FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   Dishon Terry 2. Date of Event Requiring Statement (Month/Day/Year) 11/26/2012 3. Issuer Name and Ticker or Trading Symbol Digerati Technologies, Inc. [DTGID] (Last) (First) (Middle) 15242 39TH LANE NW 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) WILLISTON, ND 58801 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Convertible Preferred Stock	12/30/2012(1)	12/30/2012	Common Stock	2,000,000 (2)	$ 0	D	Â
Convertible Preferred Stock	12/30/2012(1)	12/30/2012	Common Stock	4,000,000 (3)	$ 0	I	Member of Riverfront Capital, LLC (4)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Dishon Terry 15242 39TH LANE NW WILLISTON, ND 58801	Â	  X	Â	Â

Signatures

Terry Dishon		12/06/2012
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This date is approximately 12/30/2012. Preferred stock is convertible automatically to Common stock on effective date of Schedule 14C.
(2)	Reporting owner has a direct contractual right to acquire common stock (2,000,000).
(3)	Reporting owner has a direct contractual right to acquire common stock (4,000,000).
(4)	The 4,000,000 shares mentioned are issued to Riverfront Capital, LLC. Terry Dishon is indirectly acquiring these 4,000,000 shares of Common Stock, as he is the member of Riverfront Capital, LLC.

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