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

Date of Report (Date of earliest event reported): ~~June~~August 166, 2009

VALIANT HEALTHCARE, INC.
(Exact name of registrant as specified in its charter)


Delaware	000-53487	26-2871644
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)


210 N. University Drive, Suite 810, Coral Springs, Florida		33071
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (954) 755-5564

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:

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 54.0201 – ~~Departures~~ ofChanges ~~Directors~~in orRegistrant’s ~~Certain~~Certifying ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Accountant.

~~On July~~(a) 1,Dismissal ~~2009, Angela C. Rodriguez was appointed as the Chief Financial Officer~~ of ~~the Company.~~Independent MsAccountant. ~~Rodriguez, 45, has been~~ ~~representing various clients in south Florida as part of her own accounting~~ ~~practice since October 1997. Prior to having her own practice, from~~ May 1990 until May 1997, Ms. Rodriguez held various positions with Alamo Rent A Car, Inc., in Fort Lauderdale, including Senior Manager—Accounting Systems, Manager—Cash Management, Supervisor—Cash Management and Analyst of Accounting Systems. Ms. Rodriguez received her Bachelors degree in Accounting from the University of Tennessee in 1988 and a Masters in Accounting from Florida International University in December 1997.

~~Ms.~~(i) ~~Rodriguez~~As ~~has entered in an employment agreement with the Company. The form~~ of ~~employment agreement, which is attached to the Company’s Form 8-K filed on June~~August 116, 2009 ~~as Exhibit 10.1 therein~~, provides for 3-year agreements, with automatic one-year renewals on expiration absent required notice of non-renewal by either party. The agreement may be terminated by Valiant for cause or without cause and in certain other instances, or by the ~~executive~~ ~~for~~Audit ~~any~~Committee ~~reason or in the event~~ of ~~death or disability. The agreement provides for a base annual salary for~~ the ~~executive,~~Board ~~with annual increases not to be less than 8% per year. The executive is entitled to participate in any retirement, health or other benefit plans or programs. In the event~~ of ~~termination~~ ofDirectors ~~the agreement prior to the end~~ of ~~the term by~~ Valiant ~~without cause~~Healthcare, orInc. ~~by the executive for good reason~~ (~~as such term is defined),~~ the ~~executive~~“Company”) ~~will~~unanimously bedismissed ~~owed~~Moore ~~his~~& ~~accrued~~Associates ~~salary~~Chartered ~~and any bonus earned but not yet paid, as well as one month’s salary and the immediate vesting of any stock options. In the event of a change of control~~ (~~as defined~~“Moore”), ~~the executive shall be owed his accrued salary and any bonus earned but not yet paid,~~ as ~~well as three months salary and paid health insurance or other fringe benefits, and~~ the immediate vesting of any stock options. As part of the agreement, the executive has agreed to keep certain information confidential, not to compete with Valiant during the term of the agreement and for a one year period after termination of the agreement, nor solicit any employee of the Company’s orindependent ~~any subsidiary or franchisee~~accountant.

On(ii) The reports of Moore regarding the Company’s financial statements for the period from inception (June 1624, ~~2009,~~ ~~effective~~2008) through the year ended June 2630, ~~2009,~~2008 ~~John~~contained T.an ~~Titus,~~opinion ~~the~~with ~~Company’s~~a ~~Vice~~going ~~President of~~concern ~~Finance~~disclaimer ~~tendered~~as ~~his~~a ~~resignation~~result ~~from~~of the recent formation of the Company ~~for~~and ~~personal~~its ~~reasons~~lack of operating history as a newly-formed shell company.

~~Item~~(iii) ~~5.03~~In –connection with Moore’s audit of the Company for the period from inception (June 24, 2008) through the ~~Amendments~~year toended ~~Articles~~June 30, 2008, and during the period from June 30, 2008 through August 6, 2009 there were no disagreements with Moore on any matter of ~~Incorporation~~accounting principles or ~~Bylaws;~~practices, ~~Change~~financial statement disclosure, or auditing scope or procedure, that, if not resolved to the satisfaction of Moore, would have caused it to make reference thereto in ~~Fiscal~~its ~~Year~~reports regarding the Company’s financial statements for such years.

As(iv) The aCompany ~~result~~has ofrequested ~~the acquisition~~that ofMoore ~~the~~furnish ~~domestic~~it ~~franchise~~with ~~assets~~a ofletter ~~Accessible~~addressed ~~Healthcare~~to ~~Services, Inc.,~~the ~~which~~Securities ~~has~~and aExchange Commission ~~fiscal~~stating ~~year~~whether ~~end~~it ofagrees ~~December 31,~~with the ~~Company~~above ~~has determined~~statements itand, inif ~~its~~it ~~best~~does ~~interests~~not toagree, ~~change~~the ~~its~~respects ~~fiscal~~in ~~year~~which ~~end~~it ~~from~~does ~~June 30~~not ~~to December 31~~agree. ~~Therefore~~A copy of such letter, ~~the~~dated ~~Company’s~~August 6, 2009, ~~fiscal year~~is ~~end~~filed ~~will~~as ~~be December~~Exhibit ~~31,~~16 ~~2009~~to this Form 8-K.

(b) Engagement of Independent Accountant.

(i) As of August 6, 2009, upon recommendation of management of the Company, the Audit Committee of the Board of Directors of the Company engaged DaszkalBolton LLP (“Daszkal”) as its independent accountant.

(ii) During the period from inception (June 24, 2008) through the fiscal year ended June 30, 2008, and during the subsequent interim period prior to such engagement, the Company did not consult Daszkal regarding the application of accounting principles to a specific completed or contemplated transaction or regarding the type of audit opinion that might be rendered by Daszkal on the Company’s financial statements, and Daszkal did not provide any written or oral advice that was an important factor considered by the Company in reaching a decision as to any such accounting, auditing or financial reporting issue.

Item 9 – Financial Statements and Exhibits.

(d)

Exhibits.

16.1

Letter from Moore & Associates Chartered dated August 6, 2009.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

VALIANT HEALTHCARE, INC. ~~By: /s/ Aarif Dohad Name: Aarif Dohad Title: Chairman of the Board~~

~~Dated~~By: ~~July 16,~~/s/ ~~2009~~Aarif Dohad Name: Aarif Dohad Title: Chairman of the Board

Dated: August 18, 2009

EXHIBIT INDEX


Exhibit Number		Description

16.1		Letter from Moore & Associates Chartered dated August 6, 2009.

Filing Compare · Valiant ACMS, Inc.