On January 14, 2013, OOO TOT Money (which is a subsidiary of Net Element International, Inc.) ("TOT Money") entered into an amendment (the "Amendment") to its factoring agreement, dated September 19, 2012, with Alfa-Bank (the "Agreement"). Pursuant to the Amendment, the maximum size of the aggregate limit of financing to be provided by Alfa-Bank to TOT Money under the Agreement was increased by 100 million Russian rubles (approximately US$3.3 million based on the currency exchange rate as of the close of business on January 14, 2013) to 400 million Russian rubles (approximately US$13.2 million based on the currency exchange rate as of the close of business on January 14, 2013). No other terms of the Agreement were affected as a result of the Amendment.

The information required by this Item 2.03 is set forth under Item 1.01 above and is hereby incorporated by reference in response to this Item.

On January 15, 2013, Net Element International, Inc. issued a press release announcing the Amendment. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

(d) Exhibits.

Exhibit No.      Description
99.1             Press Release of Net Element International, Inc., dated January
                 15, 2013