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

~~October~~February 131, ~~2012~~2013

(Date of Earliest Event Reported)

~~BlackBox~~VISION ~~Semiconductor,~~DYNAMICS ~~Inc.~~CORPORATION

(~~Exact~~Formerly ~~Name~~Blackbox ofSemiconductor, ~~Registrant as Specified in its Charter~~Inc.)

Nevada	000-52982	74-3197968
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)


Nevada (State or other jurisdiction of incorporation)	000-52982 (Commission File Number)	74-3197968 (I.R.S. Employer Identification No.)

1462 Erie Boulevard

Schenectady, New York 12305

(Address of principal executive offices)

(518) 935-2830

(Registrant's telephone number, including area code)

_____________________________________________

(Former name and 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):

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

~~Written~~ . Soliciting ~~communications~~material pursuant to Rule ~~425~~14a-12 under the ~~Securities~~Exchange Act (17 CFR ~~230~~240.~~425~~14a-12)

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

~~Soliciting~~ . Pre-commencement ~~material~~communications pursuant to Rule ~~14a~~13e-124(c) under the Exchange Act (17 CFR 240.~~14a~~13e-124(c))

Item 4.01 Changes in Registrant’s Certifying Accountant.

~~Pre-commencement~~(a) ~~communications~~and ~~pursuant to Rule 14d-2~~(b) Changes ~~under~~in ~~the~~Independent ~~Exchange~~Registered ~~Act~~Public ~~(17~~Accounting ~~CFR 240.14d-2(b))~~ Firm

On February 1, 2013, Hamilton P.C. (“HAMILTON”), our independent registered public accounting firm, submitted a resignation letter, informing the Company that their firm was discontinuing their SEC audit practice.

~~Pre-commencement~~The ~~communications~~audit ~~pursuant~~reports toof ~~Rule~~HAMILTON ~~13e-4(c)~~on ~~under~~our consolidated financial statements as of and for the ~~Exchange~~years ~~Act~~ended ~~(17~~December 31, ~~CFR~~2011 ~~240~~and 2010 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.~~13e-4(c))~~

~~Item~~During the years ended December 31, 2011 and December 31, 2010 and through February 1~~.01.~~, ~~Entry~~2013, ~~into~~there were (i) no disagreements (as defined in Item 304(a)(1)(iv) ~~Material~~of ~~Definitive~~Regulation ~~Agreement~~S-K and the related instructions to Item 304 of Regulation S-K) with HAMILTON on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of HAMILTON, would have caused HAMILTON to make reference to the subject matter of the disagreements in its reports on our consolidated financial statements for such years and (ii) no “reportable events” as that term is defined in Item 304(a)(1)(v) of Regulation S-K, except for the material weaknesses described above.

On February 11, DKM Certified Public Accountants (“DKM”) has been appointed to serve as the Company’s independent registered public accounting firm with respect to the audit of the Company’s financial statements for the fiscal year ended December 31, 2012. On February 11, DKM completed its customary client acceptance procedures and entered into an engagement letter with the Company.

Item 39.02 ~~Unregistered~~Financial ~~Sales~~Statements ofand ~~Equity Securities.~~Exhibits

~~Effective as of October 13, 2012, BlackBox Semiconductor, Inc~~None., a Nevada corporation (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) pursuant to which it sold 62,500 of its restricted common shares to a single, non US investor, for consideration of $25,000, or $0.40 per share. No placement agent was used in connection with the sale and no finders or other fees were paid in connection therewith. The foregoing transaction was approved by all directors. After the foregoing issuance, and as of the date of filing hereof, the Company has 198,308,429 of its common shares issued and outstanding, and excluding any shares issuable upon exercise or conversion of warrants or debt instruments. A copy of the Securities Purchase Agreement is filed as an exhibit to this report.

The shares issued are restricted securities pursuant to Rule 144 of the rules promulgated under the Securities Act of 1933, as amended, and, the Company believes that the foregoing issuance is exempt from the registration requirements of the Securities Act pursuant to Section 4(2) thereunder and Regulation D and Regulation S thereunder, as a transaction not involving any public offering. SIGNATURES

~~Item~~Pursuant 8to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~Other~~VISION ~~Matters.~~DYNAMICS CORPORATION

~~The~~Date: February ~~Company has~~3, on or about October 16, 2012, filed an additional patent application, reflecting proprietary property developed by it, titled “Optoelectronic Devices with all-Inorganic Colloidal Nanostructured Films.” The patent reflects a further development in the Company’s energy business segment and relates to materials, and other proprietary technologies, that use light to produce hydrogen from water. 2014

~~Item~~By: /s/ 9.Luis Leung

~~Financial~~Name: ~~Statements~~Luis ~~and Exhibits~~Leung

~~(d)~~Title: CEO

Exhibits. The following exhibit is deemed filed with this Report.

Exhibit No.

Exhibit

10.1

Form of Securities Purchase Agreement, dated as of October 13, 2012.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BLACKBOX SEMICONDUCTOR, INC.

Date: October 17, 2012

By: /s/ Luis Leung

Name: Luis Leung

Title: CEO

Exhibit No.

Exhibit

10.1

Form of Securities Purchase Agreement, dated as of October 13, 2012.

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