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 1128, 2011

CYBERMESH INTERNATIONAL CORP.

(Exact name of registrant as specified in its charter)

Nevada	000-52207	98-0512139
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Address: 2715 Indian Farm ~~Ln.~~Lane NW

Albuquerque, NM 87107

 (Address of principal executive offices and Zip Code)  

505-359-5002

 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:

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 41.01. ~~Changes~~Entry inInto ~~Registrant's~~a ~~Certifying~~Material ~~Accountant.~~Definitive Agreement

On March 28, 2011 the Registrant entered into an Equity Line Financing Agreement (“Agreement”) with Da He LLC, a Florida limited liability company (“Investor”), ~~former~~whereby ~~independent~~the ~~registered~~Investor ~~public~~has ~~accountant~~the right to buy up to 20,000,000 shares of Registrant’s common stock, in one or more investment tranches, at a price of $0.05 per share for a maximum investment of $1,000,000. The Agreement terminates in one year, upon maximum investment, or upon earlier termination as stated in the Agreement. Under the Agreement, the Investor shall not purchase Registrant’s common stock to the extent such purchase would result in the Investor owning over 4.99% of the Registrant’s total outstanding common stock.

OnAs ~~March~~of ~~11, 2011,~~ the ~~board~~date of ~~directors~~this ofCurrent ~~Cybermesh~~Report ~~International~~on ~~Corp.~~Form ~~(“Registrant”)~~8-K, ~~approved~~no ~~the~~investment ~~dismissal~~had ofbeen ~~Jeffrey~~made &pursuant ~~Company~~to as the ~~independent registered public accountant for the Registrant~~Agreement.

The ~~report~~foregoing ofdescription ~~Jeffrey & Company on the financial statements~~ of the ~~Registrant~~Agreement ~~for~~is ~~the years ended May 31, 2010 and 2009, contained no adverse opinion or disclaimer of opinion, and such report was not~~ qualified orin ~~modified~~its asentirety toby ~~uncertainty,~~reference ~~audit scope or accounting principle, except that the report contained a modification~~ to the ~~effect~~full ~~that~~text ~~there~~of ~~was substantial doubt as to~~ the ~~Registrant’s~~Agreement ~~ability~~which tois ~~continue~~filed as aExhibit ~~going~~10 ~~concern~~hereto.

~~During~~Item ~~the~~9.01. ~~years~~Financial ~~ended~~Statements ~~May 31, 2010~~ and 2009 and through March 11, 2011, there were no disagreements with Jeffrey & Company on any accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Jeffrey & Company, would have caused it to make reference thereto in connection with its report on the Registrant’s financial statements for such years. Exhibits

No reportable event as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K has occurred during the years ended May 31, 2010 and 2009.

The Registrant requested that Jeffrey & Company furnish it with a letter addressed to the United States Securities and Exchange Commission stating whether or not it agrees with the above statements. A copy of such letter, dated March 14, 2011, is filed as Exhibit 16 to this Form 8-K.

(b) new independent registered public accounting firm

On March 11, 2011, the board of directors of the Registrant appointed Berman & Company, P.A. as the independent registered public accounting firm of the Registrant for the year ended May 31, 2011.

The Board of Directors of the Registrant did not consult with Berman & Company, P.A. during the year ended May 31, 2010, and through March 11, 2011, on any matter which was the subject of any disagreement or any reportable event as defined in Regulation S-K Item 304(a)(1)(iv) and Regulation S-K Item 304(a)(1)(v), respectively, or on the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant's financial statements, relating to which either a written report was provided to the Board of Directors of the Registrant, or oral advice was provided, that Berman & Company, P.A. concluded was an important factor considered by the Board of Directors of the Registrant in reaching a decision as to the accounting, auditing or financial reporting issue.

Item 9.01. Financial Statements and Exhibits.

~~Exhibit~~10Equity ~~16:~~Line ~~Letter~~Financing ~~from~~Agreement dated March 28, 2011 between Registrant's ~~prior~~and ~~independent~~Da ~~accountants~~He LLC.

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.

Dated: March 1829, 2011. CYBERMESH INTERNATIONAL CORP /s/ John Samuel Porter ____________________________________ John Samuel Porter President

CYBERMESH INTERNATIONAL CORP /s/ John Samuel Porter John Samuel Porter President

Filing Compare · CYBERMESH INTERNATIONAL CORP.