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) ~~January~~November 14, ~~2009~~2010

CASTLE ARCH REAL ESTATE INVESTMENT COMPANY, L.L.C.

(Exact name of registrant as specified in its charter)

California	000-51230	20-1077312
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
	1284 Flint Meadow Dr., Suite D Kaysville, Utah 84037
	(Address of principal executive offices)
	(888) 501-2724
	(Registrant’s Telephone Number)

650 Town Center Drive, Suite 780 Costa Mesa, CA 92626 (Address of principal executive offices) (888) 501-2724 (Registrant’s Telephone Number)

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)

~~Written~~ . Soliciting ~~communications~~material pursuant to Rule ~~425~~14a-12 under the ~~Securities~~Exchange Act (17 CFR ~~230~~240.~~425~~14a-12)

. Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~Soliciting~~ . Pre-commencement ~~material~~communications pursuant to Rule ~~14a~~13e-124(c) under the Exchange Act (17 CFR 240.~~14a~~13e-124(c))

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

~~Pre~~(b)-~~commencement~~(c) ~~communications~~On ~~pursuant~~November to8, ~~Rule~~2010, ~~14d-2(b)~~our ~~under~~board of directors appointed Kirby D. Cochran as Chairman of the ~~Exchange~~Board ~~Act~~of ~~(17~~Directors ~~CFR~~to ~~240~~replace William H.~~14d-2(b))~~ Davidson who resigned. Mr. Davidson tendered his resignation on November 4, 2010 and his resignation was accepted by our board of directors on November 8, 2010.

Mr. Cochran, age 56, has knowledge and experience investing in real estate, as well as both emerging growth and established operating companies. He is the former chief executive officer of the Company. Mr. Cochran holds an M.B.A. from North Dakota State University and is an adjunct professor in the Business and Finance departments at the University of Utah.

~~Pre~~(b)-~~commencement~~(c) ~~communications~~On ~~pursuant~~November 8, 2010, a majority of our members elected Jeff Austin, our president, to ~~Rule~~the ~~13e-4(c)~~position ~~under~~of Chief Executive Officer replacing Kirby D. Cochran who is now Chairman of the ~~Exchange~~Board ~~Act~~of ~~(17~~Directors ~~CFR~~of ~~240~~the Company.~~13e-4(c))~~

~~SECTION~~Mr. 4Austin, -age ~~Matters~~55, ~~Related~~has been with Castle Arch since its inception in 2004 and has been responsible for capitalizing the company's operations and project developments. Mr. Austin brings exceptional experience into this position. Prior to ~~Accountants~~his engagement with Castle Arch, Jeff was President and ~~Financial~~a ~~Statements~~Director of Facilities Information Systems, Vice President of Channels for Quest Communications, the first vice president of sales for Corio (first enterprise ASP) which accomplish a substantial IPO and now owned by IBM, a Vice president of sales for PeopleSoft and a General Manager of JBA corporation.

~~Item 4.01 Changes in Registrant’s Certifying Accountant.~~2

~~Merger~~SIGNATURES ~~Involving Independent Accountants~~

~~Castle~~Pursuant ~~Arch~~to ~~Real~~the ~~Estate~~requirements ~~Investment~~of ~~Company, L.L.C. (~~the ~~“Company”)~~Securities ~~has~~and ~~been~~Exchange ~~informed~~Act byof ~~Bouwhuis~~1934, ~~Morrill~~the &Registrant ~~Company~~has ~~("Morrill~~duly &caused ~~Co."),~~this ~~the~~report ~~independent~~to ~~registered~~be ~~public~~signed ~~accounting~~on ~~firm~~its ~~for~~behalf by the ~~Company,~~undersigned ashereunto ~~follows:~~duly authorized.

1.CASTLE ~~Morrill~~ARCH &REAL ~~Co.~~ESTATE ~~has~~INVESTMENT ~~consummated a merger (the “Merger”) with Chisholm~~COMPANY, ~~Bierwolf, & Nilson ("CBN")~~L. ~~The name of the post-merger firm is Chisholm, Bierwolf, Nilson & Morrill ("CBN + Morrill"), which is registered with the Public Company Accounting Oversight Board (United States); and~~L.C.

2.Date: ~~The~~November ~~Company~~9, ~~is required to file this Form 8-K as notification that CBN + Morrill succeeds Morrill & Co. as the Company’s independent registered auditor.~~2010

~~Changes in Registrant’~~By: /s/ ~~Certifying~~Jeff ~~Accountants~~Austin

AsJeff a result of the Merger described above, Morrill & Co. technically resigned as the Company’s independent registered auditor. The Company has engaged CBN + Morrill as its independent registered auditor. The decision to change auditors was approved by the Company’s board of directors. The Company did not consult with CBN + Morrill on any matters prior to retaining such firm as its independent registered auditor.Austin

~~Morrill~~Chief &Executive ~~Co.’s~~Officer ~~audit~~and report on the financial statements of the Company for the period from inception to December 31, 2008 contained no adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope or accounting principles.member

~~From the period~~ of ~~inception to December 31, 2007, and through~~ the period ended December 31, 2008, there were no disagreements with Morrill & Co. on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to the satisfaction of Morrill & Co. would have caused them to make reference thereto in their report on the financial statements for such periods.board

From the period of inception to December 31, 2007, and through the period ended December 31, 2008, Morrill & Co. did not advise the Company with respect to any of the matters described in paragraphs (a)(1)(iv)(A) and (B) of Item 304 of Regulation S-K.3

On July 22, 2009, the Company provided Morrill & Co. with its disclosures in this Form 8-K disclosing the resignation of Morrill & Co. and requested in writing that Morrill & Co. furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. Morrill & Co.’s response is filed as an exhibit to this Current Report on Form 8-K

Exhibit No. 16.1 Letter from Former Accountant

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned.

CASTLE ARCH REAL ESTATE INVESTMENT COMPANY, L.L.C.

Date: July 22, 2009

By: /s/ Kirby D. Cochran

Kirby D. Cochran

Chief Executive Officer and

member of the board

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