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): ~~September~~April 2921, ~~2009~~2010

0-15885

(Commission File Number)

NATIONAL DATACOMPUTER, INC.

(Exact name of registrant as specified in its charter)

Delaware (State of Incorporation) 04-2942832 (IRS Employer Identification No.)

Delaware		04-2942832
(State of Incorporation)		(IRS Employer Identification No.)

~~900 Middlesex~~19B ~~Turnpike~~Crosby Drive, ~~Billerica~~Suite 310, Bedford, Massachusetts ~~01821~~01730

(Address of registrant's principal executive office)

~~(978) 663-7677~~900 Middlesex Turnpike, Billerica, Massachusetts 01821

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

(781) 275-1686

(Registrant's telephone number, including area code)

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 5 1.~~02.~~01 ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement

~~The~~On ~~Board of~~April ~~Directors~~21, of2010, National Datacomputer, Inc. (the “Company”) ~~accepted~~entered ~~Mr.~~into ~~Berens’ resignation~~subscription asagreements ~~Director,~~with ~~President~~three ~~and~~investors, ~~Chief~~including ~~Executive~~an ~~Officer~~officer of the Company, ~~effective~~ ~~September~~pursuant 29to which the Company issued an aggregate of $75,000 ~~2009.~~of Mrits secured convertible promissory notes (the “Notes”). ~~Berens~~The ~~indicated~~Notes ~~that~~bear ~~his~~interest ~~resignation~~at ~~was~~the ~~due to~~rate aof ~~personal~~0.67% ~~decision~~per toannum, ~~pursue~~compounded ~~other~~annually. ~~interests~~All principal and ~~was~~accrued ~~not~~interest ~~the~~are ~~result~~payable ofon ~~any disagreements~~April ~~with~~21, ~~the~~2013. The Company’s ~~management~~obligations orunder ~~Board~~the Notes are secured by the grant of ~~Directors~~a first priority security interest in all of the Company’s assets.

~~Also~~At any time on ~~September~~ 29or after April 21, ~~2009~~2012, the ~~Board~~Notes are convertible in whole or in part, at the option of ~~Directors~~the ~~appointed~~holders, ~~Ms.~~into ~~Bruna~~3,182,655 ~~Bucacci~~shares asof the Company’s ~~President~~Common ~~and~~Stock, ~~Chief~~which ~~Executive~~amount ~~Officer.~~is ~~Ms.~~equal ~~Bucacci~~to ~~was~~40% ~~also~~of ~~appointed as~~the anumber ~~Director~~of shares of Common Stock outstanding immediately after the ~~Company. These~~issuance ~~appointments~~of ~~were~~the ~~effective~~Notes, ascalculated on a fully diluted basis and including conversion of ~~September~~ 29the Notes.

~~Ms. Bucacci~~The ~~has~~Notes ~~served~~may asbe ~~the~~prepaid ~~Company’s~~by ~~Chief Operating Officer since March 2007 and Chief Accounting Officer since November 2005. Ms. Bucacci joined~~ the Company ~~in May~~at ~~1996~~its aselection ~~Controller.~~with ~~Prior to joining~~ the ~~Company,~~written ~~Ms.~~consent ~~Bucacci~~of ~~was~~the ~~Corporate Controller~~holders ~~for Thermedics Detection, Inc. and held various managerial positions for Thermo Electron, Inc. Ms. Bucacci is a graduate~~ of ~~Boston~~at ~~College~~least ~~where~~75% ~~she received a BS degree~~ in ~~Mathematics~~original ~~and~~principal aamount ~~graduate~~ of ~~Bentley~~the ~~College where she received a BS degree in Accounting~~Notes.

~~Item 7.01.~~Subject ~~Regulation~~to FDapplicable ~~Disclosure~~cure periods, the holders of a majority of the principal amount of the Notes outstanding from time to time may declare the entire unpaid principal balance of the Notes to be due and payable upon certain events of default.

~~On October 5, 2009, the Company issued a press release announcing matters described in~~ Item 52.0203 ~~above.~~Creation ~~The~~of ~~press~~a ~~release~~Direct isFinancial ~~attached~~Obligation ~~hereto~~or asan ~~Exhibit~~Obligation ~~99.1~~Under ~~and~~an ~~is incorporated herein by this reference. The press release and the information in Item 7.01 of this Form 8~~Off-KBalance ~~shall~~Sheet ~~not~~Arrangement ~~be deemed “filed” for purposes~~ of ~~Section~~a 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.Registrant

See the disclosures in Item 1.01 above, which are incorporated herein by this reference.

Item 3.02

Unregistered Sales of Equity Securities

See the disclosures in Item 1.01 above, which are incorporated herein by this reference.

Item 8.01

Other Events.

On April 30, the Company moved its principal executive office to 19B Crosby Drive, Suite 310, Bedford, Massachusetts 01730.

Item 9.01.

Exhibits

(d) The following exhibits are furnished with this report:

	Exhibit Number	Description
	99.1	Press Release dated October 5, 2009

Exhibit Number

Description

10.1

Form of Secured Convertible Promissory Note

10.2

Form of Subscription Agreement

10.3

Form of Security Agreement

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, thereunto duly authorized.

	NATIONAL DATACOMPUTER, INC.
Date: October 5, 2009	By:	/s/ Bruna Bucacci
Date: June 8, 2010	By:	/s/ Bruna Bucacci
		Bruna Bucacci
		Bruna Bucacci, Chief Executive Officer
		Chief Executive Officer

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