SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant to TOSection ~~SECTION~~ 13 ORor 15(d) OFof ~~THE~~ the

~~SECURITIES~~Securities Exchange ~~EXCHANGE~~Act ~~ACT~~of OF 1934

Date of Report (Date of earliest event reported): ~~July 13, 2005~~

January 8, 2006

RONCO CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		0-27471		84-1148206
(State or other jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Delaware

21344 Superior Street, Chatsworth CA		91311
(Address of Principal Executive Offices)		(Zip Code)

(State or other jurisdiction of incorporation)

Registrant’s telephone number, including area code (818) 775-4602

0-27471	84-1148206
(Commission File Number)	(IRS Employer Identification Number)

~~Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under~~21344 ~~any~~ Superior ofStreet, ~~the~~Chatsworth, ~~following~~CA ~~provisions (see General Instruction A.2. below):~~ 91311

~~¨ Written communications pursuant to Rule 425 under the Securities Act~~ (17Address of ~~CFR~~Principal ~~230.425~~Executive Offices)

¨Registrant’s telephone ~~Soliciting~~number ~~material pursuant to Rule 14a-12 under the Exchange Act~~ (~~17 CFR 240.14a-12~~818) 775-4602

~~¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~Not Applicable

~~¨ Pre-commencement communications pursuant to Rule 13e-4~~(c)Former Name ~~under~~or ~~the~~Former ~~Exchange~~Address, ~~Act~~if ~~(17~~Changed ~~CFR~~Since ~~240.13e-4(c~~Last Report))

Item 4 1.01. Entry into ~~Changes~~a inMaterial ~~Registrant’s~~Definitive ~~Certifying Accountants.~~ Agreement

On January ~~July~~8, 132006, ~~2005~~we entered into a distribution agreement with Interglobal International Limited (“Interglobal”), whereby Interglobal will serve as the exclusive ~~Registrant’s~~distributor ~~Board~~of certain of ~~Directors~~our ~~appointed~~products ~~Mahoney~~in certain territories in ~~Cohen~~ Europe, &Canada, ~~Company~~Africa, ~~CPA~~The Middle East, PLatin America and Asia.C. ~~(“Mahoney~~As ~~Cohen”)~~compensation we aswill ~~the~~pay ~~Registrant~~Interglobal a service fee equal to five percent of sales of our products attributable to Interglobal or Interglobal’s ~~independent~~sub-distributors. ~~auditors~~We ~~for~~will also ~~the~~pay ~~fiscal~~a ~~year~~finder’s ~~ended~~fee ~~June~~equal ~~30,~~to ~~2005,~~two and ~~dismissed~~a ~~Stark~~half ~~Winter~~percent ~~Schenkein~~of &sales Comade directly to companies introduced to us by Interglobal., ~~LLP~~The agreement provides that Interglobal shall not be allowed to add more than 10 percent to the wholesale price of our products, ~~which~~exclusive ~~had~~of ~~audited~~applicable value added tax. The agreement has a term of 12 months from the ~~Registrant’s~~date ~~financial~~of the agreement. Either party may ~~statements~~ terminate ~~for~~the agreement by written notice to the ~~year~~other ~~ended~~party ~~June~~upon ~~30,~~the ~~2004.~~occurrence of certain conditions.

~~The~~EXHIBIT Registrant’s Board of Directors believes that the appointment of Mahoney Cohen & Company, CPA, P.C. to audit the Registrant’s consolidated financial statements for the fiscal year ended June 30, 2005, and thereafter is in the best interests of the Registrant and its shareholders. During the last two fiscal years, the Registrant did not consult Mahoney Cohen & Company, CPA, P.C. on any matter requiring disclosure in this Form 8-K. INDEX

~~Stark Winter Schenkein & Co., LLP’s report on the Registrant’s~~The ~~financial~~ following ~~statements~~Exhibits ~~for~~are ~~the~~filed Registrant’s year ended June 30, 2004 did not contain an adverse opinion or disclaimer of opinion, nor was it modified as to uncertainty, audit scope, or accounting principles. During the year ended June 30, 2004 and through the date of this filing, there were no disagreements with Stark Winter Schenkein & Co., LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. herewith:

Comiskey & Company, P.C.’s report on the Registrant’s financial statements for the Registrant’s year ended June 30, 2003 did not contain an adverse opinion or disclaimer of opinion, nor was it modified as to uncertainty, audit scope, or accounting principles. During the year ended June 30, 2003 and through the date of this filing, there were no disagreements with Comiskey & Company, P.C. on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.

Exhibit	Description

10.21	Interglobal Distribution Agreement dated January 8, 2006 between Ronco Corporation and Interglobal International Limited.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

16.1 Letter on change in certifying accountant from Stark Winter Schenkein & Co., 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.

Date: July 19, 2005		RONCO CORPORATION
	RONCO CORPORATION
		(Registrant)
Date: January 9, 2006	By: /s/ Richard F. Allen, Sr.
		By:	/s/ Evan J. Warshawsky
	Richard F. Allen, Sr. President and Chief Executive Officer
			Evan J. Warshawsky
			Chief Financial Officer, Vice President

Exhibit Index

ExhibitNumber		Description
16.1		Letter on change in certifying accountant from Stark Winter Schenkein & Co., LLP

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