content: <HTML>
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  <P style=margin-top:0px;margin-bottom:0px align=center>SECURITIES AND EXCHANGE COMMISSION</P>
  <P style=margin-top:0px;margin-bottom:0px align=center>Washington, DC 20549</P>
  <P align=center>FORM 8-K</P>
  <P align=center></P>
  <P align=center>CURRENT REPORT</P></B>
  <P align=center>Pursuant to Section 13 or 15(d) of the Securities Exchange Act
  of 1934</P>
  <P align=center></P>
  <P align=center>Date of Report (Date of Earliest Event Reported): May 22,
  2007</P><FONT face="Helv 12pt,Arial">
  <P align=center></P>
  <P align=center>&nbsp;</P></FONT><B>
  <P style=margin-top:0px;margin-bottom:0px align=center>CYBER DIGITAL, INC.</P></B>
  <P style=margin-top:0px;margin-bottom:0px align=center>(Exact name of registrant as specified in its charter)</P>
  <P align=center></P>
  
  <center><TABLE cellSpacing=0 cellpadding=0 width=619 border=0>
  
    <TR>
      <TD vAlign=top width="43%"><U>
        <P>New York .</U></P></TD>
      <TD vAlign=top width="29%"><U>
        <P>0-13992 .</U></P></TD>
      <TD vAlign=top width="28%"><U>
        <P>11-2644640 .</U></P></TD></TR>
    <TR>
      <TD vAlign=top width="43%">
        <P>(State or other jurisdiction of</P></TD>
      <TD vAlign=top width="29%">
        <P>(Commission File</P></TD>
      <TD vAlign=top width="28%">
        <P>(I.R.S. Employer</P></TD></TR>
    <TR>
      <TD vAlign=top width="43%">
        <P>Incorporation or organization)</P></TD>
      <TD vAlign=top width="29%">
        <P>Number)</P></TD>
      <TD vAlign=top width="28%">
        <P>Identification No.)</P></TD></TR></TABLE>
  <P></P>
  <TABLE cellSpacing=0 cellpadding=0 width=638 border=0>
  
    <TR>
      <TD vAlign=top width="54%"><U>
        <P>400 Oser Avenue, Hauppauge, New York</U></P></TD>
      <TD vAlign=top width="22%">&nbsp;</TD>
      <TD vAlign=top width="25%"><U>
        <P>11788</U></P></TD></TR>
    <TR>
      <TD vAlign=top width="54%">
        <P>(Address of principal executive offices)</P></TD>
      <TD vAlign=top width="22%">&nbsp;</TD>
      <TD vAlign=top width="25%">
        <P>(Zip Code)</P></TD></TR></TABLE></center>
  <P>Registrant's telephone number: (631) 231-1200</P>
  
  <P>Check the appropriate box below if the Form 8-K filing is intended to
  simultaneously satisfy the filing obligation of the registrant under any of the
  following provisions (see General Instruction A.2. below):</P>
  <P>[_] Written communications pursuant to Rule 425 under the Securities Act (17
  CFR 230.425)</P>
  <P>[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
  CFR 240.14a-12)</P>
  <P>[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
  Exchange Act (17 CFR 240.14d-2(b))</P>
  <P>[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
  Exchange Act (17 CFR 240.13e-4(c))</P>
  <P>_____________________</P>
  <P>Item 1.01 Entry into a Material Definitive Agreement.</P>
  
  <P>On May 22, 2007, Cyber Digital, Inc. (the "Company") and its wholly-owned
  subsidiary, CYBD Acquisition, Inc., entered into Amendment No. 3. to Stock
  Purchase Agreement, dated as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1
  to Stock Purchase Agreement, dated as of April 13, 2007 and February 27, 2007, respectively, with eLEC
  Communications Corp. ("Seller"), pursuant to which the Company has agreed to
  purchase 100% of the issued and outstanding shares of the common stock of New
  Rochelle Telephone Corp., a New York corporation ("NRTC"), from Seller. In
  addition, on May 22, 2007, the Company and its wholly-owned subsidiary, CYBD
  Acquisition II, Inc., entered into Amendment No. 3. to Stock Purchase Agreement,
  dated as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1 to Stock Purchase
  Agreement, dated as of April 13, 2007 and February 27, 2007, respectively, with Seller, pursuant to which the
  Company has agreed to purchase 100% of the issued and outstanding shares of the
  common stock of Telecarrier Services, Inc., a Delaware corporation ("TSI"), from
  Seller. The purpose of each of the foregoing amendments was to extend the
  Outside Date (as defined in each such amendment) from April 12, 2007 to May 12,
  2007 to May 31, 2007.</P>
  <P>Item 9.01 Financial Statements and Exhibits.</P>
  <P>Exhibit Description</P>
  <P>_____________________</P>
  <P>10.1 Amendment No. 3, dated as of May 22, 2007, to Stock Purchase Agreement
  among the Company, eLEC Communications Corp. and CYBD Acquisition, Inc., dated
  as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1 to Stock Purchase
  Agreement, dated as of April 13, 2007 and February 27, 2007, respectively.</P>
  <P>10.2 Amendment No. 3, dated as of May 22, 2007, to Stock Purchase Agreement
  among the Company, eLEC Communications Corp. and CYBD Acquisition II, Inc.,
  dated as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1 to Stock Purchase
  Agreement, dated as of April 13, 2007 and February 27, 2007, respectively.</P>
  
  <P align=center>SIGNATURE</P>
  <P>Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.</P>
  <TABLE cellSpacing=0 cellpadding=0 width=710 border=0>
  
    <TR>
      <TD vAlign=top width="33%">
        <P>Dated: May 22, 2007</P></TD>
      <TD vAlign=top width="33%">&nbsp;</TD>
      <TD vAlign=top width="33%">
        <P>CYBER DIGITAL, INC</P></TD></TR>
    <TR>
      <TD vAlign=top width="33%">&nbsp;</TD>
      <TD vAlign=top width="33%">&nbsp;</TD>
      <TD vAlign=top width="33%">&nbsp;</TD></TR>
    <TR>
      <TD vAlign=top width="33%">&nbsp;</TD>
      <TD vAlign=top width="33%">&nbsp;</TD>
      <TD vAlign=top width="33%">
        <P style=margin-top:0px;margin-bottom:0px>By: <U>/s/ J.C. Chatpar </P></U>
        <P style=margin-top:0px;margin-bottom:0px>J.C. Chatpar</P>
        <P style=margin-top:0px;margin-bottom:0px>President, Chief Executive Officer and Chief Financial
    Officer</P></TD></TR></TABLE></BODY></HTML>
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metadata_filer: {"company-data": {"conformed-name": "CYBER DIGITAL INC", "cik": "0000721295", "assigned-sic": "3661", "irs-number": "112644640", "state-of-incorporation": "NY", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-13992", "film-number": "07872954"}, "business-address": {"street1": "400 OSER AVE", "street2": "SUITE 1650", "city": "HAUPPAUGE", "state": "NY", "zip": "11788", "phone": "5162311200"}, "mail-address": {"street1": "400 OSER AVENUE", "city": "HAUPPAUGE", "state": "NY", "zip": "11788"}}
text: 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.
  (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. Employer
  Incorporation or organization)
  Number)
  Identification No.)
  400 Oser Avenue, Hauppauge, New York
  11788
  (Address of principal executive offices)
  (Zip Code)
  Registrant's telephone number: (631) 231-1200
  Check the appropriate box below if the Form 8-K filing is intended to
  simultaneously satisfy the filing obligation of the registrant under any of the
  following provisions (see General Instruction A.2. below):
  [_] 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))
  _____________________
  Item 1.01 Entry into a Material Definitive Agreement.
  On May 22, 2007, Cyber Digital, Inc. (the "Company") and its wholly-owned
  subsidiary, CYBD Acquisition, Inc., entered into Amendment No. 3. to Stock
  Purchase Agreement, dated as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1
  to Stock Purchase Agreement, dated as of April 13, 2007 and February 27, 2007, respectively, with eLEC
  Communications Corp. ("Seller"), pursuant to which the Company has agreed to
  purchase 100% of the issued and outstanding shares of the common stock of New
  Rochelle Telephone Corp., a New York corporation ("NRTC"), from Seller. In
  addition, on May 22, 2007, the Company and its wholly-owned subsidiary, CYBD
  Acquisition II, Inc., entered into Amendment No. 3. to Stock Purchase Agreement,
  dated as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1 to Stock Purchase
  Agreement, dated as of April 13, 2007 and February 27, 2007, respectively, with Seller, pursuant to which the
  Company has agreed to purchase 100% of the issued and outstanding shares of the
  common stock of Telecarrier Services, Inc., a Delaware corporation ("TSI"), from
  Seller. The purpose of each of the foregoing amendments was to extend the
  Outside Date (as defined in each such amendment) from April 12, 2007 to May 12,
  2007 to May 31, 2007.
  Item 9.01 Financial Statements and Exhibits.
  Exhibit Description
  _____________________
  10.1 Amendment No. 3, dated as of May 22, 2007, to Stock Purchase Agreement
  among the Company, eLEC Communications Corp. and CYBD Acquisition, Inc., dated
  as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1 to Stock Purchase
  Agreement, dated as of April 13, 2007 and February 27, 2007, respectively.
  10.2 Amendment No. 3, dated as of May 22, 2007, to Stock Purchase Agreement
  among the Company, eLEC Communications Corp. and CYBD Acquisition II, Inc.,
  dated as of December 14, 2006, as amended by Amendment No. 2 and Amendment No. 1 to Stock Purchase
  Agreement, dated as of April 13, 2007 and February 27, 2007, respectively.
  SIGNATURE
  Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  Dated: May 22, 2007
  CYBER DIGITAL, INC
  By:
  /s/ J.C. Chatpar
  J.C. Chatpar
  President, Chief Executive Officer and Chief Financial
    Officer