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): ~~February~~May 527, ~~2009~~2010

GLOBAL DIVERSIFIED INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Nevada		333-83231		95-4741485
(State or Other Jurisdiction of		(Commission File Number)		(I.R.S. Employer
Incorporation)				Identification No.)

	1200 Airport Drive, Chowchilla, CA		93610
	(Address of Principal Executive Offices)		(Zip Code)

Telephone: 559-665-5800

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

Item 1.01-- Entry into a Material Definitive Agreement

A. On ~~December~~ 19March 29, 2010 ~~2008~~and April 15, ~~the~~2010, Global Diversified Industries, Inc. (the "Company") entered into aSecurities ~~Loan~~Agreements with Vicis Capital Master Fund ("Vicis"), and ~~Securities~~the ~~Purchase Agreement~~holders ~~with~~of ~~Debt~~the ~~Opportunity~~Company's ~~Fund~~Series D Convertible Preferred Stock, ~~LLLP~~pursuant to which the Company issued and sold additional shares (a) of its Series D Convertible Preferred Stock (the ~~"Fund"~~“Series D Preferred Stock”) having an aggregate original stated value of $4,960,000, (total of 4,960,000 shares of Series D Preferred Stock and (b) ~~issued:~~its Series 6 and Series 7 Common Stock Purchase Warrants exercisable, in the aggregate, for 80,000,000 shares of Common Stock.. The total cash paid for the additional issuance of Series D Preferred Stock and Series 6 and 7 Warrants was $4,000,000.

·The ASeries ~~Senior~~D ~~Secured~~Preferred ~~Promissory~~Stock: ~~Note~~a) ~~(the~~has ~~"Senior~~a ~~Note"~~stated ~~for the principal~~ amount of $~~6,000,000~~1.00 ~~Interest~~per onshare; ~~the~~b) ~~Senior~~is ~~Note~~convertible ~~accrues~~ at the ~~rate~~option of ~~13%~~the ~~per~~holder ~~annum.~~at ~~and~~a isprice ~~payable~~of ~~monthly in arrears~~$.04 ~~However,~~per ~~during~~share ~~the~~at ~~first~~any ~~twelve~~time; ~~months~~b) is ~~the~~subject ~~accrued~~to ~~interest~~redemption ~~will be deferred and payable~~ in ~~total~~one onlump ~~December~~sum ~~19,~~payment ~~2010.~~(the ~~The~~“Redemption ~~principal~~Amount”) ~~amount~~on isthe ~~payable~~date intwo ~~four~~years ~~equal~~from ~~payments~~the date of $1issuance,~~500,000~~ ~~with~~unless ~~the~~earlier ~~first~~converted. ~~payment~~Payment ~~due~~of onthe ~~December~~Redemption ~~14,~~Amount ~~2010,~~is ~~second~~secured ~~payment~~by ~~due~~a onblanket ~~December~~lien ~~14,~~encumbering ~~2011,~~the ~~third~~assets ~~payment~~of ~~due~~the onRegistrant ~~December 14, 2012~~ and ~~final~~its ~~payment on December 14, 2013~~subsidiaries..

·The Series 46 and 7 Warrants tohave ~~purchase~~an 68exercise price of $.04 per share (total of 80,~~168~~000,~~164~~000 shares of Common Stock) atand anhave ~~exercise~~a ~~price~~term of ~~$.05~~7 ~~per~~years ~~Share~~from ~~for~~the adate ~~period~~ of ~~seven years~~issuance.

~~The~~Under ~~gross amount~~the ~~paid~~terms toof the ~~Company~~Series ~~for~~D Preferred Stock and the ~~Senior~~Series ~~Note~~6 and 7 Warrants, Vicis may convert the Series 4D ~~Warrants~~Preferred ~~was $~~Stock and exercise the Series 6 and 7 Warrants,~~000,000~~ provided that such Conversion and/or exercise do not result in Vicis beneficially owning more that 4. ~~The~~99% ~~Company~~of ~~received~~our outstanding shares of Common Stock after giving effect to the ~~final~~issuance ~~installment~~of shares of Common Stock issuable upon conversion of the ~~funds on~~Series ~~January~~D ~~26,~~Preferred ~~2009~~Stock and/or exercise of the Series 6 and 7 Warrants. ~~The~~ ~~Company~~This ~~paid~~limitation ~~$75,000~~may inbe ~~expenses~~changed from 4.99% to 9.99% upon not less than 61 days notice to the ~~Fund~~ Company by Vicis.

~~Midtown Partners~~The ~~acted~~Company asagreed ~~our~~to ~~sole~~register ~~Placement~~the ~~Agent~~Common inStock ~~connection~~underlying ~~with~~ the ~~Senior Note. We~~additional ~~paid~~Series ~~aggregate~~D ~~cash~~Preferred ~~commissions~~Stock ofissued ~~$480,000. In addition,~~and wethe ~~paid Midtown Partners 6,816,816~~ Series ~~BD-~~6 ~~Warrants. The~~ ~~Series~~and ~~BD-6~~7 Warrants, ~~are~~pursuant ~~exercisable~~to ~~into~~a ~~shares~~Registration ~~of Common~~Rights ~~Stock at the exercise price of $~~Agreement.~~05 per share and expire 7 years from the date of issuance.~~

The issuance of the Series 4D ~~Warrants~~Preferred Stock and the ~~issuance~~Series of6 ~~the~~and ~~Series~~7 ~~BD-6~~ Warrants were exempt from the registration requirements of the Securities Act of 1933 ~~(the "Act")~~, as amended, pursuant to Section 4(2) of the Act for transactions not involving a public offering and Rule 506 promulgated by the United States Securities and Exchange Commission under the Securities Act of 1933,

B. On December 17, 2008, the Company entered into a Stock Option Agreement with Phillip Hamilton (“the Executive”) and issued:

· A Stock Option to purchase 68,164,164 shares of Common Stock at an exercise price of $.05 per Share for a period of seven years. The Company issued the Stock Option to the Executive to promote the long term interest of the Company by retaining the Executive. The Company provided the Executive with compensation opportunities based on the performance of the Company. The Option vests and becomes exercisable only upon the satisfaction in full (inclusive of all principal, interest and penalties) of the $6,000,000 loan made to the Company by Debt Opportunity Fund, LLP on December 19, 2008.

The issuance of the Stock Option to Phillip Hamilton was exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(2) of the Act .

Item 3.02 Sale of Unregistered Securities

See Item 1.01 above.

Item 9 5.0103 ~~Financial~~Amendment ~~Statements and~~to ~~Exhibits~~Articles of Incorporation or Bylaws;

On March 29, 2010, the board of directors of the Company designated 5,976,511 shares of authorized but unissued preferred stock to be designated as "Series D Convertible Preferred Stock" and filed a Statement of Designations with the State of Nevada establishing the terms, rights and preferences of the Series D Preferred Stock

On April 15, 2010, the board of directors of the Company designated 8,456,511 shares of authorized by unissued preferred stock to be designated as “Series D Convertible Preferred Stock” and filed a Statement of Designations with the State of Nevada establishing the terms, rights and preferences of the Series D Preferred Stock.

On April 15, 2010, the board of directors of the Company designated that the maximum number of shares of stock that Company is authorized to have outstanding is two billion seven hundred fifty million (2,750,000,000) shares. Of such shares, two billion seven hundred million (2,700,000,000) shares shall be common stock having a par value of $0.001 per share. The remaining shares, fifty million (50,000,000) shares shall be shares of preferred stock, with a par value $0.001 per share. The Company filed a Certificate of Amendment with the State of Nevada establishing the total number of shares authorized for common stock and preferred stock.

The Series D Preferred Stock: a) has a stated amount of $1.00 per share; is convertible at the option of the holder at a price of $.04

per share at any time (total of 211,412,775 Series D Preferred Stock; b) is subject to redemption in one lump sum payment (the “Redemption Amount”) on the date two years from the date of issuance, unless earlier converted. Payment of the Redemption Amount is guaranteed by the Registrant’s subsidiaries. Payment of the Redemption Amount is secured by a blanket lien encumbering the assets of the Registrant and its subsidiaries.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

*10.8		Loan and Securities Purchase Agreement dated December 19, 2008 by and between Registrant and Debt Opportunity Fund LLLP
*3.3		Certificate of Amendment to Articles of Incorporation, Certificate of Designation, Preferences, and Rights of Series D Convertible Preferred Stock, effective as of March 29, 2010
*10.9		Senior Secured Promissory Note dated December 19, 2008 by and between the Registrant and Debt Opportunity Fund, LLLP
*3.4		Certificate of Amendment to Articles of Incorporation, Certificate of Designation, Preferences, and Rights of Series D Convertible Preferred Stock, effective as of April 15, 2010
*10.10		Form of Series 4 Common Stock Purchase Warrant issued on December 19, 2008.
*3.5		Certificate of Amendment to Articles of Incorporation, Authorization of Common Stock and Preferred Stock
*10.11		Form of Series BD-6 Common Stock Purchase Warrant issued on December 19 2008.
*10.9		Securities Purchase Agreement dated March 29, 2010 by and between the Registrant, Philip O Hamilton and Vicis Capital Master Fund.
*10.12		Stock Option Agreement dated December 17, 2008 between Registrant and Phillip Hamilton
*10.10		Securities Purchase Agreement dated April 15, 2010 by and between the Registrant, Philip O Hamilton and Vicis Capital Master Fund
*10.11		Registration Rights Agreement dated March 29, 2010 between the Registrant and Vicis Capital Master Fund
*10.12		Registration Rights Agreement dated April 15, 2010 between the Registrant and Vicis Capital Master Fund
*10.13		Form of Series 6 Common Stock Purchase Warrant issued on March 29, 2010
*10.14		Form of Series 7 Common Stock Purchase Warrant issued on April 15, 2010

* Filed herewith.

	Global Diversified Industries, Inc.
Date: February 6, 2009	By:	/s/ Phillip Hamilton
Date: May 27, 2010	By:	/s/ Phillip Hamilton
		Phillip Hamilton
		CEO and Chairman

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