offering will bealso ~~used~~trigger tothe ~~fund~~transition anof ~~expansion~~the ~~into~~company ~~the~~from ~~retail~~a ~~sector~~licensing incompany ~~the~~to ~~format~~an ofoperating aentity ~~combined~~with ~~neighborhood~~a ~~cheese~~new ~~shop~~direct-to-consumer ~~and~~business ~~café~~plan. InThe ~~conjunction~~company ~~with~~will ancontinue ~~anticipated~~to ~~closing~~service ofonly select premium hospitality outlets as its ~~equity~~sole ~~offering~~business-to-business ~~this~~operation ~~month,~~with ~~the~~all ~~Company~~other ~~has~~revenues ~~initiated~~being agenerated ~~site~~by ~~selection~~direct ~~plan~~consumer ~~with~~sales ~~commercial~~online ~~real~~or ~~property~~through ~~broker,~~new ~~Cushman~~company-owned &retail ~~Wakefield~~outlets. The ~~first~~tax ~~outlet~~resolution isadds ~~targeted~~to ~~for~~the ~~Spring~~shareholder ~~2016~~loan inconversion ~~the~~that ~~borough~~was part of ~~Manhattan~~a inpreviously ~~New~~announced ~~York~~agreement ~~City~~with early-stage investors to convert approximately $7 million of loans into common stock at $.30 per share at the closing of the equity offering.

The shareholder loan conversion is part of a previously announced agreement with early-stage investors to convert approximately $7 million of loans into common stock at $.30 per share at the closing of the equity offering.

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.

	ARTISANAL BRANDS, INC.
	By:	/s/ Daniel W. Dowe
		Daniel W. Dowe
		President
		Executive Chairman
DATED: January 4, 2016
DATED: May 19, 2017

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