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): June 191, 2009

MEGA MEDIA GROUP, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

Nevada	000-28881	88-0403762
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)	(COMMISSION FILE NO.)	(IRS EMPLOYEE IDENTIFICATION NO.)

1122 Coney Island Avenue

Brooklyn, NY 11235

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

(718) 947-1100

(ISSUER TELEPHONE NUMBER)

(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~~[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~o Soliciting~~[ ] 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~~ITEM 48.0201 ~~Non-Reliance~~OTHER ~~on Previously Issued Financial Statements or a Related Audit Report.~~EVENTS

On June 191, 2009, Mega Media Group, Inc. (“we”, “us” or the “Company”), ~~concluded~~Skeleton toKey Entertainment, ~~restate~~a ~~previously~~wholly-~~issued~~owned ~~financial~~subsidiary of the Company (“Skeleton”), Aleksandr ~~statements~~Shvarts, ~~included~~President inand CEO of the Company’s, ~~Quarter~~and ~~Report~~David onKokakis, ~~Form~~former ~~10-Q~~director ~~for~~of the ~~period~~Company (collectively, the “Defendants”) were served with a ~~ended~~summon ~~April~~and 30complaint filed by Aleksandr S. Cherny (the “Plaintiff”). The complaint alleged that we defrauded plaintiff into investing approximately $150,000 ~~2008~~to fund certain albums in connection with an agreement dated June 15, 2007. The case was filed in the Supreme Court of the State of New York, County of Kings. The plaintiffs seek a sum of not less than $250,000 plus interest.

~~The financial~~We ~~statements for the period ended April 30, 2008 will be restated to~~deny ~~correct~~ the ~~effects~~allegations ~~of an error~~ made in the ~~April~~complaint ~~30,~~and ~~2008~~intend ~~financial statements. The errors related~~ to ~~additional~~vigorously ~~paid-in~~contest ~~capital,~~the allegations. ~~accumulated~~We ~~deficit,~~have ~~interest expense,~~retained ~~beneficial~~Nesenoff ~~conversion~~& ~~expense~~Miltenberg, ~~net~~LLP ~~loss before tax credit and net loss~~ as aour ~~result of the incorrect calculation of interest expense on notes issued for~~legal ~~the~~counsel ~~three~~to ~~months~~represent ~~ended~~us ~~April~~in ~~30,~~this ~~2008~~matter.

~~The~~ITEM ~~Company will be amending our Quarter Report on Form 10-Q for period ended April 30, 2008 with the Securities and Exchange Commission to include restated financial statements correcting this error~~9.01 ~~The financial statements for the period ended April 30, 2008 should no longer be relied upon~~EXHIBITS.

Item 9.01 Financial Statement and Exhibits.

(a) Financial Statements of Business Acquired.

None.

(b) Pro Forma Financial Information.

None.

16.1 Letter from independent auditor, Kempisty & Company, dated June 19, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report ~~on Form 8-K~~ to be signed on its behalf by the undersigned hereunto duly authorized.

	MEGA MEDIA GROUP, INC.
Date: June 19, 2009	By:	/s/ Alex Shvarts
Dated: June 23, 2009
		Alex Shvarts Chief Executive Officer
	By: /s/ Alex Shvarts
	Alex Shvarts President and Director

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