Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On March 16, 2005, the Company announced in a press release the appointment of Ron Wheet as the Company's Chairman and CEO and the resignation of Gifford Mabie as the Company's Chairman and CEO. A copy of the press release is attached hereto as Exhibit 99.1. Item 7. Financial Statements and Exhibits Exhibit No. Description 99.1 Press release dated March 16, 2005 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 thereunto duly authorized. MAXXON, INC. /s/ RON WHEET ------------------------------------- By: Ron Wheet Chief Executive Officer DATED: March 17, 2005