UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) ~~April~~ October 1512, ~~2016~~2017

CD INTERNATIONAL ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

Florida	001-33694	13-3876100
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

431 Fairway Drive, Suite 200, Deerfield Beach, FL	33441
1333 S University Drive, Suite 202	33324
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code

(954) 363-7333

not applicable

(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 (see General Instruction A.2. below):

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 14.01 ~~Entry~~Changes ~~into~~in aRegistrant's ~~Material~~Certifying ~~Definitive Agreement~~Accountant.

On ~~April~~October 1525, ~~2016~~2017, ~~our~~CD ~~board~~International ofEnterprises, ~~directors~~Inc. ~~authorized~~engaged ~~our~~WWC ~~2016~~Professional ~~Employee and Consultant Stock Incentive and Compensation Plan~~ Corporation(~~the~~ "~~2016 Plan~~WWC")~~. The~~ ~~purpose~~as ofour ~~the~~independent ~~2016~~registered ~~Plan~~public isaccounting tofirm. During ~~enable~~our ustwo tomost ~~offer~~recent tofiscal ~~our~~years ~~employees, officers, directors~~ and ~~consultants,~~the ~~whose~~subsequent ~~past,~~interim ~~present~~period ~~and/or~~prior ~~potential contributions~~ to ~~our~~retaining ~~company~~WWC ~~have~~(1) ~~been,~~neither ~~are~~we ornor ~~will~~anyone beon ~~important to~~ our ~~success,~~behalf anconsulted ~~opportunity~~WWC toregarding ~~acquire~~ (a) ~~proprietary~~either ~~interest in our company. We have initially reserved 100,000,000 shares of our common stock for issuance upon awards to be made under~~ the ~~2016~~application ~~Plan. The maximum number~~ of ~~shares~~accounting ofprinciples ~~common stock which may be subject~~ to ~~awards~~a ~~under~~specified ~~the 2016 Plan made to individuals who are neither officers~~transaction, ~~directors~~either ~~nor~~completed ~~employees~~or ~~of our company is limited to 30~~proposed,~~000,000~~ ~~shares. The~~or ~~2016 Plan also contains an "evergreen formula" pursuant to which~~ the ~~number~~type of ~~shares~~audit ofopinion ~~common~~that ~~stock~~might ~~available~~be ~~for~~rendered ~~issuance under the 2016 Plan will automatically increase~~ on ~~the~~our ~~first~~financial ~~trading~~statements ~~day~~or of(b) ~~January~~any ~~each~~matter ~~calendar~~that ~~year~~was ~~during~~ the ~~term~~subject of ~~the~~a ~~2016~~disagreement ~~Plan~~or ~~beginning~~a ~~with~~reportable ~~calendar~~event ~~year~~as ~~2016,~~set ~~provided~~forth ~~that~~in weItem ~~have~~304(a)(1)(iv) ~~sufficient authorized but unissued~~ and ~~unreserved~~(v), ~~shares~~respectively, of ~~our~~Regulation ~~common stock available~~S-K, byand an(2) ~~amount~~WWC ~~equal~~did tonot ~~1.5%~~provide ofus ~~the~~with ~~total~~a ~~number~~written ofreport ~~shares~~or oforal ~~common~~advice ~~stock~~that ~~outstanding~~they onconcluded ~~the~~was ~~last~~an ~~trading~~important ~~day~~factor inconsidered ~~December~~by ofus ~~the~~in ~~immediately~~reaching ~~preceding~~a ~~calendar~~decision ~~year,~~as up to ~~a maximum annual increase of 1~~accounting,~~500,000~~ ~~shares~~auditing ofor ~~common~~financial ~~stock.~~reporting issue

~~Grants~~On ~~under~~October 12, 2017, MaloneBailey LLP resigned as our independent registered public accounting firm. MaloneBailey's reports on the ~~plan~~Company's ~~may~~consolidated ~~either~~financial ~~be:~~statements for the fiscal years ended September 30, 2016 and 2015 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principle, except that the reports of MaloneBailey on the Company's consolidated financial statements for the fiscal years ended September 30, 2016 and 2015 contained an explanatory paragraph which noted that there was substantial doubt about the Company's ability to continue as a going concern.While MaloneBailey had served as our independent registered public accounting firm since January 2014, we had no disagreements with the firm on any matter of accounting principles or practices, financial statement disclosure, or auditing scope of procedure which disagreement if not resolved to the satisfaction of MaloneBailey LLP would have caused it to make reference to the subject matter of the disagreement in connection with any report it might issue.During the fiscal years ended September 30, 2016 and 2015, and during the subsequent interim period through October 12, 2017, there were no reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K, except for material weaknesses described in Item 9A of the Company's Annual Report on Form 10-K for the year ended September 30, 2016.

-The ~~stock~~decision ~~options,~~to change auditors was approved by our Board of Directors.

-We ~~awards~~provided MaloneBailey LLP with a copy of ~~our~~this ~~common~~Current ~~stock~~Report on Form 8-K prior to its filing with the Securities and Exchange Commission, orand requested that the firm furnish us with a letter addressed to the Securities and Exchange Commission stating whether they agree with the statements made in this Current Report on Form 8-K, and if not, stating the aspects with which they do not agree. A copy of the letter provided by MaloneBailey LLP is filed as Exhibit 16.1 to this Current Report on Form 8-K.

- rights to make direct purchases of our common stock which may be subject to certain restrictions.

Any option granted under the 2016 Plan must provide for an exercise price of not less than 50% of the fair market value of the underlying shares on the date of grant. The term of each plan option and the manner in which it may be exercised is determined by the board of directors or the compensation committee. In the event of any stock split of our outstanding common stock, the board of directors in its discretion may elect to maintain the stated amount of shares reserved under the plan without giving effect to such stock split. Subject to the limitation on the aggregate number of shares issuable under the plan, there is no maximum or minimum number of shares as to which a stock grant or plan option may be granted to any person. A copy of the 2016 Plan is filed herewith as Exhibit 10.74 and incorporated herein by reference. The description of certain terms of the 2016 Plan set forth herein does not purport to be complete and is qualified in its entirety by reference to the 2016 Plan.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

1016.741 ~~2016~~Letter ~~Employee~~dated ~~and~~October ~~Consultant~~24, ~~Stock~~2017 ~~Incentive~~from MaloneBailey LLP to the Securities and ~~Compensation~~Exchange ~~Plan~~Commission.

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.

	CD International Enterprises, Inc.
Date: April 15, 2016	By: /s/ Yuejian (James) Wang
Date: October 31, 2017	By: /s/ Yuejian (James) Wang
	Yuejian (James) Wang, PhD., Chief Executive Officer
	Yuejian (James) Wang, Chief Executive Officer

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