UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) ~~June~~May 1326, ~~2008~~2009

PACIFICNET INC.

(Exact name of registrant as specified in charter)

Delaware	000-24985	91-2118007
(State or Other Jurisdiction	(Commission File	(IRS Employer
of Incorporation)	Number)	Identification No.)

c/o PacificNet Inc.

~~23/F~~33F, ~~Tower~~Caiyun ACourt, ~~TimeCourt~~Caihong Xindu, ~~No.6~~Caitian ~~Shuguang~~road, ~~Xili~~Futian District, Shenzhen 518026

Chaoyang District, Beijing, China 100028

(Address of Principal Executive Offices) (Zip Code)

~~011~~86-~~852~~0755-~~2876-2900~~82913405

(Registrant’s telephone number, including area code)

(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))

Item 35.~~01 Notice~~02 Departure of ~~Delisting~~Directors or ~~Failure~~Certain toOfficers; ~~Satisfy~~Election aof ~~Continued Listing~~Directors; ~~Rule~~Appointment orof ~~Standard~~Certain Officers; ~~Transfer~~Compensatory Arrangements of ~~Listing~~Certain Officers.

On ~~June~~April 1327, ~~2008~~2009, ~~PacificNet Inc~~Mr. ~~(NASDAQ:~~Victor ~~PACT)~~Tong ~~(the~~resigned ~~“Company” or “PacificNet”), issued a press release, attached to this Current Report on Form 8–K~~ as ~~Exhibit 99.1, reporting that~~ the ~~Company~~Chief ~~received~~Executive aOfficer ~~letter~~and onPresident of ~~June~~PacificNet ~~13,~~Inc. ~~2008~~ (the ~~“Deficiency Letter”), from The Nasdaq Stock Market indicating that the Staff has determined that the~~ "Company's" ~~stockholders'~~or ~~equity~~"PacificNet"). ~~does~~There ~~not~~is ~~comply~~no ~~with the minimum~~disagreement ~~$10,000,000~~between ~~stockholders' equity requirement for continued listing on The NASDAQ Global Market set forth in Marketplace Rule 4450(a)(3)~~Mr. ~~PacificNet~~Victor ~~plans~~Tong, ~~to submit~~the ~~its~~board ~~plan~~and tothe ~~regain compliance shortly~~management.

~~The Company~~On ~~may present its views with respect to the deficiency reflected in the~~April ~~Deficiency~~27, ~~Letter~~2009, inMr. ~~writing~~Victor ~~to the Panel no later than June 20~~Tong, ~~2008. In~~ ~~the~~Sean ~~event the Company fails to address the deficiency reflected in the Deficiency Letter~~Wang, ~~the~~Jin ~~Panel~~Tao ~~will~~and ~~consider~~Geremy ~~the~~Goodwin ~~record~~resigned as ~~presented~~ at the ~~hearing and will make its determination with respect to~~ ~~continued~~directors ~~listing~~ of ~~the~~board ~~Company’s~~of ~~securities~~PacificNet ~~based upon that information~~Inc. There ~~can~~is be no ~~assurance~~disagreement ~~that~~between the directors, ~~Panel~~the ~~will~~board ~~grant~~and the ~~Company’s~~ ~~request for continued listing~~management.

AOn ~~copy~~April 27, 2009, Mr. Mike Fei resigned as the secretary of the board of directors and aChina ~~press~~Legal ~~release~~Counsel ~~relating~~of toPacificNet ~~the~~Inc. ~~foregoing~~There is ~~attached~~no ~~hereto~~disagreement ~~as Exhibit~~between Mr. Mike 99Fei, the board and the management.1.

~~Safe~~On April ~~Harbor~~27, ~~Statement~~2009, Mr. WONG TZE-TO (Phillip Wong) resigned as the Chief Financial Officer of PacificNet Inc. There is no disagreement between Mr. WONG TZE-TO (Phillip Wong), the board and the management.

~~This Company's~~On ~~announcement contains forward-looking statements. Statements that are~~May ~~not historical facts~~26, ~~including statements about our beliefs and expectations~~2009, ~~are~~ ~~forward-looking~~the ~~statements.~~Company ~~Forward-looking~~approved ~~statements involve inherent risks and uncertainties~~Mr. ~~Potential~~CHAN ~~risks~~Chi ~~and~~Hung ~~uncertainties~~(William ~~include,~~Chan) ~~but~~as ~~are~~new ~~not~~Chief ~~limited~~Executive to, PacificNet's historical and possible future losses, limited operating history, uncertain regulatory landscape in China, fluctuations in quarterly operating results and PacificNet’s ability to maintain its continued listing on Nasdaq. Further information regarding these and other risks is included in PacificNet's Form 10-Q and 10-K and other filings with the SEC.Officer;

~~Item~~On May 26, ~~9.01.~~2009, ~~Financial~~the ~~Statements~~Company ~~and~~approved ~~Exhibits~~Ms. ZHAN Jin Hong as new Chief Financial Officer;

~~The~~On May ~~following~~26, ~~exhibit~~2009, isthe ~~furnished~~Company ~~herewith:~~approved Ms. Chen Ling Yun as new Company Secretary.

99On May 26, 2009, the Company approved Mr.1 David Wong as a new Independent Director on ~~Press~~the ~~release~~Botird ~~dated~~of ~~June~~Directors ~~13,~~of ~~2008~~Pacificnet Inc.

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.

PACIFICNET INC.

	PACIFICNET INC.

	By:	/s/ Chan Chi Hung (William Chan)
		Name: Chan Chi Hung (William Chan)
		Title: CEO


		Dated: May 26, 2009

By: /s/ Victor Tong

Name: Victor Tong

Title: President

Dated: June 20, 2008

EXHIBIT INDEX

Exhibit No. Description

99.1 Press Release of PacificNet Inc. dated June 13, 2008.

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