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 (Date of earliest event reported): June 20, 2011

CLEANTECH TRANSIT, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada	000-52653	98-0505768
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5440 West Sahara Suite 205, Las Vegas NV 89146

(Address of Principal Executive Office) (Zip Code)

Registrant's telephone number, including area code:  (702) 448-1543

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 under the Exchange Act (17 CFR 240.14a-12)

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 7.01 FD Disclosure

(a) The Company issued a press release on June 20, 2011, a copy of which is attached hereto as an exhibit.

(b) The information contained in this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such filing.

ITEM 9.01 Financial Statements and Exhibits

Exhibit No. Description of Exhibit

99(i)* June 20, 2011 Press Release

__________

*filed herewith

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

	CLEANTECH TRANSIT, INC.
June 20, 2011		/s/ Kenneth Bosket
		Kenneth Bosket, President

EX-99.1

Las Vegas, NV, June 20, 2011 - Cleantech Transit Inc. ("Cleantech or the Company") (OTC.BB:CLNO) is pleased to announce it has completed an agreement whereby the Company can earn a greater percentage of ownership in the 500 KW bio mass Merced Project than previously announced .

Cleantech can now earn a maximum of 40% of the Merced Project, up from the originally agreed-upon 25% the Company had previously announced. The 40% ownership stake will be based on the total cost incurred in the Project to date.  Additionally, Cleantech can invest in the Series B shares of Phoenix Energy in an amount equal to or greater to the direct investment made in 500 KW project.

Mr. Kenneth Bosket, President and CEO of Cleantech Transit, stated “ we are pleased to have been able to secure an option to increase our percentage in the Merced project and look forward to developing a solid working relationship moving forward.”

About Cleantech Transit Inc.

Cleantech Transit Inc. was founded to capitalize on technology advances and manufacturing opportunities in the growing clean energy public transportation sector. The Company has expanded its focus to invest directly in specific green projects that can maximize shareholder value. Recognizing the many economic and operational advances of converting wood waste into renewable sources of energy has to offer. For more information, visit www.cleantechtransitinc.com.

This news release contains "forward-looking statements" as that term is defined in Section 27A of the United States Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future. Such forward-looking statements include, among other things, the development, costs and results of new business opportunities. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the inherent uncertainties associated with new business opportunities and development stage companies. These forward-looking statements are made as of the date of this news release, and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although we believe that any beliefs, plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that any such beliefs, plans, expectations or intentions will prove to be accurate. Investors should consult all of the information set forth herein and should also refer to the risk factors disclosure outlined in our annual report on Form 10-K for the most recent fiscal year, our quarterly reports on Form 10-Q and other periodic reports filed from time-to-time with the Securities and Exchange Commission.

Contact:

Cleantech Transit, Inc.

Kenneth Bosket, President & CEO

Office: 702-448-1543

Fax: 702-479-7151