SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-K/A

Amendment Number 1



|[X] | ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ------------------------------------------------------------------------------



For the fiscal year ended December 31, 2011



|[   ] | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|----- | ----------------------------------------------------------------------------------



For the transition period from ___________ to
___________



Commission File No. 333-1258321



5BARz International Inc.

(Name of small business issuer in its
charter)



|Nevada                                                           | 26-4343002                       
|---------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or organization)   | (IRS Employer Identification No.)
|                                                                 |                                  
|2025 First Avenue, Suite
        440
        Seattle, Washington | 98121                            
|(Address of principal executive offices)                         | (Zip Code)                       



949-305-5290

(Registrant’s telephone number,
including area code)



|Securities registered under Section 12(b) of the Exchange Act:
|--------------------------------------------------------------
|                                                              
|Title of each class registered:                               
|None                                                          
|                                                              
|Securities registered under Section 12(g) of the Exchange Act:
|Common Stock, par value  $0.001
        (Title of class)      



Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 the Securities Act. Yes [   ]  No [X]



Check whether the issuer is not required to file reports pursuant
to Section 13 or 15(d) of the Exchange Act. Yes [   ]  No [X]





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Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes
[X]  No [   ]



Indicate by check mark whether the registrant has submitted electronically
and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files). Yes [X]   No [ ]



Indicate by checkmark if there is no disclosure of delinquent filers
in response to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to
the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III if
this Form 10-K or any amendment to this Form 10-K. [X]



Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer or a smaller reporting company filer.  See definition of “accelerated
filer” and “large accelerated filer” in Rule 12b-2 of the Exchange Act (Check one):



Large Accelerated Filer [   ]    Accelerated
Filer [   ]   Non-Accelerated Filer [   ]   Smaller Reporting Company [X]



Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act): Yes [ ]  No [X]



State issuer's revenues for its most recent fiscal year: None.



At June 30, 2011, the end of our second fiscal quarter, the aggregate
market value of common stock held by non-affiliates of the registrant was approximately $21,739,464 based on the closing price
of $0.68 as reported on the Over-the-Counter Bulletin Board.



Number of shares of the registrant’s common stock outstanding
as of March 29, 2012 was 103,778,283



DOCUMENTS INCORPORATED BY REFERENCE: None



EXPLANATORY NOTE



This Amendment No. 1 to Form 10-K (this “Amendment”)
amends the Annual Report on Form 10-K for the fiscal year ended December 31, 2011, originally filed on April 16, 2012 (the “Original
Filing”) by 5BARz International Inc., and is being filed solely for the purpose of inserting a clear response to the question
on page 1 of the 10K which reads;



Check whether the issuer is not required to file reports pursuant
to Section 13 or 15(d) of the Exchange Act. Yes [   ]  No [X]



The original 10K filed had a box checked which did not clearly indicate
an affirmative or negative response. The above response reflects the Company’s requirement to file.



Except as described above, no other changes have been made to the
Original Filing. The Original Filing continues to speak as of the date of the Original Filing, and we have not updated the disclosures
contained therein to reflect any events which occurred at a date subsequent to the filing of the Original Filing.





ITEM 15. Exhibits, Financial Statement Schedules, SIGNATURES



(a) The following documents are filed as part of this report:



3. Exhibits:



The exhibits listed in the exhibit index of the Original Filing
and the exhibits listed in the exhibit index of this Amendment are filed with, or incorporated by reference in this report.



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Signature



Pursuant to the requirements of Section 13 or 15(d)
of the Securities Exchange Act of 1934, the Registrant has duly caused this Amendment to be signed on its behalf by the undersigned,
thereunto duly authorized, on the 13th day of September 2012.



5BARz International Inc.

By: /s/ Daniel Bland

Chief Executive Officer



5BARz International Inc.

By: /s/ Daniel Bland

Chief Financial Officer

(Principal Financial Officer)









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EXHIBIT INDEX



The following exhibits are included in this Amendment
(and are numbered in accordance with Item 601 of Regulations S-K). Pursuant to Item 601(a)(2) of Regulation S-K, this exhibit index
immediately precedes the exhibits.



Exhibit

Number 	Description



31.3 *	Certificate of Chief
Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002, dated September 13, 2012.



31.4 *	Certificate of Chief
Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as Adopted Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002, dated September 13, 2012.



* Filed herewith.



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