HEALTHY PLANET PRODUCTS INC
8-K, 1996-03-28
GREETING CARDS
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                       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 28, 1996 
                                                --------------------


                            HEALTHY PLANET PRODUCTS, INC.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as specified in charter)


       Delaware                      1-13048                  94-2601764 
- --------------------------------------------------------------------------------
(State or other jurisdiction of     (Commission              (IRS Employer
incorporation)                      File Number)            Identification No.)


1129 N. McDowell Boulevard, Petaluma, California                 94954
- --------------------------------------------------------------------------------
(Address of principal executive offices)                     (Zip Code)


Registrant's telephone number, including area code (707) 778-2280
                                                   -----------------------------

- --------------------------------------------------------------------------------
     (Former name or former address, if changed since last report.)




<PAGE>



ITEM 6. RESIGNATION OF DIRECTORS.

         On March 27, 1996, Mr. Lawrence M. Barnett  resigned as an employee and
Director and Officer of the Company.  Mr.  Barnett's  resignation was not due to
any  disagreement  with the  Company on any  matter  relating  to the  Company's
operations,  policies  or  practices,  but  rather was  occasioned  by reason of
personal commitments.


                                    SIGNATURE

         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.


                                    HEALTHY PLANET PRODUCTS, INC.



                                    By  /s/ Bruce  A. Wilson
                                    --------------------------------------------
                                        Bruce A. Wilson, President,
                                           Chief Executive, Chief Operating and
                                           Chief Financial Officer


Dated:   March  28, 1996








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