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

~~October~~January 89, ~~2013~~2014

Date of Report

[Date of Earliest Event Reported]

CAPITAL GROUP HOLDINGS, INC.

(Exact name of Registrant as specified in its Charter)

Minnesota

000-17064

41-1430130

(State or Other Jurisdiction

of Incorporation)

(Commission File

Number)

(I.R.S. Employer

Identification No.)

16624 North 90th Street, Suite 200~~, Scottsdale, AZ 85260~~

Scottsdale, Arizona 85260

(Address of Principal Executive Offices, including zip code)

(480) 998-2100

(Registrant’s Telephone Number, including area code)

~~___________________________________________~~Copies to:

~~(Former~~The ~~name~~Krueger ~~or former address~~Group, ~~if changed since last report.)~~LLP

7486 La Jolla Boulevard

La Jolla, California 92037

(858) 405-7385

Attention: Blair Krueger, Esq.

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 (see general instruction A.2. below):

. Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

. Soliciting material pursuant to Rule 14-a-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))

~~ITEM~~Change ~~4.01~~in ~~CHANGES~~Directors INor ~~REGISTRANT'S~~Principal ~~CERTIFYING~~Officers, ~~ACCOUNTANT.~~Financial Statements and Exhibits

~~Appointment~~Item 5.02. Departure of ~~independent~~Directors ~~registered~~or ~~public~~Principal ~~accounting~~Officers; ~~firm~~Election of Directors;

OnAppointment October 8, 2013 (the “Engagement Date”), Capital Group Holdings, Inc. (the Company) engaged MaloneBailey, LLP (“MB”) as its independent registered public accounting firm for the Company’s fiscal years ended June 30, 2013 and 2012 and for the interim period ended September 30, 2013. The engagement of MBPrincipal asOfficers; ~~the~~Compensatory ~~Company’s~~Arrangements ~~independent registered public accounting firm was approved by the Company’s Board~~ of ~~Directors~~Certain Officers.

~~During~~Resignation ~~the~~of ~~two~~Officer ~~most recent fiscal years and through the Engagement Date, the Company has not consulted with MB regarding either:~~

1On January 8, 2014, Kenneth J. ~~the~~ ~~application~~Yonika resigned from his position as Chief Financial Officer of ~~accounting~~the ~~principles~~Capital toGroup ~~any~~Holdings, ~~specified~~Inc. ~~transaction~~(the "Company"), ~~either~~effective ~~completed~~immediately. orMr. ~~proposed,~~Yonika orresigned for personal reasons and in order to devote more time to his various business interests. Mr. Yonika's decision was not the ~~type~~result of ~~audit~~any ~~opinion~~disagreement ~~that~~between ~~might~~the beCompany ~~rendered~~and Mr. Yonika on any matter relating to the Company’'s ~~financial~~operations, ~~statements~~policies or practices. Prior to his resignation, ~~and~~Mr. ~~neither~~Yonika was a ~~written~~member ~~report~~of ~~was~~the ~~provided~~Special Committee established to investigate certain irregularities in the books and records of the Company ~~nor~~which ~~oral~~reported ~~advice~~to ~~was~~the ~~provided~~Company’s ~~that~~board MBof ~~concluded~~directors. ~~was~~The anCompany ~~important~~is ~~factor~~obligated ~~considered~~to byMr. Yonika and his professional services company, Pacific Crest, for services performed to the ~~Company~~date inof ~~reaching~~resignation awhich ~~decision~~will be recorded as toan accounts payable. Mr. Yonika received no equity compensation nor any awards of equity. As of the ~~accounting~~date of resignation a total of $6,750 ~~auditing~~has orbeen ~~financial~~paid ~~reporting~~to ~~issue;~~Mr. Yonika and or Pacific Crest.

2. any matter that was either the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and the related instructions thereto) or a reportable event (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).SIGNATURE

~~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.

~~Pursuant~~Capital toGroup ~~the requirements of the Securities Exchange Act of 1934~~Holdings, ~~the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized~~Inc.

~~Capital~~Date: ~~Group~~January ~~Holdings~~14, ~~Inc.~~2014

~~Date~~By: ~~October~~/s/Michael 11Blumhoff, ~~2013~~MD

~~By:~~Michael ~~/s/~~Blumhoff, ~~Kenneth J. Yonika~~MD

~~Kenneth~~Chief J.Executive ~~Yonika, CPA~~Officer

Chief Financial Officer

Filing Compare · Capital Group Holdings, Inc.