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OMB
APPROVAL
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OMB
Number: 3235-0060
Expires:
April 30, 2009
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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
12, 2007
TRULITE,
INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-51696
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20-1372858
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(State
or Other Jurisdiction
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(Commission
File Number)
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(I.R.S.
Employer
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of
Incorporation)
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Identification
No.)
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5
HOUSTON CENTER
1401
McKINNEY STREET, SUITE 900
HOUSTON,
TX 77010-4035
(Address
of principal executive offices including Zip Code)
(713)
888-0660
(Registrant’s
telephone number, including area code)
None
(Former
Name or Former Address, 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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item
4.01 Changes in Registrant’s Certifying Accountant.
On
February 12, 2007, UHY Mann Frankfort Stein & Lipp CPAs, LLP, notified
Trulite, Inc. (the “Company”) that it has ceased to provide audit services to
the Company, and accordingly, resigned as the independent registered public
accountants of the Company on that date.
None
of
the reports of UHY Mann Frankfort Stein & Lipp CPAs, LLP, on the Company’s
financial statements for the past year or subsequent interim period contained
an
adverse opinion or disclaimer of opinion, or was qualified or modified as to
uncertainty, audit scope, or accounting principles, except for uncertainty
as to
going concern.
During
the most recent fiscal year of the Company and any subsequent interim period,
there were no disagreements between the Company and UHY Mann Frankfort Stein
& Lipp CPAs, LLP, on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of UHY Mann Frankfort Stein
& Lipp CPAs, LLP, would have caused it to make reference to the subject
matter of the disagreements in connection with its report.
The
Company has provided UHY Mann Frankfort Stein & Lipp CPAs, LLP, with a copy
of the above disclosures in response to Item 304(a) of Regulation S-K in
conjunction with the filing of this Form 8-K. The Company requested that UHY
Mann Frankfort Stein & Lipp CPAs, LLP, deliver to the Company a letter
addressed to the Securities and Exchange Commission stating whether it agrees
with the statements made by the Company in response to Item 304(a) of Regulation
S-K, and if not, stating the respects in which it does not agree. A copy of
the
letter of UHY Mann Frankfort Stein & Lipp CPAs, LLP, is filed as Exhibit
99.1 to this Form 8-K Current Report.
Item
9.01 Financial Statements and Exhibits.
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(d) |
Exhibits. |
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99.1 |
Letter,
dated February 12, 2007, from UHY Mann Frankfort Stein & Lipp CPAs,
LLP, to
the Securities & Exchange
Commission |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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TRULITE,
INC. |
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(Registrant) |
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| Dated:
February 16, 2007 |
By: |
/s/ Jonathan
Godshall |
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Name:
Jonathan
Godshall
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Title:
President and Chief Executive Officer |
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