UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 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): February 28, 2005

                              CYBERLUX CORPORATION
-------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

                                     Nevada
-------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

        000-33415                               91-2048178
--------------------------        ---------------------------------------
 (Commission File Number)          (I.R.S. Employer Identification No.)

     4625 Creekstone Drive, Suite 100
     Research Triangle Park
     Durham, NC                                                        27703
----------------------------------------                            -----------
(Address of Principal Executive Offices)                             (Zip Code)


                                 (919) 474-9700
       ------------------------------------------------------------------
              (Registrant's telephone number, including area code)

      This Current Report on Form 8-K is filed by Cyberlux Corporation, a Nevada
corporation (the "Registrant"), in connection with the matters described herein.

<PAGE>

Item 8.01

Registrant announces that a portion of the convertible notes held by AJW
Partners, LLC; AJW Offshore, Ltd.; AJW Qualified Partners, LLC; and New
Millennium Capital Partners II, LLC, all of Roslyn, New York, were converted
pursuant to the terms of the financing. The $1.5 million financing completed on
November 24, 2004 included the right to convert the promissory notes to common
stock at a 50% discount to the 3 lowest intra-day trading prices over the
preceding 20 days of trading. To date, the Registrant has issued 5,176,105
shares and reduced its outstanding debt to approximately $ 1,306,279.09.

For further information on the financing see the Form 8-K filed by Registrant on
September 3, 2004.

The exhibit to this report is listed in the Exhibit Index set forth below.

<PAGE>

                                    SIGNATURE


      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.

                                       CYBERLUX CORPORATION

Date: February 28, 2005                By:  /s/ Donald F. Evans
                                            --------------------------------
                                            Name: Donald F. Evans
                                            Title:   Chief Executive Officer

<PAGE>

                                  EXHIBIT INDEX


Exhibit
Number                     Description
------                     -----------

99.1                       Press Release dated February 28, 2005.
{"company-data": {"conformed-name": "CYBERLUX CORP", "cik": "0001138169", "assigned-sic": "3674", "irs-number": "912048978", "state-of-incorporation": "NV", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-33415", "film-number": "05644985"}, "business-address": {"street1": "4625 CREEKSTONE DRIVE", "street2": "SUITE 100", "city": "DURHAM", "state": "NC", "zip": "27703", "phone": "919-474-9700"}, "mail-address": {"street1": "4625 CREEKSTONE DRIVE", "street2": "SUITE 100", "city": "DURHAM", "state": "NC", "zip": "27703"}}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 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): February 28, 2005

                              CYBERLUX CORPORATION
-------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

                                     Nevada
-------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

        000-33415                               91-2048178
--------------------------        ---------------------------------------
 (Commission File Number)          (I.R.S. Employer Identification No.)

     4625 Creekstone Drive, Suite 100
     Research Triangle Park
     Durham, NC                                                        27703
----------------------------------------                            -----------
(Address of Principal Executive Offices)                             (Zip Code)

                                 (919) 474-9700
       ------------------------------------------------------------------
              (Registrant's telephone number, including area code)

      This Current Report on Form 8-K is filed by Cyberlux Corporation, a Nevada
corporation (the "Registrant"), in connection with the matters described herein.
Item 8.01

Registrant announces that a portion of the convertible notes held by AJW
Partners, LLC; AJW Offshore, Ltd.; AJW Qualified Partners, LLC; and New
Millennium Capital Partners II, LLC, all of Roslyn, New York, were converted
pursuant to the terms of the financing. The $1.5 million financing completed on
November 24, 2004 included the right to convert the promissory notes to common
stock at a 50% discount to the 3 lowest intra-day trading prices over the
preceding 20 days of trading. To date, the Registrant has issued 5,176,105
shares and reduced its outstanding debt to approximately $ 1,306,279.09.

For further information on the financing see the Form 8-K filed by Registrant on
September 3, 2004.

The exhibit to this report is listed in the Exhibit Index set forth below.
SIGNATURE

      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.

                                       CYBERLUX CORPORATION

Date: February 28, 2005                By:  /s/ Donald F. Evans
                                            --------------------------------
                                            Name: Donald F. Evans
                                            Title:   Chief Executive Officer
EXHIBIT INDEX

Exhibit
Number                     Description
------                     -----------

99.1                       Press Release dated February 28, 2005.