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 4, 2011 (March 1, 2011)

Xsovt Brands, Inc.

(Exact name of registrant as specified in Charter)

Nevada	000-53373	20-1226081
(State of other Jurisdiction of incorporation)	(Commission file no.)	(IRS employer identification no.)

18-B Neal Court Oceanside, NY	11572
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (516) 740-2929

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 to the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.

Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

On March 1, 2011, the Board of Directors of the Xsovt Brands, Inc. (the “Company”) appointed Stephen R. Brown as Executive Vice President, Chief Financial Officer, Treasurer and Secretary of the Company. Mr. Brown’s biographical information appears below:

Stephen R. Brown, CPA, 54, was appointed as the Company’s Executive Vice President, Chief Financial Officer, Treasurer and Secretary on March 1, 2011. From 1995 to 2009, Mr. Brown served in various capacities at IDT Corporation (NYSE:IDT), including 13 years as Chief Financial Officer. He also served on IDT’s Executive Committee and on its Board of Directors from 2000-2006. Mr. Brown also served as founder and Chairman of an IDT affiliate, IDT Entertainment, from 2001 until its sale to Liberty Media in 2006. From 2001 to 2004, Mr. Brown also served as a director of Net2Phone, Inc. From 1985 to 1995, Mr. Brown was in private practice as a certified public accountant. Mr. Brown serves as the Chairman of the Board of Lander College, is a member of the Board of Trustees of Touro College and a Board Member of Yeshiva College and is a member of the Academy of Television, Arts and Sciences. Mr. Brown holds a B.B.A. in Accounting form Baruch College, a B.A. in Economics from Yeshiva University and is a licensed certified public accountant in the State of New York.

Also on March 1, 2011, the Company and Mr. Brown executed an offer letter setting for the terms of Mr. Brown’s employment with the Company. Such offer letter is subject to the execution of a definitive employment agreement. The terms of Mr. Brown’s compensation and benefits are set forth in such offer letter, which is filed as Exhibit 10.1 to this Report and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits

(d)

Exhibits

Exhibit No.

Description

10.1

Offer Letter, dated March 1, 2011, between the Company and Stephen R. Brown.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	XSOVT BRANDS, INC.


March 4, 2011	By:	/s/ Avi Koschitzki
		Name: Avi Koschitzki
		Title: President and Chief Executive Officer

Xsovt Brands, Inc. 8-K