form8k.htm

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 22, 2012

CLEAN POWER TECHNOLOGIES INC.

Exact name of registrant as specified in its charter

Nevada	000-51716	98-0413062
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

436 35th Ave N.W., Calgary, Alberta	T2K0C1
(Address of principal executive offices)	(Zip Code)

(403) 277-2944

Registrant’s telephone number, including area code

n/a

(Former name or former address, 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))

SECTION 1. REGISTRANT’S BUSINESS AND OPERATIONS

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On May 22, 2012, Clean Power Technologies Inc. (the “Company”) entered into a World Wide Exclusive License Agreement (the “License”) with Jose Luis Pontello, Daniel Alberto Pantello, Claudio Angel Pontello and Marcelo Alejandro Pontell (the “Licensors” or Inventors”) and Nicholas Pontello (“Nicholas”) whereby the Company acquired the License for a hybrid fuel and fuel efficient technology and/or a system for mobile and a stationary application as the technology for integration in trucks, transportation vehicles and agriculture and farm equipment (the “System”). This hybrid fuel technology is for agro-industrial application mobile, transportation, stationery application and more specifically described to include, but not limited to a pneumatic system for an agro-industrial vehicle including an air compressor, a dual circuit foot valve connected to the air compressor, agriculture and transport application which technology is described in the U.S. Patent document #7,429,087 B2.

Under the terms of the License, the inventors are required to keep all patents in good standing through the term of the License. The Company is responsible for all costs which may be incurred to set up a manufacturing and assembly facility, the purchase of machinery, equipment, electronic test equipment, tools, establishing market infrastructure and whatever else is required to successfully assemble and/or manufacture and/or sell, market and distribute the System.

The License is subject to a Royalty of 3.5% of sales and the Company has a period of 36 months from the date of the License to commence the payment of Royalties. The License is granted for a period of 5 years with an option to extend for an additional 5 years.

The technology is patented in the U.S. under patent # 7,429,087 and in the Argentine Republic under patent # AR 042777 B1. A patent application has been filed in the Federative Republic of Brazil. The technology is designed to reduce the cost of the hydraulic system in the current agro-industrial applications. The system is to replace brake and suspension fluids with compressed air. It is estimated that the production cost of the system will be 30% cheaper than the current production cost of convention systems.

SECTION 2. FINANCIAL INFORMATION

ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

Information incorporated by reference to Item 1.01 above.

SECTION 8. OTHER EVENTS

ITEM 8.01 OTHER EVENTS

Subsequent to events which occurred in November and December 2010 and which were reported in the Company’s 8K filings on December 7th 2010 and January 5th 2011, the Company has been trying to reposition itself to seize opportunities which may help it to re-launch its clean technology objectives. The Company is also currently consulting an attorney in the United States to advise it on matters and issues arising from these events and any recourse or actions which may be available to the company.

The Company currently has no borrowing resources nor any cash to pursue any legal or corporate objectives at this time, and is investigating all financing and strategic transactions in an effort to re-introduce other fuel efficient and hybrid fuel efficient technologies. It is also seeking alliances with other technologies in similar sectors.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

10.1	World Wide Exclusive License Agreement between the Company and Jose Luis Pontello, Daniel Alberto Pantello, Claudio Angel Pontello, Marcelo Alejandro Pontello and Nicholas Pontello	Filed herewith
99.1	Press Release dated June 15, 2012	Filed herewith

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.

	CLEAN POWER TECHNOLOGIES INC.

Dated: June 15, 2012	By:	/s/ Abdul Mitha
	Name:	Abdul Mitha
`	Title:	Chief Executive Officer

Press Release

June 15, 2012

Clean Power Technologies Inc.

(“Clean Power” or the “Company”)

Clean Power Technologies Inc enters into a World Wide Exclusive License Agreement to manufacture, Market, Distribute and Sell Hybrid Fuel Efficient Technologies for Agro-Industrial Application

Clean Power Technologies Inc. (OTCBB: CPWE.PK; Frankfurt, XETRA:C1L), is pleased to announce that it has entered into a World Wide Exclusive License Agreement with a group of inventors in Argentina to manufacture, market, distribute and sell Hybrid Fuel Efficient Technologies for Agro-Industrial Applications.

The Inventors, Messers Jose Luis Pontello; Daniel Alberto Pontello; Claudio Angel Pontello and Marcelo Alejandro Pontello, have developed a system for mobile and stationary applications as the technology for integration in trucks, transportation vehicles and agriculture and farm equipment (the “System”). This hybrid fuel technology is for agro-industrial application mobile, transportation, stationery application and more specifically described to include, but not limited to a pneumatic system for an agro-industrial vehicle including an air compressor, a dual circuit foot valve connected to the air compressor, agriculture and transport application which technology is described in the U.S. Patent document #7,429,087 B2.

The technology is patented in the United States under patent #7,429,087 B2 and in the Argentine Republic under patent # AR 042777 B1. A patent application has been filed in the Federative Republic of Brazil.

According to the Pontellos, the present invention includes a pneumatic system for an agro-industrial vehicle including an air compressor, a dual circuit foot valve connected to the air compressor, and at least two air storage tanks connected to said dual circuit foot valve. The operation of the dual circuit valve establishes an air pressure link from the storage tanks to a rear air chamber as well as to a front air chamber. Each storage tank fills the rear or front air chambers and the movement of the rear air chamber and the front air chamber activate a brake device. The technology is designed to reduce the cost of the hydraulic system in the current agro-industrial applications. In short, the system only functions in order to replace brake and suspension fluids with compressed air.

The system is expected to reduce per unit production cost by at least 30% compared to similar units in use. The use of this technology will reduce maintenance of brakes and hydraulic suspension systems. The system is already being sold and in use in Argentina.

Abdul Mitha, President and CEO of Clean Power, said: We are excited about this relationship with the Pontellos. Agriculture sector has been hit hard with the recession and the down turn in the economy. Rising fuel and operating costs have always been a matter of serious concerns for the farmers. Mr Mitha continued, “The Pontello system will help to lower the operation costs and improve the efficiency of the agro-industrial equipment. Our Agreement provides for world wide manufacturing and marketing rights and we intend to explore low production cost countries like China, India, South Africa and other countries in Asia, Africa and Central America to manufacture and distribute the Pontello systems.

Mr Marcelo Pontello said that ”the Pontellos are pleased to start a business relationship with CPTI and its representative, Mr. Abdul Mitha. We want to note that our system not only will help to reduce costs, but also, is less polluting than the hydraulic systems because it doesn’t use oil, fluids or liquids (it uses the same air that everyone breathes).

Forward Looking Statements -- The information contained herein regarding risks and uncertainties, which may differ materially from those set forth in these statements, in addition to the economic, competitive, governmental, technological and other factors, constitutes a 'forward-looking statement' within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 and is subject to the safe harbors created thereby. While the company believes that the assumptions underlying such forward-looking information are reasonable, any of the assumptions could prove inaccurate and, therefore, there can be no assurance that the forward-looking information will prove to be accurate. Accordingly, there may be differences between the actual results and the predicted results, and actual results may be materially higher or lower than those indicated in the forward-looking information contained herein.

ABOUT CLEAN POWER TECHNOLOGIES

Clean Power Technologies is committed to re-introducing itself in fuel efficient and hybrid fuel efficient technology sectors. It is seeking alliances with other technologies in similar sectors.

The Company corporate team consists of people, whose vision and corporate experience are driving the implementation of this unique road map. Clean Power Technologies is headquartered in Calgary, Alberta.

For further information, please contact:

Clean Power Technologies Inc.
Abdul Mitha, President & CEO Clean Power Technologies Inc. 436-35 Avenue N.W. Calgary, Alberta Canada T2K 0C1	Tel: + 1 (403) 239-7427
mithaa@shaw.ca