Item 2.02 Results of Operations and Financial Condition.

On June 15, 2012, Digerati Technologies, Inc., a Nevada corporation, issued a News Release regarding its results of operations for the fiscal quarter ended April 30, 2012. A copy of this News Release is being furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Pursuant to General Instruction B.2, the information furnished pursuant to this Item 2.02 and Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, notwithstanding any general incorporation language in these filings.

Item 9.01(d) Financial Statements and Exhibits.

The following documents are filed as Exhibits to this report:

Exhibit No. Description
99.1 News Release dated June 15, 2012