UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~Section 13 OR 15(d) OFof ~~THE~~the ~~SECURITIES~~Securities ~~EXCHANGE~~Exchange ~~ACT~~Act OFof 1934

Date of Report (~~date~~Date of ~~Earliest~~earliest ~~Event~~event ~~Reported~~reported): January ~~June 29~~3, ~~2007~~2008

~~WALKER~~Walker ~~FINANCIAL~~Financial ~~CORPORATION~~Corporation (Exact name of registrant as specified in charter)

(Exact Name of Small Business Issuer as Specified in Its Charter)

DELAWARE

0-5418

13-2637172

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

DELAWARE		0-5418		13-2637172
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(I.R.S. Employer Identification No.)


	990 Stewart Avenue, Suite 650, Garden City, New York 11530
	(Address of principal executive offices)

~~990~~(516) ~~Stewart~~832-7000 ~~Avenue~~(Registrant’s -Telephone ~~Suite~~Number, ~~650~~including Area Code)

Garden City, New York

(Address of Principal Executive Offices)

(516) 832-7000

(Registrant’s Telephone Number, Including Area Code)

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 41.0201

~~NON-RELIANCE~~ENTRY ONINTO ~~PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR~~ A ~~RELATED~~MATERIAL ~~AUDIT~~DEFINITIVE ~~REPORT OR COMPLETED INTERIM REVIEW~~AGREEMENT.

OnITEM ~~May 23, 2007, we filed an amended 10-KSB to provide our stockholders with the following explanatory note in the introduction of our annual report:~~3.02

~~EXPLANATORY~~UNREGISTERED ~~NOTE~~SALE OF EQUITY SECURITIES.

On ~~May~~January 183, 2007, we ~~filed~~closed ~~our Form 10-KSB for~~ the ~~period~~issuance ended December 31, 2006 (the “Form 10-KSB”) with the Securities and Exchange Commission (the “Commission”). Prior to making our filing, we had been in communication with our current independent certified public accountant, Russell, Bedford, Stefanou, Mirchandani LLP (“Russell Bedford”), and our former independent certified public accountants, Marcum & Kliegman LLP (“Marcum”), in order to complete the required audit of ~~our~~a ~~financial~~Convertible ~~statements~~Debenture ~~and~~ to ~~obtain~~Title ~~the~~America ~~consents of said accountants in connection with the filing~~Corp. We filed our Form 10-KSB for the period ended December 31, 2006 on May 18, 2007 without the inclusion of the requisite report on the financial statements for the year ended December 31, 2005. In addition, although we believed we had received the consent of Russell Bedford to make the filing, Russell Bedford had in ~~fact not yet consented to~~ the ~~inclusion~~amount of ~~their audit report for the year ended December 31~~$100, ~~2006~~000.

WeThe ~~are~~Convertible ~~currently~~Debenture ~~preparing~~has an ~~amended~~interest ~~Form~~rate of 10~~-KSB~~% ~~for~~per annum, payable monthly. The term of the ~~period~~Convertible ~~ended~~Debenture ~~December~~is ~~31,~~five ~~2006~~years and ~~are~~it ~~aggressively~~is ~~seeking~~convertible, toin ~~have~~whole ~~this~~or ~~amended~~in ~~report~~part, ~~reviewed~~at bythe ~~Marcum~~lesser ~~and~~of ~~Russell~~(i) ~~Bedford~~75% inof ~~order~~the lowest closing bid price of our common stock during the twenty trading days immediately prior to ~~have~~a conversion notice; or (ii) $0.005. Any unconverted portion of the ~~accountants~~Convertible ~~provide~~Debenture ~~any~~that ~~additional~~remains ~~comments~~outstanding ~~required~~five toyears ~~complete~~from the ~~report~~issuance ~~and~~date will automatically be converted into shares of our common stock on that date. We have the right to ~~deliver~~redeem ~~their~~the ~~consent~~Convertible Debenture, in ~~connection~~whole ~~with~~or in part, at a price equal to 130% of the ~~filing~~outstanding principal amount, including accrued interest.

WeWith ~~intend~~respect to ~~file~~the ~~such~~sale ~~amended~~of ~~Form~~the ~~10-KSB~~Convertible toDebenture ~~rectify~~described above, we relied on the ~~filing,~~Section ~~which~~4(2) ~~report~~exemption ~~will~~from ~~include~~securities registration under the ~~reports~~federal securities laws for transactions not involving any public offering. The foregoing description of the terms and ~~consents~~conditions of ~~appropriate~~the ~~independent~~Convertible ~~certified~~Debenture ~~public~~is ~~accountants~~qualified ~~with~~in ~~respect~~its toentirety ~~our~~by, ~~financial~~and ~~statements~~made subject to, atthe more complete information set forth in the ~~earliest~~Convertible ~~practicable~~Debenture, ~~date~~included as Exhibit 10.1, filed herewith.

~~Russell~~This ~~Bedford~~report ~~has~~may ~~reviewed~~contain forward-looking statements that involve risks and uncertainties. We generally use words such as “believe,” “may,” “could,” “will,” “intend,” “expect,” “anticipate,” “plan,” and similar expressions to identify forward-looking statements. You should not place undue reliance on these forward-looking statements. Our actual results could differ materially from those anticipated in the ~~above~~forward-looking ~~disclosure~~statements ~~contained~~for many reasons, including the risks described in our ~~amended~~Form 10-KSB ~~filed~~and ~~May~~other ~~23,~~reports ~~2007~~filed ~~and~~with ~~has~~the ~~provided~~Securities Exchange Commission. usAlthough ~~with~~we abelieve ~~letter~~the ~~addressed~~expectations toreflected in the ~~Securities~~forward-looking ~~and~~statements ~~Exchange~~are ~~Commission~~reasonable, ~~with~~they ~~respect~~relate only to events as of the ~~aforementioned~~date ~~disclosure~~on which the statements are made, and our future results, levels of activity, performance or achievements may not meet these expectations. AWe ~~copy~~do not intend to update any of the ~~letter~~forward-looking ~~provided~~statements byafter ~~Russell~~the ~~Bedford~~date isof ~~included~~this asdocument ~~Exhibit~~to ~~7.1~~conform ~~and~~these isstatements ~~incorporated~~to ~~herewith~~actual results or to changes in our expectations, except as required by law.

This report contains forward-looking statements that involve risks and uncertainties. We generally use words such as “believe,” “may,” “could,” “will,” “intend,” “expect,” “anticipate,” “plan,” and similar expressions to identify forward-looking statements. You should not place undue reliance on these forward-looking statements. Our actual results could differ materially from those anticipated in the forward-looking statements for many reasons, including the risks described in our Form 10-KSB and other reports filed with the Securities and Exchange Commission. Although we believe the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and our future results, levels of activity, performance or achievements may not meet these expectations. We do not intend to update any of the forward-looking statements after the date of this document to conform these statements to actual results or to changes in our expectations, except as required by law.

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS.

EXHIBIT NUMBER		DESCRIPTION
7.1		Letter from RBSM LLP to the Securities and Exchange Commission, dated June 28, 2007 (filed herewith).
10.1		Convertible Debenture issued to Title America Corp., dated December 28, 2007 (filed herewith).

~~SIGNATURES~~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 ~~thereunto~~hereunto duly authorized.

Date: June 29, 2007		WALKER FINANCIAL CORPORATION
		Walker Financial Corporation
	By:	/s/ Mitchell Segal
		(Registrant)
	Name:	Mitchell Segal
Date: January 7, 2008	By:	/s/ Mitchell Segal
	Title:	Chief Executive Officer
		Mitchell Segal
		Chief Executive Officer

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