~~SECURITIES~~UNITED STATESSECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, D.C. 20549

FORM 8-KKCURRENT REPORT

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

~~Pursuant~~Date toof ~~Section~~Report 13(date orof ~~15(d~~earliest event reported): April of1, 2011

~~the~~Cleopatra ~~Securities~~International ~~Exchange~~Group, ~~Act of 1934~~Inc.

~~September~~(Exact ~~27,~~name ~~2010~~of registrant as specified in charter)

~~Date of Report~~Nevada

~~September~~(State ~~27,~~or ~~2010~~other jurisdiction of incorporation)

000-53411(~~Date~~Commission ofFile ~~earliest~~Number) ~~event~~26-3788124(IRS ~~reported~~Employer Identification No.)

~~CLEOPATRA~~9th ~~INTERNATIONAL GROUP~~Floor, ~~INC.~~Haiwailianyi Building,

~~(Exact~~No. ~~name~~12 ofYingchun ~~registrant~~Road, asLuohu ~~specified~~District, inShenzhen ~~its~~City, ~~charter)~~Guangdong Province, China

Nevada	000-534111	26-3788124
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

(Address of principal executive offices and zip code)

~~No.~~(86) ~~12 YingChun Road, 9th Floor, HaiWaiLianYi Building, LuoHu District, Shenzhen City, Guangdong Province, China~~755-8230-9541

(~~Address~~Registrant’s oftelephone ~~principal~~number ~~executive offices,~~ including ~~zip~~area code)

(~~801~~Former Name and Former Address)~~303-5730~~

~~(Registrant’s~~Check ~~telephone~~the ~~number,~~appropriate ~~including~~box ~~area~~below ~~code)~~if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

~~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)

~~Written communications pursuant to Rule 425 under the Securities Act~~[ ]

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

~~Soliciting material pursuant to Rule 14a-12 under the Exchange Act~~[ ]

£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 14d-2(b) under the Exchange Act~~[ ]

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

~~Pre-commencement~~Item ~~communications~~5.02 ~~pursuant~~Departure toof ~~Rule~~Directors ~~13e-4(c)~~or ~~under~~Certain ~~the~~Officers, ~~Exchange~~Election ~~Act~~of Directors, Appointment of Certain Officers, Compensatory Arrangements of Certain Officers.

~~Item~~Effective ~~5.02~~as ~~Departure~~of April 1, 2011, the Board of Directors orof ~~Principal~~Cleopatra ~~Officers;~~International ~~Election~~Group, Inc. (the “Company”), appointed Li Guo (Howard) Zhao to serve as an independent director for a term of ~~Directors;~~one ~~Appointment~~year. The Board of ~~Principal~~Directors ~~Officers~~also established a Compensation Committee, to which Mr. Zhao and Hua Deng were appointed to serve as members, and to which Mr. Zhao was appointed to serve as Chairman.

OnPursuant ~~September~~to ~~27,~~a ~~2010~~three year agreement with the Company, Mr. ~~Deng~~Zhao ~~Hua~~will ~~was~~receive ~~appointed as~~ a ~~Director~~fee of ~~the~~RMB6,000 ~~Company. Deng~~(approximately ~~Hua~~$900) ~~graduated~~per ~~from~~month ~~Hunan~~for ~~University~~the term of ~~Technology~~the inagreement. ~~Electrical~~Upon ~~Engineering~~execution inof ~~1989.~~his ~~From~~agreement, ~~1989~~Mr. toZhao ~~2001 he~~ was ~~the~~awarded ~~Finance~~200,000 ~~Supervisor~~shares inof ~~Lanzhou~~common ~~Aluminum~~stock ~~Plant.~~as ~~From~~compensation ~~2001~~for services to ~~2004,~~be herendered ~~was~~as ~~the~~an ~~Finance~~independent ~~Director~~director. inThe ~~Zhuhai~~Company ~~Beisi~~will tealso ~~Chemical~~reimburse CoMr. ~~Ltd.~~Zhao ~~From~~for ~~2004~~expenses related to ~~2006,~~his heattendance ~~was~~at meetings of the ~~President’s~~board, ~~Assistant~~meetings inof ~~Shenzhen~~committees ~~Zhongao~~of ~~Investment~~the ~~Guarantee~~board, Coexecutive sessions and shareholder meetings. ~~Ltd~~Mr. ~~Since 2006,~~ heZhao ~~has~~also ~~served~~provides asconsulting aservices ~~Director~~to the Company and receives RMB60,000 (approximately $9,000) per month in ~~Shenzhen~~exchange ~~Hanhong~~for ~~Investment~~such Coservices. ~~Ltd.~~

~~SIGNATURES~~Since October 2010, Mr. Li Guo (Howard) Zhao, age 63, has been providing executive training and business decision workshops to the Company’s internal staff to increase managerial efficiency for the Company. Since December 1998, he has also been a China region senior consultant to Proctor & Gamble (China) (“P&G China”). As a senior consultant to P&G China, he is responsible for business development, client management, employee management, marketing development, and high-end fashion design product technical training. Mr. Zhao has served as senior advisor to numerous companies in the beauty and salon industry, such as Changsha M Beauty, Tianjin Olivia, Hangzhou Ah Wei, and Shanghai YongQi. Prior to serving at P&G China, Mr. Zhao was the manager of product technical training department for Wella Corporation from January 1990 to December 1998, where he was responsible for the company’s national product technical training in China, product development, monitoring of fashion trends development and internal product technical personnel trainings. The Company believes that Mr. Zhao will provide the Board of Directors with industrial insight as well as assist in establishing a competitive executive compensation package to attract and retain qualified candidates for the Company.

~~Pursuant~~Mr. toZhao ~~the~~has ~~requirements~~no family relationship with any of the ~~Securities~~executive ~~Exchange~~officers ~~Act~~or directors of ~~1934~~the Company. Other than Mr. Zhao’s service as a consultant to the Company as described above, there have been no transactions in the past two years to which the Company ~~has~~or ~~duly~~any ~~caused~~of ~~this~~its ~~Report~~subsidiaries was or is to be ~~signed~~a onparty, ~~its~~in ~~behalf~~which Mr. Zhao had, or will have, a direct or indirect material interest. A copy of the agreement by and between the ~~undersigned~~Company ~~hereunto~~and ~~duly~~Mr. ~~authorized~~Zhao is attached hereto as Exhibit 10.1.

~~Dated:~~Item ~~September~~9.01. ~~27,~~Financial ~~2010~~Statements and Exhibits.

~~CLEOPATRA INTERNATIONAL GROUP, INC. By: /s/ Xu YongPing Xu YongPing CEO and Director~~(d)

Exhibits:


No.	Description
10.1	Independent Director Agreement of Li Guo (Howard) Zhao


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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.

Dated: April 4, 2011

CLEOPATRA INTERNATIONAL GROUP, INC.

By: /s/_Yongping Xu______________________

Name: Yongping Xu

Title: Chief Executive Officer


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EXHIBIT INDEX


No.	Description
10.1	Independent Director Agreement of Li Guo (Howard) Zhao


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Filing Compare · CLEOPATRA INTERNATIONAL GROUP, INC.