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

                                   FORM 8-K/A

                                 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 29, 2009


                           DOMARK INTERNATIONAL, INC.
           (Name of small business issuer as specified in its charter)

           Nevada                       333-136247               20-4647578
  (State or jurisdiction of            (Commission            (I.R.S. Employer
incorporation or organization)         File Number)          Identification No.)

1809 East Broadway #125, Oviedo, Florida                          32765
(Address of principal executive offices)                        (Zip Code)

        Registrant's telephone number, including area code: 757-572-9241


          (Former Name or Former Address, if Changes Since Last Report)

Check the  appropriate  box below if the Form 8-K is intended to  simultaneously
satisfy  the filing  obligation  of the  registrant  under any of the  following
provisions):

[ ] 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))

As used in this report,  the terms "we",  "us",  "our",  "our company"  refer to
Domark International, Inc., a Nevada corporation.

ITEM 1.01 ENTRY INTO A DEFINITIVE MATERIAL AGREEMENT

On November 21, 2008, in conjunction  with Dutchess Private Equities Fund, L.P.,
(the  "Investor"),  we amended the Investment  Agreement  with Dutchess  Private
Equities Fund, L.P.

The original Investment Agreement with the Investor provided as follows:

On July 29, 2008, we entered into an Investment  Agreement with Dutchess Private
Equities Fund, L.P. (the "Investor").  Pursuant to this Agreement,  the Investor
shall commit to purchase up to  $50,000,000  of our common stock over the course
of thirty-six (36) months.  The amount that we shall be entitled to request from
each purchase  ("Puts")  shall be equal to, at our election,  either (i) 200% of
the average  daily volume  (U.S.  market only) of the common stock for the three
(3) trading  days prior to the  applicable  put notice date,  multiplied  by the
average of the three (3) daily closing prices immediately preceding the put date
or (ii) $2,500,000.  The put date shall be the date that the Investor receives a
put notice of a draw down by us. The purchase price shall be set at ninety-three
percent (93%) of the lowest Volume  Weighted  Average Price (VWAP) of the Common
Stock during the five (5)  consecutive  trading days  immediately  after the put
notice date. There are put restrictions applied on days between the put date and
the closing date with respect to that particular Put. During this time, we shall
not be entitled to deliver another put notice.  Ion addition,  the investor will
not be obligated  to purchase  shares if the  Investor's  total number of shares
beneficially  held would exceed 4.99% of the number of shares of Common Stock as
determined in accordance  with Rule 13d-1(j) of the  Securities  Exchange Act of
1934.

We are  obligated  to file a  registration  statement  with the  Securities  and
Exchange  Commission  ("SEC")  covering  15,000,000  shares of the common  stock
underlying  the Investment  Agreement  within 45 days after the closing date. In
addition,  we are obligated to use all commercially  reasonable  efforts to have
the registration  statement  declared effective by the SEC within 120 days after
the closing  date. We shall have an ongoing  obligation  to register  additional
shares of our common stock as necessary underlying the draw downs.

The amended Investor  Agreement revised the original  Investment  Agreement with
the Investor provided as follows:

The equity line of credit is amended to increase the  Investor's  commitment  to
purchase  our  common  stock  over the  course  of  thirty-six  (36)  months  to
$100,000,000; and

The amount  that we shall be  entitled to request  from each  purchase  shall be
equal to, at our  election,  either (i)  $5,000,000  or (ii) 200% of the average
daily  volume  (U.S.  market only) of the common stock for the three (3) closing
prices immediately preceding the put date.

On December 17, 2008, our Board of Directors  determined that it was in our best
interest to terminate the Investment Agreement. Consequently, in accordance with
Investment  Agreement  provisions,   the  Investment  Agreement  was  terminated
effective December 17, 2008.

On April 30,  2009,  our Board of Directors  determined  that it was in our best
interest to reinstate the Investment Agreement.

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ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

See Item 1.01 above.

We claim an exemption from the  registration  requirements of the Securities Act
of 1933,  as amended (the "Act") for the private  placement of these  securities
pursuant to Section 4(2) of the Act and/or Rule 506 of  Regulation D promulgated
thereunder since,  among other things, the transaction does not involve a public
offering,   the  Investor  is  an   "accredited   investor"   and/or   qualified
institutional  buyer,  the Investor has access to information  about the Company
and its investment, the Investor will take the securities for investment and not
resale, and the Company is taking appropriate  measures to restrict the transfer
of the securities.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)  Exhibits

10.1     Investment  Agreement  by and between  Domark  International,  Inc. and
         Dutchess Private Equities Fund, Ltd.  (incorporated by reference to our
         filing  on Form 8-K with the  Securities  and  exchange  Commission  on
         August 7, 2008)

10.2     Registration Rights Agreement by and between Domark International, Inc.
         and Dutchess Private Equities Fund, Ltd.  (incorporated by reference to
         our filing on Form 8-K with the Securities  and exchange  Commission on
         August 7, 2008)

10.3     Addendum by and between Domark International, Inc. and Dutchess Private
         Equities Fund,  Ltd.  (incorporated  by reference to our filing on Form
         8-K with the Securities and exchange Commission on November 24, 2008)

                                   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 thereunto duly authorized.

                                            Domark International, Inc.


Date: April 30, 2009                        By /s/ R. Thomas Kidd
                                               ---------------------------------
                                               R. Thomas Kidd
                                               Chief Executive Officer

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