8-K

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: April 30, 2010

CHINA KANGTAI CACTUS BIO-TECH, INC.

 (Exact name of registrant as specified in its charter)

Nevada	000-33097	87-0650263
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

No. 99 Taibei Road Limin Economy and Technology Developing District Harbin, P.R.C.	150025
(Address of principal executive offices)	(Zip Code)

Registrant’s Telephone Number, including area code:  (86) 451-57351189 ext 126

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 1.02          Termination of a Material Definitive Agreement.

On April 30, 2010, China Kangtai Cactus bio-Tech, Inc. (the “Company”) entered into a termination agreement (the “Termination Agreement”) with Seaside 88, LP (“Seaside”) pursuant to which the parties agreed to mutually terminate the Common Stock Purchase Agreement, dated November 5, 2009, between the Company and Seaside 88, LP (the “Purchase Agreement”) with no further obligations. The parties agreed to enter into the Termination Agreement because the Company believes the financing terms as contemplated by the Purchase Agreement is not in the best interest of the Company at the current time.

As previously disclosed in a Current Report on Form 8-K filed on November 9, 2009, the Purchase Agreement provides for the offer and sale of up to 2,100,000 shares of the Company’s common stock to Seaside.

The Company has not incurred any early termination penalties and there are no further obligations outstanding under the Purchase Agreement.

Item 9.01  Financial Statements and Exhibits.

Exhibit No.	Description
10.1	Termination Agreement dated April 30, 2010 by and between the Company and Seaside 88, LP.

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 duly authorized.

CHINA KANGTAI CACTUS BIO-TECH, INC.
By:	/s/ JINJIANG WANG
	President and Chief Executive Officer

Date: April 30, 2010

EX-10.1

Exhibit 10.1

TERMINATION AGREEMENT

THIS AGREEMENT dated as of April 30, 2010 (“Effective Date”) by and between China Kangtai Cactus Bio-Tech, Inc., a Nevada corporation (the “Company”), and Seaside 88, LP, a Florida limited partnership (“Seaside”).

WHEREAS, the parties have entered into a Common Stock Purchase Agreement dated as of November 5, 2009 (the “Original Agreement”), pursuant to which the Company agreed to issue and sell up to 2,100,000 shares of the Company’s common stock (the “Common Stock”), and Seaside had agreed to purchase up to 150,000 shares of the Common Stock at two-week intervals, subject to the satisfaction of customary closing conditions; and

WHEREAS, the parties wish to terminate the Original Agreement;

NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. The Original Agreement is hereby terminated effective the date of this Agreement and all terms and obligations under the Original Agreement and shall have no further force or effect as of the date hereof.

2. The parties hereby release and forever discharge one another from all actions, causes of actions, suits, debts, obligations, claim and demands whatsoever which they have or hereafter can, shall have under the terms of the Original Agreement.

3. This Agreement shall inure to the benefit of and be binding upon the respective assigns and successors of each of the parties hereto.

4. This Agreement may be executed in one or more counterparts, each of which when so executed shall be deemed to be an original and such counterparts together shall constitute one and the same instrument.

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto as of the date first above written.

China Kangtai Cactus Bio-Tech, Inc.		Seaside 88, LP
By:	/s/ Jinjiang Wang	By:	/s/ William Ritger
	Jinjiang Wang, President		William Ritger, General Partner