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: ~~August~~September 517, 2010

EMPYREAN HOLDINGS, INC.

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(Exact name of registrant as specified in its charter)


Nevada	0-30118	88-0413417
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Identification No.)

500 N Rainbow Blvd, Suite ~~400~~300, Las Vegas, NV 89107

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(Address of principal executive offices) (Postal Code)

Registrant's telephone number, including area code: (702) 608-4140

11200 Westheimer Rd., Suite 900, Houston, TX 77042 ---------------------------------------------------------------------------- (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:

[ ] 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))

~~Section 5~~SECTION 4. – ~~Corporate~~MATTERS ~~Governance~~RELATED ~~and~~TO ~~Management~~ACCOUNTANTS AND FINANCIAL STATEMENTS

~~Item~~ITEM 54.0201 CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT:

~~Departure~~On September 17, 2010, the Board of Directors orappointed ~~Certain~~BehlerMick, ~~Officers;~~PS ~~Election~~(“BehlerMick”) ~~of Directors;~~as ~~Appoint~~Empyrean’s ofindependent ~~Certain~~auditors ~~Officers;~~for ~~Compensatory~~the ~~Arrangements~~2009 offiscal ~~Certain Officers~~year, replacing Malone & Bailey PC (“Malone”).

On ~~July~~ 31September 17, 2010, ~~Robert~~the L.Company ~~Lee~~dismissed ~~resigned~~Malone, aseffective ~~Director and President and CEO~~immediately. ~~There~~ The ~~have~~report ~~been no disagreements between Mr. Lee and management~~ of ~~the~~ ~~Company~~Malone on ~~any matter relating to~~ the ~~registrant~~Company’s ~~operations,~~financial ~~policies~~statements ~~or practices. The~~for ~~Company~~the ~~has~~years ~~provided~~ended aDecember ~~copy~~31, of2008 ~~the~~and ~~disclosures~~2007, itdid isnot ~~making herein~~contain toan ~~Mr.~~adverse ~~Lee~~opinion ~~and~~or ~~provided~~a ~~him~~disclaimer ~~with~~of anopinion ~~opportunity~~and towas ~~furnish~~not ~~the~~qualified ~~registrant as~~or ~~promptly~~modified as ~~possible~~to ~~with~~uncertainty, aaudit ~~letter~~scope, ~~addressed~~or toaccounting ~~the~~principles, ~~registrant~~except ~~stating whether~~that hesuch ~~agrees~~reports ~~with~~on ~~the~~our financial statements ~~made~~contained byan ~~the~~explanatory ~~registrant~~paragraph inwith ~~response~~respect to ~~this Item~~uncertainty ~~5.02,~~as ~~and,~~to ~~if not, stating~~ the ~~respects in which he does not agree. The~~ Company’s ~~will~~ability ~~file~~to ~~any~~continue ~~letter received~~ as ana ~~exhibit~~going ~~to an amended 8K~~concern.

OnFor ~~July 3~~the years ended December 31, ~~2010~~2008 and 2007, ~~Christopher~~and ~~Raphael~~through ~~passed~~the ~~away~~date of this Form 8-K, there have been no disagreements with Malone on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to Malone’s satisfaction, would have caused them to make reference to the subject matter of the disagreement in connection with their reports. For the years ended December 31, 2008 and 2007, and through the date of this Form 8-K, there were no “reportable events” as athat ~~result~~term is nodescribed ~~longer~~in Item 304(a ~~Director~~)(1)(v) of Regulation S-K.

~~Effective~~The ~~immediately,~~Company ~~Terri~~has A.provided ~~Hourigan~~Malone ~~was~~with ~~appointed~~the adisclosures ~~Director. She~~it ~~also~~is ~~assumed~~making herein no later than the ~~positions~~day ofthat ~~President~~the ~~and~~disclosures ~~CEO~~are filed with the Commission. ~~Terri~~The A.Company ~~Hourigan~~requested is that Malone furnish it a ~~major~~letter ~~shareholder~~addressed ofto the ~~corporation~~Commission ~~and~~stating ~~has~~whether ~~assumed~~it agrees with the ~~President~~above statements and, ~~CEO positions~~if innot, stating the ~~interim~~respects ~~until~~in awhich ~~suitable~~it ~~candidate~~does ~~can~~not agree. That letter will be ~~hired~~attached ~~for~~as ~~those positions~~Exhibit 16. ~~Following~~1 iswithin a2 ~~brief~~business ~~description~~days of Msreceipt. ~~Hourigan’s business experience:~~

~~Ms. Hourigan~~During ~~formerly~~the ~~was~~years aended ~~Court~~December ~~Reporter~~31, ~~for~~2009 and 2008, and through September 17, 2010, (the ~~State~~date ofBehlerMick ~~California~~was ~~and~~appointed), ~~retired in~~the ~~2006~~Company did not consult BehlerMick with ~~over~~respect 20to ~~years~~the application of ~~service.~~accounting ~~Since~~principles ~~then~~to ~~she~~a ~~has~~specified ~~been~~transaction, ~~managing~~either completed or proposed, or the ~~development~~ type of ~~her~~audit ~~own~~opinion ~~subdivision~~that ~~project~~might inbe ~~Santa~~rendered ~~Barbara~~on the Company’s Financial Statements, ~~California~~or ~~and still~~any ~~works~~other matters or reportable events as defined in Item 304(a)(2)(i) ~~freelance~~and ~~Court~~(ii) ~~Reporter~~of Regulation S-K.

~~There are~~Item ~~no family relationships among directors, executive officers, or persons nominated or chosen by the Company to become directors or executive officers~~4. ~~There~~02 ~~have~~Non-Reliance ~~been~~On noPreviously ~~transactions~~Issued ~~during~~Financial ~~the~~Statements ~~last~~Or ~~two~~A ~~years,~~Related orAudit ~~proposed transactions,~~Report toOr ~~which~~Completed ~~the~~Interim ~~Company was or is to be a party, in which Ms~~Review. ~~Hourigan had or are to have direct or indirect material interests, except as described below.~~

On ~~July 8~~September 17, ~~2009~~2010, the Company ~~finalized~~received anotice ~~Purchase~~from ~~and~~its ~~Sale~~accountant ~~Agreement~~that ~~with~~they ~~Ms.~~had ~~Hourigan, through~~determined ~~her~~that ~~Revocable~~as ~~Living~~a ~~Trust,~~result ~~under~~of ~~which~~audit ~~the~~adjustments ~~Company~~for ~~purchased~~the ~~property in~~2008 ~~Santa~~year ~~Barbara,~~end ~~California,~~that ~~for~~incorrect afinancial ~~total~~statements ~~purchase~~had ~~price~~been offiled ~~$5,800,000. Subsequently,~~with ~~pursuant~~the toSEC ~~the~~as ~~terms~~part of the ~~Agreement, the~~ Company’s ~~issued 5,000,000~~quarterly ~~shares~~reports ofon ~~common~~Form ~~stock~~10Q tofor the ~~Trust~~periods ~~for~~ended anMarch ~~option~~31, toJune ~~purchase~~30, ~~the~~and ~~real property~~September, 2009. ~~The~~After ~~Company~~review ~~was~~of ~~unable~~the toquarterly ~~exercise~~reports, ~~its~~the ~~option,~~Board ~~and~~of ~~Ms.~~Directors ~~Hourigan is~~has indetermined that the ~~process~~financial ofstatements ~~selling~~contained ~~the~~therein ~~property~~had tobeen ~~another~~incorrectly ~~buyer~~prepared, and cannot be relied upon.

SIGNATURES

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: ~~August~~ September 520, 2010

EMPYREAN HOLDINGS, INC.

/s/ Terri A. Hourigan

By: Terri A. Hourigan

President and Director

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