UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of ~~The~~

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~February~~September 43, 2014

PowerShares QQQ Trust, Series 1

(Exact name of registrant as specified in its charter)

New York	000-51054 811-08947	13-7173427
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

	3500 Lacey Road Suite 700 Downers Grove, IL	60515
	(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (630) 684-6000

N/A

(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 (see General Instruction A.2. below):

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~~September 43, 2014, PowerShares QQQ Trust, Series 1 (the “Trust”) ~~received~~retained aPricewaterhouseCoopers ~~letter from Ernst & Young~~ LLP ~~indicating~~(“PwC”) ~~Ernst & Young LLP’s determination not to stand for reappointment~~ as ~~the~~its independent registered public accounting firm ~~of the Trust as of that date~~.

~~The~~During ~~reports of Ernst & Young LLP on~~ the Trust’s ~~financial statements for the~~ fiscal years ended September 30, 2013 and September 30, 2012, ~~contained~~and noduring ~~adverse~~the ~~opinion~~interim orperiod ~~disclaimer~~between ofSeptember 30, ~~opinion~~2013 and ~~were~~September 3, ~~not~~2014, ~~qualified~~neither orthe ~~modified~~Trust, asnor toanyone ~~uncertainty,~~acting ~~audit~~on ~~scope~~its orbehalf, ~~accounting~~consulted ~~principles.~~PwC regarding either:

~~During~~1. The ~~the~~application Trust’s fiscal years ended September 30, 2013 and September 30, 2012, and during the interim period between September 30, 2013 and February 4, 2014, there were no disagreements between the Trust and Ernst & Young LLP on any matter of accounting principles orto ~~practices,~~a ~~financial~~specified ~~statement disclosure~~transaction, oreither ~~auditing~~completed ~~scope~~ or ~~procedures~~proposed; ~~which,~~or ~~if not resolved to~~ the ~~satisfaction~~type of ~~Ernst &~~audit ~~Young,~~opinion ~~LLP, would have caused Ernst & Young LLP to make reference thereto in its report nor were there any “reportable events” as~~ that ~~term~~might isbe ~~described~~rendered inon ~~Item~~the ~~304~~registrant’s ~~(a)(1)(v) of~~financial ~~Regulation~~statements; ~~S-K.~~or

~~The~~2. Any ~~Trust~~matter ~~requested~~ that ~~Ernst &~~was ~~Young,~~the ~~LLP~~subject ~~furnish~~of ~~it with~~ a ~~letter~~disagreement ~~addressed~~(as todefined ~~the~~in ~~Securities~~Item ~~and~~304 ~~Exchange~~of ~~Commission~~Regulation ~~stating~~S-K), ~~whether~~ or ~~not~~a it“reportable ~~agrees~~event” ~~with~~as ~~the~~that ~~above~~term ~~statements.~~is Adescribed ~~copy~~in ofItem ~~such~~304 ~~letter, dated February~~(a)(1)(v) 7,of ~~2014~~Regulation ~~is filed as an exhibit to this Form 8~~S-K.

~~Item 9.01 Financial Statements and Exhibits~~Signatures

~~(d) Exhibits~~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.

~~Exhibit No~~PowerShares QQQ Trust, Series 1 By: Invesco PowerShares Capital Management, its Sponsor Date: September 8, 2014 /s/ Deanna B. ~~and~~ ~~Description~~Marotz Deanna B. Marotz Chief Compliance Officer

99.1 Letter from Ernst & Young LLP

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.

PowerShares QQQ Trust, Series 1 By: Invesco PowerShares Capital Management, its Sponsor Date: February 7, 2014 /s/ Deanna B. Marotz Deanna B. Marotz Chief Compliance Officer

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