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):     October 20, 2009 (October
                                                      -------------------------
11, 2009)
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                                LEO MOTORS, INC.
             (Exact name of registrant as specified in its charter)

           Delaware                                     95-3909667
           --------                                     ----------
(State or other jurisdiction of           (I. R. S. Employer Identification No.)
incorporation or organization)


   291-1, Hasangok-dong, Hanam City, Gyeonggi-do, Republic of Korea  465-250
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     (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code  +82 31 796 8805
                                                    ---------------

                                      n/a
   (Former name, former address and former fiscal year, if changed since last
                                    report)

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

[ ]  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  5.02.   DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT  OF  CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

On October 11, 2009, Chul Ho Kim resigned as a director of Leo Motors, Inc. (the
"Company"),  and  Dr.  Young  Il  Kim  was elected as a director of the Company.

Dr.  Kim began his career in the auto industry in 1988, at Panther Sports Car as
Senior  Designer  and  Manager.  He later served as Chief Designer of commercial
vehicles  and  concept  vehicles  at SSang-Yong Motor Company before joining the
Hyundai  Motor  Group  in  1995.

From  1995  through  2007,  Dr.  Kim  held  various  positions  of  increasing
responsibility  under the Hyundai and Kia Motors Group umbrella, including Chief
Designer at Hyundai Precision through March 2005, Chief Designer and Senior Vice
President  at  Hyundai  and  Kia Marketing Division from March 2005 to September
2006,  and Executive Vice President in the Marketing Division in charge of Brand
and Design Differentiation between Hyundai and Kia Motors from September 2006 to
February  2007.  From then until March 2009 he was CEO and President of Innocean
Worldwide,  a  Marketing  and  Advertising Company of the Hyundai and Kia Group.

Dr.  Kim,  who  holds  an  Industrial  Designer  of  Product  Design degree from
Wuppertal  University,  Germany,  and  a PhD in Design from Kook-Min University,
Seoul,  Korea,  has  enjoyed  a  distinguished  academic  career as well, having
lectured  at  various  colleges  and  universities on the subjects of design and
marketing since 2000. Dr. Kim was a visiting professor at Gothenburg University,
Sweden  during the 2004/05 academic year, and is currently serving as a visiting
professor  at  Kyung-hee  University,  where  he  began  in  August  2009.

The  Company  has issued Dr. Kim 300,000 shares of the Company's common stock in
compensation for his signing and first year of service as a Director.  He is not
an  employee of the Company, and is an independent director as defined by by the
New  York  Stock  Exchange.

                                   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.


LEO MOTORS, INC.
(Registrant)

Dated: October 20, 2009            By: \s\ Robert Kang
                                       ---------------
                                   Robert Kang
                                   Chief Executive Officer