UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 2, 2007
AQUACELL TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-16165 33-0750453
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
10410 Trademark Street, Rancho Cucamonga, CA 91730
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(Address of principal executive offices) (Zip Code)
(909) 987-0456
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Registrant's telephone number, including area code
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:
[ ] 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(e))
Item. 4.01 Changes in Registrant's Certifying Accountant.
(a) (i) Registrant's former accountant Wolinetz, Lafazan &
Company, P.C. resigned as of April 30, 2007 and
Registrant received such written notice on May 2, 2007.
(ii) The reports of the Former Accountant on the financial
statements of the Registrant for each of the two most
recent fiscal years, did not contain an adverse opinion
or disclaimer of opinion and was not qualified or
modified as to uncertainty, audit scope or accounting
principles for the two most recent fiscal years, except
that the Former Accountant's opinion in its report on the
Registrant's financial statements expressed substantial
doubt with respect to the Registrant's ability to
continue as a going concern for the last two fiscal
years.
(iii) Not applicable.
(iv) There were no disagreements with the former accountant on
any matter of accounting principles or practices,
financial statement disclosure or auditing scope or
procedure.
Item. 9.01 Financial Statements and Exhibits.
(d) Exhibits.
16. Letter re change in certifying accountant.
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.
AQUACELL TECHNOLOGIES, INC.
Date: May 8, 2007 By: /s/ Karen B. Laustsen
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Karen B. Laustsen
Secretary