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EX-99.1 - EXHIBIT 99.1 - MPHASE TECHNOLOGIES INCexhibit99-1.htm
EX-99.2 - EXHIBIT 99.2 - MPHASE TECHNOLOGIES INCexhibit99-2.htm

UNITED STATES
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 13, 2011

mPHASE TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)
 
New Jersey   000-24969   22-2287503
(State or Other Jurisdiction of   (Commission File Number)   (IRS Employer
 Identification No.)       Incorporation)
         
587 Connecticut Ave., Norwalk, CT 06854-0566

(Address of Principal Executive Offices) (ZIP Code)

Registrant's telephone number, including area code: (203) 838-2741


Item 3.02 Sale of Unregistered Securities

Pursuant to Section 4(2) of the Securities Act of 1933, as amended, mPhase Technologies, Inc. issued a convertible note to Asher Enterprises in a Pirate Placement. On December 11, 2012 the Company received $35,000 cash proceeds from the sale of the Convertible Note that will be used as additional working capital.

Exhibit 99.1: Securities Purchase Agreement
Exhibit 99.2: Convertible Note


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 hereunto duly authorized.

 mPHASE TECHNOLOGIES
   
   

By:   

/s/ Martin S. Smiley
        Martin S. Smiley
        Executive Vice President,
        Chief Financial Officer and
        General Counsel


Date: December 13, 2012