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

October 1, 2008

Date of Report (Date of Earliest Event Reported)

ZBB ENERGY CORPORATION

(Exact name of small business issuer as specified in its charter)

Wisconsin (State or other jurisdiction of incorporation) 001-33540 (Commission File Number) 39-1987014 (IRS Employer Identification No.)

N93 W14475 Whittaker Way, Menomonee Falls, WI 53051

(Address of principal executive offices)

(262) 253-9800

(Issuer’s telephone number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy 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 240.13e-4(c))

Item 1.02. Termination of a Material Definitive Agreement.

On October 2, 2008, ZBB Energy Corporation (“ZBB”) terminated the co-operative joint venture agreement between China Century Capital Limited (formerly China Century Group Limited) and ZBB by mutual agreement. The effect of this termination is to cancel the exclusive manufacturing, marketing and distribution rights granted by ZBB to the joint venture company, ZBB China Pty Ltd, in which ZBB held a 49% interest. No payment was made by either party for the termination and each party has released the other from any claims.

ZBB now regains 100% of its rights in the Peoples Republic of China, Hong Kong and Macau. The text of the press release issued by ZBB, dated October 3, 2008, entitled “ZBB Energy Corporation Announces Dissolution of ZBB China Pty Ltd Joint Venture” is filed with this report as Exhibit 99.1.

Item 8.01. Other Events.

On October 1, 2008, ZBB Energy Corporation (“ZBB”) appointed Mr. Bill Mundell as Chairman of the Board of Directors, taking over from Australian-based Mr. Richard Payne, who will continue to serve as a non-executive Director. Mr. Mundell joined the Board of ZBB following completion of the Company’s IPO in mid 2007 and his appointment as Chairman is a further move to strengthen the management of operations from the United States.The text of ZBB’s press release entitled “ZBB Energy Corporation Appoints William Mundell Chairman of the Board of Directors” is filed with this report as Exhibit 99.2.

Item 9.01. Financial Statements and Exhibits

Exhibit Number	Description
99.1	Text of press release issued by ZBB, dated October 3, 2008, entitled “ZBB Energy Corporation Announces Dissolution of ZBB China Pty Ltd Joint Venture” (filed herewith).
99.2	Text of press release issued by ZBB, dated October 1, 2008, entitled “ZBB Energy Corporation Appoints William Mundell Chairman of the Board of Directors” (filed herewith).

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.

	ZBB ENERGY CORPORATION
Date: October 6, 2008	By:	/s/ Robert J. Parry
		Name: Robert J. Parry
		Title: Chief Executive Officer

EX-99.1

Exhibit 99.1

ZBB ENERGY CORPORATION ANNOUNCES DISSOLUTION

OF ZBB CHINA PTY LTD JOINT VENTURE

MILWAUKEE, WI - October 3, 2008 - ZBB Energy Corporation (AMEX: ZBB) announced today that the co-operative joint venture agreement between China Century Capital Limited (formerly China Century Group Limited) (CCC) and ZBB was terminated by mutual agreement on October 2, 2008.

The effect of this termination is to cancel the exclusive manufacturing, marketing and distribution rights granted by ZBB to the joint venture company, ZBB China Pty Ltd, in which ZBB held a 49% interest and CCC held a 51% interest. No payment was made by either party for the termination and each party has released the other from any claims.

ZBB now regains 100% of its rights in the Peoples Republic of China, Hong Kong and Macau. Rob Parry, Chief Executive Officer, commented “this was an appropriate decision for ZBB at this time to reclaim our ownership of this important region going forward. It should also be noted that this does not impact our involvement in the Future House USA project in Beijing.”

About ZBB Energy Corporation

ZBB Energy Corporation (AMEX: ZBB - News) provides clean energy storage solutions based on proprietary zinc rechargeable energy storage technology that addresses requirements in multiple markets such as alternative energy applications, large electrical utilities and green residential and commercial architecture. A developer and manufacturer of its modular, transportable and environmentally friendly Zinc Energy Storage Systems ("ZESS"), ZBB Energy was founded in 1998 and is headquartered in Wisconsin with offices located in Perth, Australia.

Safe Harbor

Except for the historical information contained herein, the matters set forth in this press release, including the description of the company and its product offering, are forward-looking statements within the “safe harbor” provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risk and uncertainties that may cause actual results to differ materially, including historical volatility and low trading volume of our stock, the risk and uncertainties inherent in the early stages of growth companies, the company’s need to raise substantial additional capital to proceed with its business, risks associated with competitors, and other risks detailed from time to time in the company’s most recent filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date hereof. The company disclaims any intent or obligation to update these forward-looking statements.

Contact Information:

Robert Parry	Joanne Verkuilen
Chief Executive Officer	SMH Market & Liquidity Service
ZBB Energy Corporation	SMH MLS LLC
T: 262.253.9800	T: 212-893-1122
Email: rparry@zbbenergy.com	joanne.verkuilen@smhmls.com

EX-99.2

Exhibit 99.2

ZBB ENERGY CORPORATION APPOINTS WILLIAM MUNDELL

CHAIRMAN OF THE BOARD OF DIRECTORS

MILWAUKEE, WI - October 1, 2008 - ZBB Energy Corporation (AMEX: ZBB) today announced that Mr. Bill Mundell has accepted the position as Chairman of the Board of Directors, taking over from Australian-based Mr. Richard Payne, who will continue to serve as a non-executive Director. Mr. Mundell joined the Board of ZBB following completion of the Company’s IPO in mid 2007 and his appointment as Chairman is a further move to strengthen the management of operations from the United States.

Mr. Mundell is an international businessman with a solid track record in the information and educational technology industries. He is Chairman of Intekea, a Los Angeles based joint venture focused on economic development in West and Central Africa. He is the former Chairman and CEO of Vidyah Inc., a company founded out of Knowledge Universe to create a second generation of e-learning. During the same time he assumed responsibility for another Knowledge Universe controlled company, International Knowledge Management. Previously, he was Chairman of Trade, Inc. a leading competitive intelligence company specializing in international trade information controlled by Bain Capital and Sutter Hill.

ZBB’s Chief Executive Officer Rob Parry commented, “Bill Mundell brings both exceptional leadership qualities and extensive experience, which has been and will continue to be of great value to ZBB from the stand-point of our strategic positioning, future growth and technological prowess. We are thrilled that Bill has accepted this nomination and look forward to his initiative and guidance as we take ZBB to the next phase of our development.”

From 1989 through 1998, Mr. Mundell was with WEFA, serving first as President and later as President and Chief Executive Officer. WEFA, the world’s premier economic forecasting authority, was founded in 1963 as Wharton Econometric Forecasting Associates by the Nobel Laureate economist Dr. Lawrence Klein.

Mr. Mundell was also an adjunct professor at UCLA's Anderson Graduate School of Management, where he taught economics and finance and he is an honorary professor at Tsinghau University in China. He received his undergraduate degree in Economics and Political Science at Carlton University in Canada where he was the recipient of the U.S. Ambassadors Award. He completed his graduate studies at Columbia University, earning an MBA in Finance and a Masters in International Economics and Public Finance.

About ZBB Energy Corporation

ZBB Energy Corporation (AMEX: ZBB) provides clean energy storage solutions based on proprietary zinc rechargeable energy storage technology that addresses requirements in multiple markets such as alternative energy applications, large electrical utilities and green residential and commercial architecture.  A developer and manufacturer of its modular, transportable and environmentally friendly Zinc Energy Storage Solutions (“ZESS”), ZBB was founded in 1981 as an R&D company and is headquartered in Wisconsin with offices located in Perth, Australia.

Safe Harbor

Except for the historical information contained herein, the matters set forth in this press release, including the description of the company and its product offerings, are forward-looking statements within the meaning of the "safe harbor" provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the historical volatility and low trading volume of our stock, the risk and uncertainties inherent in the early stages of growth companies, the company's need to raise substantial additional capital to proceed with its business, risks associated with competitors, and other risks detailed from time to time in the company's most recent filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date hereof. The company disclaims any intent or obligation to update these forward-looking statements.

Contact Information:

Robert Parry

Chief Executive Officer

ZBB Energy Corporation

T: 262.253.9800

Email: rparry@zbbenergy.com

Joanne Verkuilen

Investor Relations

SMH Market & Liquidity Services, SMH MLS LLC

T: 212-893-1122

joanne.verkuilen@smhmls.com