CYBD / Cyber Digital, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Cyber Digital, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 721295
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cyber Digital, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
July 9, 2009 15-12G

OMB APPROVAL

15-12G 1 form15.htm JULY 9, 2009 OMB APPROVAL OMB Number:....3235-0167 UNITED STATES Expires: November 30, 2010 SECURITIES AND EXCHANGE COMMISSION Estimated average burden Washington, D.C. 20549 Hours per response 1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AN

June 29, 2009 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 0-13992 CUSIP NUMBER 232441105 (Check one): þ Form 10-K and Form 10-KSB o Form 20-F o Form 11-K o Form 10-QSB o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Fo

March 2, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2008 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

February 17, 2009 NT 10-Q

;  60; SEC FILE NUMBER ; 0-13992 ;  60; CUSIP NUMBER ;  60; 232441105 UNITED STATES

;  60; SEC FILE NUMBER ; 0-13992 ;  60; CUSIP NUMBER ;  60; 232441105 ; UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 14, 2008 10-Q

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2008 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

October 14, 2008 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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): October 13, 2008 CYBER DIGITAL, INC. (Exact name of registrant as specified in its charter) New York 0-13992 11-2644640 (State or other jurisdiction of incorporation or organization) (Commission f

October 14, 2008 EX-99

Cyber Digital's Subsidiary, New Rochelle Telephone Files Voluntary Petition under Chapter 11

Exhibit 99.1 Cyber Digital's Subsidiary, New Rochelle Telephone Files Voluntary Petition under Chapter 11 HAUPPAUGE, New York, October 13, 2008 - Cyber Digital, Inc. (OTC BB: CYBD), a developer of communications systems and a communications service provider, today announced that, as part of a restructuring initiative, it intends to reorganize the operations of its wholly-owned subsidiary, New Roch

August 14, 2008 10QSB

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2008 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

June 30, 2008 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2008 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

February 14, 2008 10QSB

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2007 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

January 15, 2008 EX-3

CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION CYBER DIGITAL, INC.

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CYBER DIGITAL, INC. (under Section 805 of the Business Corporation Law) Cyber Digital, Inc., a corporation organized and existing under the laws of the State of New York (the "Corporation"), does hereby certify as follows: The name of the Corporation is Cyber Digital, Inc. The Certificate of Incorporation of the Corporatio

January 15, 2008 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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): January 15, 2008 CYBER DIGITAL, INC. (Exact name of registrant as specified in its charter) New York 0-13992 11-2644640 (State or other jurisdiction of incorporation or organization) (Commission f

December 20, 2007 EX-3

AMENDED AND RESTATED BY-LAWS CYBER DIGITAL, INC. (as of December 20, 2007)

Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF CYBER DIGITAL, INC. (as of December 20, 2007) ARTICLE I - OFFICES The office of the Corporation shall be located in the City, County and State designated in the Certificate of Incorporation. The Corporation may also maintain offices at such other places within or without the United States as the Board of Directors may, from time to time, determine. ARTIC

December 20, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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): December 20, 2007 CYBER DIGITAL, INC. (Exact name of registrant as specified in its charter) New York 0-13992 11-2644640 (State or other jurisdiction of incorporation or organization) (Commission

December 6, 2007 8-K

Entry into a Material Definitive Agreement

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): November 30, 2007 CYBER DIGITAL, INC. (Exact name of registrant as specified in its charter) New York 0-13992 11-2644640 (State or other jurisdiction of incorporation or organization) (Commission

December 6, 2007 EX-10

CYBER DIGITAL, INC. 1997 STOCK INCENTIVE PLAN (AMENDED NOVEMBER 30, 2007)

Exhibit 10.1 CYBER DIGITAL, INC. 1997 STOCK INCENTIVE PLAN (AMENDED NOVEMBER 30, 2007) Table of Contents Page ARTICLE I GENERAL 1.1 Purpose 1 1.2 Administration 1 1.3 Persons Eligible for Awards 1 1.4 Types of Awards Under Plan 2 1.5 Shares Available for Awards 2 1.6 Definitions of Certain Terms 2 ARTICLE II AWARDS UNDER THE PLAN 2.1 Agreements Evidencing Awards 3 2.2 No Rights as a Shareholder 4

November 9, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2007 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

October 31, 2007 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrantx Filed by a Party other than the Registranto Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Stateme

October 18, 2007 424B3

CYBER DIGITAL, INC.

Filed Pursuant to Rule 424(b)(3) Registration No. 333-146193 PROSPECTUS CYBER DIGITAL, INC. 3,200,000 Shares of Common Stock Laurus Master Fund, Ltd., a selling shareholder, is hereby offering 3,200,000 shares of common stock, par value $0.0066667 per share, of Cyber Digital, Inc., a New York corporation. The shares of common stock to be sold by Laurus include shares of common stock issuable to La

October 15, 2007 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrantx Filed by a Party other than the Registranto Check the appropriate box: ý Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Stateme

October 11, 2007 SB-2/A

As filed with the Securities and Exchange Commission on October 11, 2007

As filed with the Securities and Exchange Commission on October 11, 2007 Registration No.

October 4, 2007 EX-99

PROMISSORY NOTE

Exhibit 99.1 Promissory Note with J.C. Chatpar dated October 1, 2007 PROMISSORY NOTE Hauppauge, New York October 1, 2007 U.S.$1,261,300 SECTION 1. Principal Amount; Payment of Principal and Interest. For value received, CYBER DIGITAL, INC. (the "Borrower"), a New York corporation, hereby unconditionally promises to pay to the order of J.C. CHATPAR, an individual, or his assigns (the "Lender") the

October 4, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 1, 2007 CYBER DIGITAL, INC.

September 20, 2007 SB-2

As filed with the Securities and Exchange Commission on September 20, 2007

As filed with the Securities and Exchange Commission on September 20, 2007 Registration No.

September 7, 2007 EX-14

Cyber Digital, Inc. ("CYBD") Corporate policies

EX-14 3 fye07a1ex141.htm EXHIBIT 14.1 Exhibit 14.1 Cyber Digital, Inc. ("CYBD") Corporate policies Code of Conduct - Policy 1 Key Requirements Conduct CYBD's business with honesty and integrity and in a professional manner that protects CYBD's public image and reputation. Build relationships with customers, vendors and fellow employees based on trust and treat every individual with respect and dig

September 7, 2007 EX-21

List of Subsidiaries

EX-21 4 fye07a1ex211.htm EXHIBIT 21.1 Exhibit 21.1 List of Subsidiaries CYBD Acquisition, Inc. CYBD Acquisition II, Inc. New Rochelle Telephone Corp. Telecarrier Services, Inc.

September 7, 2007 EX-3

AMENDED AND RESTATED BY-LAWS CYBER DIGITAL, INC. (as of August 4, 1997)

Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF CYBER DIGITAL, INC. (as of August 4, 1997) ARTICLE I - OFFICES The office of the Corporation shall be located in the City, County and State designated in the Certificate of Incorporation. The Corporation may also maintain offices at such other places within or without the United States as the Board of Directors may, from time to time, determine. ARTICLE

September 7, 2007 10KSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A AMENDMENT NO. 1

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A AMENDMENT NO.

September 6, 2007 EX-99

NEW ROCHELLE TELEPHONE CORP. AND TELECARRIER SERVICES INC. (Wholly owned subsidiaries of eLEC Communications, Corp.) CONSOLIDATED BALANCE SHEETS NOVEMBER 30, 2006 AND 2005 TABLE OF CONTENTS

Exhibit 99.2 NEW ROCHELLE TELEPHONE CORP. AND TELECARRIER SERVICES INC. (Wholly owned subsidiaries of eLEC Communications, Corp.) CONSOLIDATED BALANCE SHEETS NOVEMBER 30, 2006 AND 2005 TABLE OF CONTENTS Page Independent Auditors= Report 1 Financial Statements Consolidated Balance Sheets 2 Consolidated Statements of Operations 3 Consolidated Statements of Changes in Shareholders= Equity (Deficit) 4

September 6, 2007 8-K/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A AMENDMENT No. 1 To CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A AMENDMENT No. 1 To 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 22, 2007 CYBER DIGITAL, INC. (Exact name of registrant as specified in its charter) New York 0-13992 11-2644640 (State or other jurisdiction of (Commission File (I.R.S. Empl

September 6, 2007 EX-99

CYBER DIGITAL, INC. AND SUBSIDIARIES INTRODUCTION TO PRO-FORMA CONSOLIDATED FINANCIAL INFORMATION

CYBER DIGITAL, INC. AND SUBSIDIARIES INTRODUCTION TO PRO-FORMA CONSOLIDATED FINANCIAL INFORMATION (Unaudited) On June 22, 2007, the Company completed its acquisition of New Rochelle Telephone Corp. and Telecarrier Services, Inc.("NRT and TSI") Effective June 1, 2007, the acquired entities became wholly owned subsidiaries of the Company. The pro-forma consolidated balance sheets as of November 30,

August 14, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2007 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

June 29, 2007 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2007 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

June 29, 2007 EX-10

SECURED CONVERTIBLE TERM NOTE

EX-10 3 f8kex102062207.htm EXHIBIT 10.2 Exhibit 10.2 THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STA

June 29, 2007 EX-10

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is executed as of June 22, 2007 for effectiveness as of June 1, 2007, by and between Cyber Digital, Inc., a New York corporation (the "Company"), and Laurus Master Fund, Ltd. (the "Purchaser"). This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, by and bet

June 29, 2007 EX-10

FUNDS ESCROW AGREEMENT

EX-10 8 f8kex107062207.htm EXHIBIT 10.7 Exhibit 10.7 FUNDS ESCROW AGREEMENT This Agreement (this "Agreement") is executed as of June 22, 2007 for effectiveness as of June 1, 2007 among CYBER DIGITAL, INC., a New York corporation (the "Company"), Laurus Master Fund, Ltd. (the "Purchaser"), and Loeb & Loeb LLP (the "Escrow Agent"): W I T N E S S E T H: WHEREAS, the Purchaser has advised the Escrow A

June 29, 2007 EX-10

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this "Agreement") is executed as of June 22, 2007 for effectiveness as of June 1, 2007, by and between CYBER DIGITAL, INC., a New York corporation (the "Company"), and LAURUS MASTER FUND, LTD., a Cayman Islands company (the "Purchaser"). RECITALS WHEREAS, the Company has authorized the sale to the Purchaser of a Secured

June 29, 2007 EX-10

STOCK PLEDGE AGREEMENT

EX-10 6 f8kex105062207.htm EXHIBIT 10.5 Exhibit 10.5 STOCK PLEDGE AGREEMENT This Stock Pledge Agreement (this "Agreement"), executed as of June 22, 2007 for effectiveness as of June 1, 2007, among Laurus Master Fund, Ltd. (the "Pledgee"), Cyber Digital, Inc., a New York corporation (the "Company"), and each of the other undersigned parties (other than the Pledgee) (the Company and each such other

June 29, 2007 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2007 CYBER DIGITAL, INC.

June 29, 2007 EX-10

CYBER DIGITAL, INC. AND CERTAIN OF ITS SUBSIDIARIES MASTER SECURITY AGREEMENT

Exhibit 10.3 CYBER DIGITAL, INC. AND CERTAIN OF ITS SUBSIDIARIES MASTER SECURITY AGREEMENT To: Laurus Master Fund, Ltd. c/o M&C Corporate Services Limited P.O. Box 309 GT Ugland House South Church Street George Town Grand Cayman, Cayman Islands Executed as of June 22, 2007 for effectiveness as of June 1, 2007 To Whom It May Concern: To secure the payment of all Obligations (as hereafter defined),

June 29, 2007 EX-10

SUBSIDIARY GUARANTY

EX-10 7 f8kex106062207.htm EXHIBIT 10.6 Exhibit 10.6 SUBSIDIARY GUARANTY New York, New York Executed as of June 22, 2007 for effectiveness as of June 1, 2007 FOR VALUE RECEIVED, and in consideration of note purchases from, or credit otherwise extended or to be extended by Laurus Master Fund, Ltd. ("Laurus") to or for the account of Cyber Digital, Inc., a New York corporation (the "Company"), from

June 29, 2007 EX-99

Cyber Digital, Inc. Acquires Two Profitable Telephone Companies

Exhibit 99.1 Cyber Digital, Inc. Acquires Two Profitable Telephone Companies New York, June 25, 2007 - Cyber Digital, Inc. (OTC BB: CYBD), a leading designer and software developer of proprietary advanced digital voice and broadband data switches, announced today that it has acquired two telephone companies, New Rochelle Telephone Corp. and Telecarrier Services, Inc., from eLEC Communications Corp

June 11, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 8, 2007 CYBER DIGITAL, INC.

June 11, 2007 EX-10

AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT

Exhibit 10.1 EXECUTION COPY AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of June 8, 2007 by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition, Inc., a New York corporation and wholly-owned subsi

June 11, 2007 EX-10

AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT

Exhibit 10.2 EXECUTION COPY AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 4 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of June 8, 2007, by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition II, Inc., a New York corporation and wholly-owned s

May 23, 2007 EX-10

AMENDMENT NO. 3 TO STOCK PURCHASE AGREEMENT

Exhibit 10.2 EXECUTION COPY AMENDMENT NO. 3 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 3 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of May 22, 2007, by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition II, Inc., a New York corporation and wholly-owned s

May 23, 2007 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 22, 2007 CYBER DIGITAL, INC.

May 23, 2007 EX-10

AMENDMENT NO. 3 TO STOCK PURCHASE AGREEMENT

EX-10 2 f8kex101052207.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION COPY AMENDMENT NO. 3 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 3 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of May 22, 2007 by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition, Inc., a New

May 3, 2007 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with Prem Chatpar dated April 30, 2007 PROMISSORY NOTE WITH INTEREST April 30, 2007 Principal Amount: $350,000.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of Prem Chatpar (the "Lender") the sum of Three Hundred Fifty Thousand ($350,000.00) Dollars, payable in full one (1) year after the da

May 3, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 30, 2007 CYBER DIGITAL, INC.

April 16, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 13, 2007 CYBER DIGITAL, INC.

April 16, 2007 EX-10

AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT

Exhibit 10.2 EXECUTION COPY AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of April 13, 2007, by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition II, Inc., a New York corporation and wholly-owned

April 16, 2007 EX-10

AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT

EX-10 2 f8kex101041307.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION COPY AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 2 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of April 13, 2007 by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition, Inc., a N

March 13, 2007 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.2 Promissory Note with Prem Chatpar dated March 12, 2007 PROMISSORY NOTE WITH INTEREST March 12, 2007 Principal Amount: $210,000.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of Prem Chatpar (the "Lender") the sum of Two Hundred Ten Thousand ($210,000.00) Dollars, payable in full one (1) year after the date h

March 13, 2007 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with J.C. Chatpar dated March 12, 2007 PROMISSORY NOTE WITH INTEREST March 12, 2007 Principal Amount: $936,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Nine Thirty Six Thousand Three Hundred ($936,300.00) Dollars, payable in full one (1) year af

March 13, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 12, 2007 CYBER DIGITAL, INC.

March 5, 2007 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2007 CYBER DIGITAL, INC.

March 5, 2007 EX-10

AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT

Exhibit 10.2 AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of February 27, 2007 by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition II, Inc., a New York corporation and wholly-owned subsidiary o

March 5, 2007 EX-10

AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT

Exhibit 10.1 AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT This AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENT (this "Amendment") is made and entered into as of February 27, 2007 by and among eLEC Communications Corp., a New York corporation having an address at 75 South Broadway Suite 302 White Plains, NY 10601 ("Seller"), CYBD Acquisition, Inc., a New York corporation and wholly-owned subsidiary of C

February 12, 2007 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2006 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

December 20, 2006 EX-10

STOCK PURCHASE AGREEMENT DATED AS OF DECEMBER 14, 2006 BY AND AMONG eLEC COMMUNICATIONS CORP., CYBD ACQUISITION, INC., CYBER DIGITAL, INC.,

Exhibit 10.1 EXECUTION COPY STOCK PURCHASE AGREEMENT DATED AS OF DECEMBER 14, 2006 BY AND AMONG eLEC COMMUNICATIONS CORP., CYBD ACQUISITION, INC., AND CYBER DIGITAL, INC., with respect to the stock of New Rochelle Telephone Corp. STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated as of December 14, 2006 (the "Agreement"), is entered into by and among eLEC Communications Corp., a New Yor

December 20, 2006 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 14, 2006 CYBER DIGITAL, INC.

December 20, 2006 EX-10

STOCK PURCHASE AGREEMENT DATED AS OF DECEMBER 14, 2006 BY AND AMONG eLEC COMMUNICATIONS CORP., CYBD ACQUISITION II, INC., CYBER DIGITAL, INC.,

Exhibit 10.2 EXECUTION COPY STOCK PURCHASE AGREEMENT DATED AS OF DECEMBER 14, 2006 BY AND AMONG eLEC COMMUNICATIONS CORP., CYBD ACQUISITION II, INC., AND CYBER DIGITAL, INC., with respect to the stock of TELECARRIER SERVICES, INC. STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT, dated as of December 14, 2006 (the "Agreement"), is entered into by and among eLEC Communications Corp., a New Yo

December 7, 2006 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 7, 2006 CYBER DIGITAL, INC.

December 7, 2006 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with J.C. Chatpar dated October 31, 2006 PROMISSORY NOTE WITH INTEREST October 31, 2006 Principal Amount: $832,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Eight Hundred Thirty Two Thousand Three Hundred ($832,300.00) Dollars, payable in full on

November 14, 2006 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2006 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

October 26, 2006 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 26, 2006 CYBER DIGITAL, INC.

October 26, 2006 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with J.C. Chatpar dated September 30, 2006 PROMISSORY NOTE WITH INTEREST September 30, 2006 Principal Amount: $817,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Eight Hundred Seventeen Thousand Three Hundred ($817,300.00) Dollars, payable in full

September 25, 2006 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 25, 2006 CYBER DIGITAL, INC.

September 25, 2006 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with J.C. Chatpar dated August 31, 2006 PROMISSORY NOTE WITH INTEREST August 31, 2006 Principal Amount: $806,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Eight Hundred Six Thousand Three Hundred ($806,300.00) Dollars, payable in full one (1) yea

September 5, 2006 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with J.C. Chatpar dated July 31, 2006 PROMISSORY NOTE WITH INTEREST July 31, 2006 Principal Amount: $778,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Seven Hundred Seventy Eight Thousand Three Hundred ($778,300.00) Dollars, payable in full one (

September 5, 2006 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 5, 2006 CYBER DIGITAL, INC.

August 10, 2006 EX-99

PROMISSORY NOTE WITH INTEREST

Exhibit 99.1 Promissory Note with J.C. Chatpar dated June 30, 2006 PROMISSORY NOTE WITH INTEREST June 30, 2006 Principal Amount: $753,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Seven Hundred Fifty Three Thousand Three Hundred ($753,300.00) Dollars, payable in full one (1)

August 10, 2006 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 10, 2006 CYBER DIGITAL, INC.

August 8, 2006 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2006 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

June 29, 2006 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2006 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

June 12, 2006 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 2006 CYBER DIGITAL, INC.

June 12, 2006 EX-99

Cyber Digital, Inc. Announces 50% Stock Dividend

Exhibit 99.1 Cyber Digital, Inc. Announces 50% Stock Dividend New York, June 12, 2006 - Cyber Digital, Inc. (OTC BB: CYBD), an emerging leading designer and software developer of advanced digital voice and broadband data switches, announced today that its Board of Directors has declared a 3-for-2 stock split to be paid in the form of a 50% stock dividend to the stockholders of record as of June 26

January 31, 2006 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2005 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

December 13, 2005 424B3

PROSPECTUS CYBER DIGITAL, INC.

FILED PURSUANT TO RULE 424(b)(3) FILE NO. 333-129524 PROSPECTUS CYBER DIGITAL, INC. 20,050,000 Shares of Common Stock 20,050,000 shares of common stock, $.01 par value, of Cyber Digital, Inc., a New York corporation, offered hereby (the "Offering") are by selling shareholders of the company. We are not selling any securities in this offering. We will, however, receive proceeds from the sale of sec

November 7, 2005 EX-10

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.7 Registration Rights Agreement with Dutchess Private Equities Fund, LP REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement (the "Agreement"), dated as of November 3, 2005, by and between Cyber Digital, Incorporated, a corporation organized under the laws of State of New York, with its principal executive office at 400 Oser Avenue, Hauppauge, NY 11788 (the "Company"), and Dutche

November 7, 2005 EX-10

STOCK OPTION AGREEMENT

Exhibit 10.9 Stock Option Agreement with April E. Frisby of Weed & Co. LLP STOCK OPTION AGREEMENT OPTION AGREEMENT, dated as of this 29th day of August , 2005 between CYBER DIGITAL, INC. (the "Company") and April Frisby of Weed & Co. LLP (the "Optionee"). WHEREAS, the Board of Directors of the Company duly adopted a resolution to grant Stock Options to certain key employees, directors and consulta

November 7, 2005 EX-3

CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CYBER DIGITAL, INC. (Under Section 805 of the Business Corporation Law)

Exhibit 3.1(b) Certificate of Amendment of the Certificate of Incorporation of Cyber Digital, Inc. (including Certificate of Amendment for Series E) CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CYBER DIGITAL, INC. (Under Section 805 of the Business Corporation Law) Cyber Digital, Inc. a corporation organized and existing under the laws of the State of New York (the Corporation),

November 7, 2005 EX-10

PROMISSORY NOTE

Exhibit 10.10 Promissory Note with J.C. Chatpar dated March 12, 2002 PROMISSORY NOTE Hauppauge, New York March 12, 2002 U.S.$325,000 SECTION 1. Principal Amount; Payment of Principal and Interest. For value received, CYBER DIGITAL, INC. (the "Borrower"), a New York corporation, hereby unconditionally promises to pay to the order of J.C. CHATPAR, an individual, or his assigns (the "Lender") the pri

November 7, 2005 EX-10

INVESTMENT AGREEMENT

Exhibit 10.6 Investment Agreement with Dutchess Private Equities Fund, LP INVESTMENT AGREEMENT INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of November 3, 2005 by and between Cyber Digital, Incorporated, a New York corporation (the "Company"), and Dutchess Private Equities Fund, LP, a Delaware limited partnership (the "Investor"). Whereas, the parties desire that, upon the terms and subject t

November 7, 2005 EX-10

PROMISSORY NOTE

Exhibit 10.12 Promissory Note with J. C. Chatpar dated September 30, 2005 PROMISSORY NOTE WITH INTEREST September 30, 2005 Principal Amount: $516,300.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of J.C. Chatpar (the "Lender") the sum of Five Hundred Sixteen Thousand Three Hundred ($516,300.00) Dollars, payable in full

November 7, 2005 SB-2

U. S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SB-2

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 7, 2005 REGISTRATION FILE NO.

November 7, 2005 EX-10

CYBER DIGITAL, INC. PLACEMENT AGENT AGREEMENT

Exhibit 10.8 Placement Agent Agreement CYBER DIGITAL, INC. PLACEMENT AGENT AGREEMENT Dated as of: November 3, 2005 The undersigned, Cyber Digital, Inc., a New York corporation (the "COMPANY"), hereby agrees with US EURO Securities, Inc. (the "PLACEMENT AGENT") and Dutchess Private Equities Fund, L.P., a Delaware Limited Partnership (the "INVESTOR") as follows: OFFERING. The Company hereby engages

November 7, 2005 EX-10

PROMISSORY NOTE

Exhibit 10.11 Promissory Note with Prem Chatpar dated March 31, 2004 PROMISSORY NOTE WITH INTEREST March 31, 2004 Principal Amount: $177,000.00 FOR VALUE RECEIVED, CYBER DIGITAL, INC. (the "Borrower"), a New York Corporation, does hereby promise to pay to the order of Prem Chatpar (the "Lender") the sum of One Hundred Seventy Seven Thousand ($177,000.00) Dollars, payable in full one (1) year after

November 2, 2005 RW WD

CYBER DIGITAL, INC.

CYBER DIGITAL, INC. 400 Oser Avenue, Suite 1650 Hauppauge, NY 11778 Tel: 631-231-1200 November 2, 2005 U.S. Securities and Exchange Commission Division of Corporate Finance 100 F. Street, NE Washington, D.C. 20549 Attn: Daniel F. Zimmerman, Staff Attorney and Larry Spirgel, Assistant Director Re: Cyber Digital, Inc. Registration Statement on Form SB-2 File No. 333-128514 Greetings: Pursuant to Rul

November 1, 2005 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2005 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

September 23, 2005 EX-10

CYBER DIGITAL, INC. PLACEMENT AGENT AGREEMENT

Exhibit 10.8 Placement Agent Agreement with US EURO Securities CYBER DIGITAL, INC. PLACEMENT AGENT AGREEMENT Dated as of: September 22, 2005 The undersigned, Cyber Digital, Inc., a New York corporation (the "COMPANY"), hereby agrees with US EURO Securities, Inc. (the "PLACEMENT AGENT") and Dutchess Private Equities Fund, L.P., a Delaware Limited Partnership (the "INVESTOR") as follows: OFFERING. T

September 23, 2005 EX-3

CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CYBER DIGITAL, INC. (Under Section 805 of the Business Corporation Law)

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON Exhibit 3.1(b) Certificate of Amendment of the Certificate of Incorporation of Cyber Digital, Inc. (including Certificate of Amendment for Series E) CERTIFICATE OF AMENDMENT OF THE CERTIFICATE OF INCORPORATION OF CYBER DIGITAL, INC. (Under Section 805 of the Business Corporation Law) Cyber Digital, Inc. a corporation organized and existing un

September 23, 2005 EX-10

STOCK OPTION AGREEMENT

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON Exhibit 10.9 Stock Option Agreement with April E. Frisby of Weed & Co. LLP STOCK OPTION AGREEMENT OPTION AGREEMENT, dated as of this 29th day of August , 2005 between CYBER DIGITAL, INC. (the "Company") and April Frisby of Weed & Co. LLP (the "Optionee"). WHEREAS, the Board of Directors of the Company duly adopted a resolution to grant Stock

September 23, 2005 SB-2

U. S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SB-2

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 23, 2005 REGISTRATION FILE NO.

September 7, 2005 8-K

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 2, 2005 CYBER DIGITAL, INC. (Exact name of registrant as specified in its charter) New York . 0-13992 . 11-2644640 . (State or other jurisdiction of (Commission File (I.

September 7, 2005 EX-10

REGISTRATION RIGHTS AGREEMENT

REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement (the "Agreement"), dated as of September 2, 2005, by and between Cyber Digital, Incorporated, a corporation organized under the laws of State of New York, with its principal executive office at 400 Oser Avenue, Hauppauge, NY 11788 (the "Company"), and Dutchess Private Equities Fund, L.

September 7, 2005 EX-10

INVESTMENT AGREEMENT

INVESTMENT AGREEMENT 3: INVESTMENT AGREEMENT INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of September 2, 2005 by and between Cyber Digital, Incorporated, a New York corporation (the "Company"), and Dutchess Private Equities Fund, LP, a New York limited partnership (the "Investor").

August 11, 2005 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2005 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. . (Name of

June 29, 2005 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2005 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

March 21, 2005 10KSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A (Amendment No. 1)

SECURITIES AND EXCHANGE COMMISSION SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A (Amendment No.

March 21, 2005 10QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No. 1)

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No. 1) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGI

March 21, 2005 10QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No.1)

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No.1) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER D

March 21, 2005 10QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No.1)

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No.1) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER

February 10, 2005 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. . (Nam

November 10, 2004 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

CYBER DIGITAL, INC. 3: SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. .

August 12, 2004 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. . (Name of

June 29, 2004 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION 3: SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2004 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

February 10, 2004 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

3: CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended December 31, 2003 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. . (

November 10, 2003 10QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2003 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. . (Na

July 30, 2003 10QSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB

3: CYBER DIGITAL, INC. SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2003 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL, INC. . (Name

July 22, 2003 10QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No.

July 21, 2003 10QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB/A (Amendment No.

June 30, 2003 10KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2003 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

June 26, 2003 10KSB/A

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A (Amendment No. 2)

CYBER DIGITAL, INC. 3: SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-KSB/A (Amendment No. 2) [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 31, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File No.: 0-13992 CYBER DIGITAL

June 24, 2003 8-K/A

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2003 CYBER DIGITAL, INC. (Exact name of registrant as specified in charter) New York 0-13992 11-2644640 (State or other jurisdiction Commission File (I.R.S. Employer of in

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