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):March 26, 2010 (March 25, 2010)
                                                 ------------------------------

                                LEO MOTORS, INC.
             (Exact name of registrant as specified in its charter)

           Delaware                                   95-3909667
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(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  1.01.  ENTRY  INTO  A  MATERIAL  DEFINITIVE  AGREEMENT

On  March 25, 2010, Leo Motors, Inc. (the "Company") entered into a distribution
agreement  with M&M Corp.  Under the agreement, M&M is the exclusive distributor
of  Leo's  motorcycles and scooters in the Republic of Korea, and has a right of
first  refusal  to  assume  distributorship of motorcycles and scooters in other
countries.  M&M  has  deposited  400,000,000 Korean Won (approximately $350,000)
with  the  Company  from  which  payments  will  be made to purchase units.  The
Agreement  called  for  an  initial  order  of  170  units.

ITEM  8.01.  OTHER  MATTERS

On  March  25,  2010,  the  Company  issued  the  following  press  release:

Las Vegas, Nevada, March 25, 2010.  Leo Motors, Inc (OTC: LEOM) has entered into
a sales agreement with M&M Corp. to act as Leo's sales agent for the Republic of
Korea.  Leo,  which  is engaged in the development, manufacture and marketing of
electric  vehicles  (EVs)  and  EV  components,  now  seeks to begin large scale
consumer  sale  of its electric scooters in its home market of Korea through M &
M.

M&M  (www.mmcorp.com)  is  publicly  traded  on  KOSDAQ, a division of the Korea
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Exchange (KRX).  M&M currently distributes mainly GM products and trucks, and is
now  adding the sales of Leo's Electric Scooters to its business portfolio.  M&M
has  purchased  140  units on its initial order from Leo, paying about $350,000.

"We are very excited to have a distribution partner with such a great reputation
and  history  that  M&M  has  in  Korea,"  Leo  Motors CEO Robert Kang said in a
statement.  "This agreement is an important step towards our goal of growing the
Leo  brand,  both  here  in  Korea  and  worldwide."

ABOUT  LEO  MOTORS

Leo Motors is in the business of developing, manufacturing and marketing EVs and
EV  components.  Leo Motors has developed electric power for the electrification
of  many  vehicles including motorcycles, full speed highway buses and sedans in
addition  to  the scooters. Leo motors is developing an on board generator using
refuel  able  zinc  air  fuel  cells.

FORWARD-LOOKING  STATEMENT

This  press  release includes "forward-looking statements" within the meaning of
Section  27A  of  the Securities Act of 1933, as amended, and Section 21E of the
Securities  Exchange  Act  of  1934, as amended. In addition to statements which
explicitly  describe such risks and uncertainties, readers are urged to consider
statements  labeled  with  the terms "believes," "belief," "expects," "intends,"
"anticipates,"  "will,"  or  "plans"  to  be  uncertain and forward looking. The
forward-looking  statements contained herein are also subject generally to other
risks  and  uncertainties  that are described from time to time in the company's
reports  and  registration  statements  filed  with  the Securities and Exchange
Commission.



For  additional  Information
please  contact  Princeton  Research,Inc
Mike  King  702  650  3000


ITEM  9.01.  EXHIBITS

10.1     Agreement  between Leo Motors, Inc. and M&M Corp. dated March 26, 2010.

                                   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: March 26, 2010              By: \s\ Shi Chul Kang
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                                   Shi Chul Kang
                                   Chief Executive Officer