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 even reported): February 28, 2006

                       INTERNAL HYDRO INTERNATIONAL, INC.
          ___________________________________________________________
             (Exact Name of Registrant As Specified in Its Charter)

          FLORIDA                         000-29743               88-0109143
________________________________________________________________________________
(State Or Other Jurisdiction      (Commission File Number)     (IRS Employer
Of Incorporation Or Organization)                            Identification No.)

                  334 S. Hyde Park Avenue, Tampa, Florida 33606
     ______________________________________________________________________
          (Address of Principal Executive Offices, Including Zip Code)

                                 (813) 286-7144
      ___________________________________________________________________
              (Registrant's Telephone Number, Including Area Code)

           607 W. Martin Luther King, Jr. Blvd., Tampa, Florida 33603
________________________________________________________________________________
             (Former name, former address and former fiscal year, if
                           changed since last report)

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 5.02 Departure of Directors or Principal Officers; Election of Directors;
          Appointment of Principal Officers.

On February 28, 2006, it was voted upon by the current  Board of Directors  that
Arthur C. Tanner be  appointed as Chief  Financial  Officer  effective  March 1,
2006.

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DIRECTORS AND EXECUTIVE OFFICERS

Set forth below is the name,  age, and position of the new executive  officer of
the Company:

Name                    Age           Office
- ------------------     -----       -----------------------
Arthur C. Tanner         41        Chief Financial Officer


Family Relationships

There is no family  relationship  between  or among the  executive  officer  and
directors and other officers of the Company.

Business Experience

Set forth below is certain  biographical  information,  present  occupation  and
business  experience  for the past five years of each new  director or executive
officer of the Company.

ARTHUR C. TANNER

Mr.  Tanner  has  a  degree  in  accounting  and  computer  science  from  Walsh
University,  and a law degree from The Ohio State  University.  Mr.  Tanner also
holds   certifications  in  General   Securities-Series  7,  General  Securities
Principal-Series  24,  Financial  &  Operations   Principal-Series  27,  Uniform
Investment  Advisor-Series  66,  Uniform  Securities  Agent-Series  63,  and  is
actively pursuing CPA candidacy.

Mr. Tanner  worked for five years for Circle Group  Holdings  AMEX:CXN  where he
performed  the  duties of  CFO/Financial  and  Operations  Principal,  and Chief
Compliance  Officer.  Mr.  Tanner  previously  worked  for  UBM  Construction  &
Engineering,  Inc., as Corporate  Controller.  Mr. Tanner's extensive background
also includes  years of experience in financial  consulting,  international  tax
planning, IT audit, and internal audit.

EMPLOYMENT AGREEMENTS

We have an employment  agreement  with Mr. Tanner which includes a one year term
of service effective March 1, 2006 through February 28, 2007.


CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

There are no related party transactions related to Mr. Tanner.

                                    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.


Date:  February 28, 2006                     INTERNAL HYDRO INTERNATIONAL, INC.

                                             By: /S/ CRAIG HUFFMAN
                                             -----------------------------------
                                             Craig Huffman, President

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