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 30, 2006


                                   XSUNX, INC.
                                   -----------
             (Exact name of registrant as specified in its charter)

Colorado                             000-29621              84-1384159
--------                             ---------              ----------
(State or other jurisdiction         (Commission            (IRS Employer
of incorporation)                    File Number)           Identification No.)


                      65 Enterprise, Aliso Viejo, CA 92656
                      ------------------------------------
               (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code:  (949) 330-8060

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))







                SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS

Item 1.01 Entry into a Material Definitive Agreement

None

Item 1.02 Termination of a Material Definitive Agreement

None

Item 1.03 Bankruptcy or Receivership

None


                        SECTION 2 - FINANCIAL INFORMATION

Item 2.01 Completion of Acquisition or Disposition of Assets

None

Item 2.02 Results of Operations and Financial Condition

None

Item 2.03 Creation of a Direct  Financial  Obligation or an Obligation  under an
Off-Balance Sheet Arrangement of a Registrant

None

Item 2.04  Triggering  Events That  Accelerate  or  Increase a Direct  Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement

None

Item 2.05 Costs Associated with Exit or Disposal Activities

None

Item 2.06 Material Impairments

None







                   SECTION 3 - SECURITIES AND TRADING MARKETS

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued  Listing Rule or
Standard; Transfer of Listing

None

Item 3.02 Unregistered Sales of Equity Securities

None

Item 3.03 Material Modification to Rights of Security Holders

None


            SECTION 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL
                                   STATEMENTS

Item 4.01 Changes in Registrant's Certifying Accountant

None

Item 4.02  Non-Reliance on Previously  Issued Financial  Statements or a Related
Audit Report or Completed Interim Review

None


                 SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

Item 5.01 Changes in Control of Registrant

None

Item 5.02 Departure of Directors or Principal  Officers;  Election of Directors;
Appointment of Principal Officers

Due to increased responsibilities as Chief Operating Office at Platinum Studies,
Brian Altounin  resigned as a director,  Chairman of the Board, and Secretary of
the Company on June 30, 2006.

Item 5.03 Amendments to Articles of  Incorporation  or Bylaws;  Change in Fiscal
Year

None








Item 5.04 Temporary  Suspension of Trading Under  Registrant's  Employee Benefit
Plans

None

Item  5.05  Amendments  to the  Registrant's  Code of  Ethics,  or  Waiver  of a
Provision of the Code of Ethics

None

Section 5.06 -Change in Shell Company Status

None


                       SECTION 6 -ASSET-BACKED SECURITIES

Item 6.01 ABS Informational and Computational Material

None

Item 6.02 Change of Servicer or Trustee

None

Item 6.03 Change in Credit Enhancement or Other External Support

None

Item 6.04 Failure to Make a Required Distribution

None

Item 6.05 Securities Act Updating Disclosure

None


                            SECTION 7 - REGULATION FD

Item 7.01 Regulation FD Disclosure

None







                            SECTION 8 - OTHER EVENTS

Item 8.01 Other Events

None


                  SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

A. Financial Statements

         None

B. Exhibits

         None






                                   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.

                                                     XSUNX, INC.





                                            By: /s/ Tom Djokovich
                                                --------------------------------
                                                Tom Djokovich, President