UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT ~~PURSUANT~~

PURSUANT TO SECTION 13 OR 15 (d) OF ~~THE~~

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): May 27, 2010

Date of Report (Date of earliest event reported) May 6, 2011
GLOBAL DIVERSIFIED INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Nevada (State or other jurisdiction of incorporation)	333-83231 (Commission File Number)	95-4741485 (IRS Employer Identification No.)

GLOBAL DIVERSIFIED INDUSTRIES, INC.

1200 Airport Drive, Chowchilla, CA	93610
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number, including area code: (559) 665-5800

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

~~(Exact~~Check ~~name~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant asunder ~~specified~~any inof ~~its~~the ~~charter~~following provisions (see General Instruction A.2. below):

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)

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

~~Telephone: 559~~o Soliciting material pursuant to Rule 14a-~~665~~12 under the Exchange Act (17 CFR 240.14a-~~5800~~ 12)

o Pre-commencement communications pursuant to Rule 14d-2(~~Registrant’s~~b) ~~telephone~~under ~~number,~~the ~~including~~Exchange ~~area~~Act ~~code~~(17 CFR 240.14d-2(b))

~~Check the appropriate box below if the Form 8~~o Pre-Kcommencement iscommunications ~~intended~~pursuant to ~~simultaneously~~Rule ~~satisfy~~13e-4(c) ~~the~~under ~~filing obligation of~~ the ~~registrant~~Exchange ~~under~~Act ~~any~~(17 ofCFR ~~the following provisions:~~240.13e-4(c))

rItem ~~Written~~5.07 ~~communications~~Submission ~~pursuant~~of Matters to ~~Rule 425~~a ~~under~~Vote ~~the~~of ~~Securities~~Security ~~Act (17 CFR 230.425)~~Holders

rEffective ~~Soliciting~~May ~~material~~6, ~~pursuant~~2011, certain stockholders of Global Diversified Industries, Inc. (the “Company”) holding 53.9% of the voting power of all of the stockholders entitled to ~~Rule~~vote ~~14a~~as of May 6, 2011 authorized and approved by written consent (a) an amendment to the Company’s Articles of Incorporation to effectuate a 1-12for-2,500 reverse split (the “Reverse Split”) of the Company’s issued and outstanding shares of common stock, par value $0.001 per share, so that the Company may reduce the number of holders of record of its common stock to fewer than 300 and terminate the registration of its common stock under the Securities Exchange Act of 1934, as amended (17“Exchange ~~CFR~~Act”), ~~240.14a-12~~and (b) an amendment to the Company’s Articles of Incorporation to permit the Company to make distributions to its stockholders, including distributions by purchase or redemption, to the fullest extent permitted by Nevada law, for the purpose of cashing out stockholders who, as a result of the Reverse Split, hold solely fractional shares of the Company’s common stock.

rIf ~~Pre-commencement~~the ~~communications~~Reverse ~~pursuant~~Split tois ~~Rule 14d-2(b)~~effected ~~under~~by the ~~Exchange~~Company’s ~~Act~~board ~~(17~~of ~~CFR~~directors, ~~240~~those holders who, as a result of the Reverse Split, would hold solely fractional shares of the Company’s common stock will, in lieu thereof, receive cash payments equal to $0.~~14d~~03 per one pre-Reverse Split share and those holders will no longer be stockholders of the Company. Immediately following the Reverse Split the Company intends to effectuate a 2,500-for-1 forward split (btogether with the Reverse Split, the “Reverse/Forward Stock Split”)) of its then issued and outstanding shares of common stock.

rBased ~~Pre-commencement~~on ~~communications~~information ~~pursuant~~available to ~~Rule 13e-4(c)~~the Company, the Reverse/Forward Stock Split will reduce the number of holders of record of the Company’s common stock to fewer than 300. Provided the Reverse/Forward Stock Split has the intended effect, the Company intends to file a Form 15 with the Securities and Exchange Commission to terminate the registration of its common stock under the Exchange Act. The Company's ~~(17~~board ~~CFR~~of ~~240~~directors may abandon the Reverse/Forward Stock Split in its sole discretion.~~13e-4(c))~~

~~Item 1.01-- Entry into a Material Definitive Agreement~~SIGNATURES

A.Pursuant Onto ~~March~~the ~~29, 2010~~requirements ~~and~~of ~~April 15, 2010, Global Diversified Industries, Inc. (~~the ~~"Company")~~ ~~entered into~~ Securities ~~Agreements~~Exchange ~~with~~Act ~~Vicis~~of ~~Capital Master Fund ("Vicis")~~1934, ~~and~~ the ~~holders~~Registrant ofhas ~~the~~duly ~~Company's~~caused ~~Series~~this Dreport ~~Convertible Preferred Stock, pursuant~~ to ~~which~~be ~~the~~signed ~~Company~~on ~~issued and sold additional shares (a) of~~ its ~~Series~~behalf Dby ~~Convertible Preferred Stock (~~the ~~“Series~~undersigned Dhereunto ~~Preferred~~duly Stock”) having an aggregate original stated value of $4,960,000, (total of 4,960,000 shares of Series D Preferred Stock and (b) its Series 6 and Series 7 Common Stock Purchase Warrants exercisable, in the aggregate, for 80,000,000 shares of Common Stockauthorized.~~. The total cash paid for the additional issuance of Series D Preferred Stock and Series 6 and 7 Warrants was $4,000,000.~~

~~The Series D Preferred Stock~~Date: a)May ~~has~~19, a2011 ~~stated~~GLOBAL ~~amount~~DIVERSIFIED of $1.00 per share; b) is convertible at the option of the holder at a price of $.04 per share at any time; b) is subject to redemption in one lump sum payment (the “Redemption Amount”) on the date two years from the date of issuanceINDUSTRIES, ~~unless earlier converted~~INC. ~~Payment of the Redemption Amount is secured by a blanket lien encumbering the assets of the Registrant and its subsidiaries..~~

~~The~~By: ~~Series~~/s/ 6PHILLIP ~~and 7 Warrants have an exercise price of $.04 per share (total of 80,000,000 shares of Common Stock) and have a term of 7 years from the date of issuance.~~HAMILTON

~~Under~~Phillip ~~the terms of the Series D Preferred Stock and the Series 6 and 7 Warrants~~Hamilton, Vicis may convert the Series D Preferred Stock and exercise the Series 6 and 7 Warrants, provided that such Conversion and/or exercise do not result in Vicis beneficially owning more that 4.99% of our outstanding shares of Common Stock after giving effect to the issuance of shares of Common Stock issuable upon conversion of the Series D Preferred Stock and/or exercise of the Series 6 and 7 Warrants. This limitation may be changed from 4.99% to 9.99% upon not less than 61 days notice to the Company by Vicis.

~~The~~Chairman ~~Company~~& ~~agreed~~Chief toExecutive ~~register the Common Stock underlying the additional Series D Preferred Stock issued and the Series 6 and 7 Warrants, pursuant to a Registration Rights Agreement.~~Officer

The issuance of the Series D Preferred Stock and the Series 6 and 7 Warrants were exempt from the registration requirements of the Securities Act of 1933, 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,

Item 3.02 Sale of Unregistered Securities

See Item 1.01 above.

Item 5.03 Amendment to 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

*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
*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
*3.5		Certificate of Amendment to Articles of Incorporation, Authorization of Common Stock and Preferred Stock
*10.9		Securities Purchase Agreement dated March 29, 2010 by and between the Registrant, Philip O Hamilton and Vicis Capital Master Fund.
*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: May 27, 2010	By:	/s/ Phillip Hamilton
		Phillip Hamilton
		CEO and Chairman

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