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):  June  16,  2004


                             STARBERRYS CORPORATION
                             ----------------------
             (Exact name of registrant as specified in its charter)

                                     NEVADA
                                     ------
                 (State or other jurisdiction of incorporation)

          0-25541                                       91-1948357
          -------                                       ----------
(Commission  File  Number)                  (IRS  Employer Identification No.)

1100  MELVILLE  STREET,  SUITE  320
VANCOUVER,  BRITISH  COLUMBIA,  CANADA,                        V6E  4A6
- ---------------------------------------                        --------
(Address  of  principal  executive  offices)                 (Zip  Code)

Registrant's  telephone  number,  including  area  code:  1-604-688-3931, EXT. 1

ITEM  1.  CHANGE  IN  CONTROL  OF  REGISTRANT

Not  Applicable

ITEM  2.  ACQUISITION  OR  DISPOSITION  OF  ASSETS

On  June  16, 2004, the Company executed an Intellectual Property Agreement with
Kenneth  Turpin  to  confirm  the  Company's  ownership  of  the  business  of
researching,  developing,  acquiring  and  commercializing products and services
related  to  color  technology  outside  the visible spectrum, using specialized
narrow  band  N-IR  and N-UV sensors and special analysis software modeling.  In
this  Agreement,  Turpin  acknowledges and agrees that all work product has been
made  for  the Company and that the Company is the exclusive owner of all right,
title  and  interest  in  and  to the work product and all intellectual property
rights  therein.

ITEM  3.  BANKRUPTCY  OR  RECEIVERSHIP

Not  Applicable


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ITEM  4.  CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

Not  Applicable

ITEM  5.  RESIGNATIONS  AND  APPOINTMENTS  OF  DIRECTORS  AND EXECUTIVE OFFICERS

Resignations

On August 16, 2004, the resignation of Hans Nasholm as a Director of the Company
was  accepted.

On  August  31,  2004,  the  resignation  of  Ronald Erickson as Chief Executive
Officer  and  President  of  the  Company  was  accepted.

Appointments.

On  August  31,  2004,  Ralph  Brier  was  appointed as Chief Executive Officer,
President  and  a  Director  of  the  Company.

On  August  31,  2004, Kenneth Turpin was appointed as Chief Science Officer and
Chair  of  the  Research  and  Development  Committee  of  the  Company.

On  August  31,  2004,  Zack Wickes was appointed Chief Technical Officer of the
Company.

ITEM  7.  FINANCIAL  STATEMENTS

Not  Applicable

ITEM  8.  OTHER  EVENTS

Change  of  Name

The  directors  of  the Company resolved that the name of the Company be changed
from  Starberrys  Corporation  to Visualant, Incorporated, which name change has
been  approved  by  the  majority  of  the shareholders of the Company. The name
change  was registered on August 18, 2004 with the Secretary of State of Nevada.

Issuance  of  Shares

On  August  31,  2004, the Company issued 200,000 shares  at US $0.50 per share.

Issuance  of  Stock  Options

On  August 31, 2004, the Company executed stock option agreements granting Ralph
Brier  stock  options to purchase 300,000 shares of Common Stock of the Company,


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exercisable  at US $0.10 per share until August 15, 2009, vesting at the rate of
25,000  options  at  the  beginning  of each quarter commencing August 15, 2004.

ITEM  9.  REGULATION  FD  DISCLOSURE

Not  Applicable

EXHIBITS

Not  Applicable



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                                   SIGNATURES

     Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
Registrant  has  duly caused this current report on Form 8-K to be signed on its
behalf  by  the  undersigned  hereunto  duly  authorized.

                              VISUALANT,  INCORPORATED
                         (formerly  STARBERRYS  CORPORATION)
                         -----------------------------------
                                        (Registrant)



Date:  September  13,  2004                  /s/  "Ralph  Brier"
                                             -------------------
                                               Ralph  Brier,
                                      President,  Chief  Executive  Officer
                                                and  Director


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