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): ~~August~~September 228, 2016 ~~(August 16, 2016)~~

Commission File Number 0-20734

	Commission File Number 0-20734

	e.Digital Corporation (Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation or organization)		33-0591385 (I.R.S. Employer Identification No.)
	16870 W. Bernardo Drive, Suite 120 San Diego, California 92127 (Address of Principal Executive Offices) (Zip Code)

e.Digital Corporation

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 33-0591385 (I.R.S. Employer Identification No.)

16870 W. Bernardo Drive, Suite 120

San Diego, California 92127

(Address of Principal Executive Offices) (Zip Code)

(858) 304-3016

(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 (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 51.0201 ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement.

~~Effective~~Agreement ~~August~~for ~~16,~~Legal 2016, the Board of Directors of eDigital Corporation (“eDigital” or the “Company”) appointed Russell H. Packer as a director to serve until the 2017 Annual General Meeting of Shareholders. Mr. Packer will also serve on the Audit Committee of the Board. With the appointment of Mr. Packer, the number of directors increased from four to five. The current Board chairman, Allen Cocumelli, will no longer serve on the Audit Committee, effective concurrently with Mr. Packer’s appointment.Services

~~Mr.~~On ~~Packer~~September ~~has~~8, ~~been~~2016 ~~employed~~e.Digital asCorporation (the ~~Chief~~“Company”) ~~Financial~~entered ~~Officer~~into ~~of GeoOptics, Inc.,~~ a ~~company~~Retainer ~~engaged~~Agreement infor ~~the~~legal ~~collection~~services and ~~sale~~contingent offee ~~Environmental~~arrangement ~~Earth~~(“Agreement”) ~~Observation~~with ~~data for~~Handal ~~use in operational monitoring and forecasting applications~~& Associates, ~~since 2011~~Inc. ~~Formerly, he was the CFO of Geometric Results Incorporated~~ (“~~GRI~~Handal”), awhich ~~Ford~~supersedes ~~Motor~~and ~~Company~~replaces ~~business~~all ~~and~~previous ~~technology~~agreements for legal services ~~subsidiary.~~by MrHandal. ~~Packer previously~~Refer ~~spent~~to ~~five~~Item ~~years~~1.02 asherein. aThe ~~financial~~new ~~executive~~Agreement, ~~with~~effective ~~Coca-Cola,~~as ~~including~~of ~~work~~September on1, ~~the~~2016, ~~IPO~~provides ofthat ~~Coca-Cola~~Handal ~~Enterprises,~~will ~~and~~be ~~ten~~the ~~years~~Company’s legal counsel in ~~investment~~connection ~~banking~~ with ~~Shoreline~~licensing ~~Partners~~ and ~~Delphos~~prosecuting ~~Group.~~claims Heof ~~holds~~infringement aof ~~B.S.~~the inCompany’s ~~Business~~Nunchi® ~~Administration~~Patent ~~and an MBA from USC~~Portfolio.

AHandal ~~copy~~has ofagreed to represent the ~~Press~~Company ~~Release~~in ~~announcing~~connection ~~the~~with claims ~~changes~~against tothird ~~the~~parties ~~Company~~that may infringe on e.Digital’s ~~Board~~Nunchi Patent Portfolio, on a partial contingent fee basis. The Company will pay a monthly retainer fee of ~~Directors~~$22,500 so long as Handal is ~~attached~~simultaneously ~~hereto~~litigating asten ~~exhibit~~or 99fewer cases.1 Parties agree to meet and ~~incorporated~~discuss byan ~~reference~~increase ~~herein~~in the amount of the monthly retainer should the number of cases exceed ten. Monthly retainers paid are creditable against future contingency recoveries. The Company has agreed to reimburse Handal for pre-approved expenditures advanced on behalf of the Company and to pay Handal a fee of 40% of any net license fee or settlement, as defined in ~~its~~the Agreement, ~~entirety~~related to the Nunchi Patent Portfolio.

A copy of the Agreement is filed herewith as Exhibit 99.1 and is incorporated herein by reference. The summary of the transaction set forth above does not purport to be complete and is qualified in its entirety by reference to such exhibit.

Item 1.02 Termination of a Material Definitive Agreement.

Termination of Agreement for Legal Services

The agreement for legal services between the Company and Handal entered into on September 14, 2012 is superseded and replaced by the Agreement. Refer to item 1.01 herein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.	Description
99.1	~~Press~~Retainer ~~Released~~Agreement ~~issued~~dated bySeptember 8, 2016 between the Company and ~~dated~~Handal ~~August~~& 22Associates, ~~2016~~Inc.

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 hereunto duly authorized.

Date: August 22, 2016	EDIGITAL CORPORATION
Date: September 12, 2016	EDIGITAL CORPORATION
	By: /s/ ALFRED H. FALK
	Alfred H. Falk, President and Chief Executive Officer
	(Principal Executive Officer and duly authorized to sign
	on behalf of registrant)

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