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

Date of Report (Date of Earliest Event Reported): [February ~~October 28~~17, ~~2009~~ 2011]

Artfest International, Inc.

(Exact Name of registrant as specified in charter)

Nevada	~~000-49676~~	30000-~~0177020~~49676		30- 0177020
(State of incorporation or organization)	~~(Commission File No.)~~	(~~I.R.S.~~Commission ~~Employer~~File ~~Identification~~ No.)		(I.R.S. Employer Identification No.)

Artfest Expo Center

~~13342~~13300Branch ~~Midway~~View ~~Road~~Lane, ~~suite 250~~

Dallas, TX ~~75244~~75234

(Address of Principal Executive Offices, Including Zip Code)

(877) 278-6672

(Registrant's Telephone Number, Including Area Code)

13342 Midway Road, Suite 250

Dallas, TX 75244

(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) [|_| ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [|_| ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [|_| ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~ITEM~~Item 2.01 ~~COMPLETION~~Completion OFof ~~ACQUISITION~~Acquisition ORor ~~DISPOSITION~~Disposal OFof ~~ASSETS:~~Assets

On ~~March~~November 3115, 2010, ~~Artfest~~the ~~International~~Company executed a Stock Purchase Agreement to purchase 8,549,198 shares of common stock of PBS Holding, Inc.. (~~the "Company"~~“PBHG”) ~~entered~~from ~~into~~Rick Matthews, an ~~Sell/Purchase~~individual. ~~Agreement~~The ~~with~~sale ~~Barry~~of ~~Wicker~~PBHG ~~whereby~~stock ~~Barry~~was ~~Wicker~~completed ~~agreed~~on toNovember ~~sell a~~15, ~~sculpture~~2010. ~~attributed~~The toconsideration ~~Pablo~~for ~~Picasso. The~~the ~~value~~PBHG shares consist of ~~this~~$48,000.00 ~~art~~payable ~~piece~~as atfollows: ~~current~~(i) ~~time~~$25,000.00 isin ~~unknown~~secured ~~and~~funds ~~could~~by becertified ~~worth~~payment, ~~between~~wire ~~$10Millions~~or cash to Seller;and (ii)$~~70Millions~~15,000.00 ~~and~~in ~~the~~secured ~~company~~funds ~~will~~by becertified ~~getting~~payment, anwire ~~independent~~or ~~appraisal~~cash intoTuggey ~~the~~Rosenthal ~~near~~PauersteinSandoloskiAgather, ~~future~~LLP. ~~There~~As ~~are~~a noresult ~~material~~of ~~relationships~~the referenced purchase,Artfest ~~other~~International, ~~than~~Inc.became inthe ~~respect~~majority shareholder of ~~the~~PBS ~~transaction~~Holding, ~~between~~Inc.The Agreement was concluded with the ~~Company~~Bill ~~and~~of ~~Barry~~Sale ~~Wicker. Payment~~and ~~terms~~Assumption ~~include~~Agreement, adated ~~cash~~February ~~payment~~17, of2011, ~~$2.5~~after ~~million~~PBHG atcomplied ~~closing~~with ~~and~~the ~~$50~~purchase ~~millions~~requirements. A incopy ~~Company’s~~of ~~stock~~the ~~warrants~~Stock (Purchase 50Agreement ~~million~~is ~~shares~~attached atas $Exhibit 12.001 ~~per~~hereto ~~share~~and ~~warrant)~~incorporated .into Atthis ~~closing~~Form ~~the~~8-K ~~Company~~by ~~shall~~reference.A ~~receive~~copy of the ~~title~~Bill of ~~the~~Sale ~~sculpture~~and Assumption Agreementis attached as Exhibit 2.2 hereto and incorporated into this Form 8-K by reference.

A copy of the Sell/Purchase Agreement is attached hereto as Exhibit 2.1 and a copy of the press release is attached hereto as Exhibit 99.1.

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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.

	Artfest International, Inc.	~~Artfest International, Inc.~~
Date:	May 4, 2010	By: /s/ Edward Vakser
Date: March 30, 2011	By:/s/ Edward Vakser
	Edward Vasker,	~~Edward Vasker,~~
	Chief Executive Officer	~~Chief Executive Officer~~
		/s/ Scott Tassan
	/s/Scott Tassan
	Scott Tassan	~~Scott Tassan~~
		Vice President and Treasurer
	Vice President andTreasurer

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~~ITEM~~Item 9.01 ~~EXHIBIT~~Financial ~~INDEX~~Statements and Exhibits

~~The following exhibit is filed as part of this Current Report on Form 8-K.~~Exhibits:

Exhibit Index Description


Exhibit Number	Description of Exhibit

2.1	Stock Purchase Agreement dated November 15, 2010 between Artfest International, Inc. and Rick Matthews
2.2	Bill of Sale and Assumption Agreement dated February 17, 2011

2.1 99.1 Sell/Purchase Agreement Press release dated

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