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): August 16, 2010

CytoGenix, Inc.

(Exact name of registrant as specified in its charter)

0-26807

(Commission File Number)

Nevada	76-0484097
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

1570 Dustin Cade Drive, New Braunfels, TX	78130
(Address of principal executive offices)	(Zip Code)

(830) 632-5944
Registrant's telephone number, including area code

|_| 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 2.01 Completion of Acquisition or Disposition of Assets

On August 10, 2010 CytoGenix formed the wholly owned subsidiary BioEnergy, Inc. a Nevada Corporation. BioEnergy, Inc., was formed in order to identify, evaluate and develop biological based technologies for the growing energy sector. BioEnergy, Inc. plans to create renewable energy or clean fuels for the production of energy from such biological based technologies. BioEnergy, Inc. is in ongoing negotiations with various entities for the acquisition of and co-development of such technologies.

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.

	CytoGenix, Inc.

August 16, 2010	By:	/s/ Randy Moseley
		Randy Moseley, Principal Financial Officer

CYTOGENIX INC 8-K