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): December 410, 2010

Commission file number: 000-50021

INTERLINK-US-NETWORK, LTD.

(Exact name of registrant as specified in its charter)


California	000-50021	95-4642831
(State or other jurisdiction of	(Commission	(I.R.S. Employer
Incorporation organization)	File Number)	Identification No.)

575 Underhill Boulevard

~~Site~~Suite 125

Syosset, New York 11791

(Address of principal executive offices) (Zip Code)

(516) 584-2110

(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:

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 48.01. ~~Change~~Other ~~in Registrant’s Certifying Accountant.~~Events

On December 410, 2010, ~~the firm of Sherb & Co., LLP, New York, New York (“Sherb”) was engaged as the auditor of record for~~ Interlink-US-Network, Ltd. (the “Company”, “Interlink”, “we” and “us”) and LED Capital Corp, entered into a Memorandum of Understanding, whereby LED intends to invest $6,000,000, subject to certain conditions and obligations of each party. There can be no assurance that that a definitive agreement will be entered into.

During the recent fiscal years ending December 31, 2009 and 2008, and the subsequent interim period prior to the engagement of Sherb neither the Company nor anyone on its behalf consulted Sherb regarding the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report was provided to the Company nor oral advice was provided that Sherb concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or 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 to this item) 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 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.


	INTERLINK-US-NETWORK, LTD.
Date: December 14, 2010	By:	/s/ Robert Kondratick
		Robert Kondratick
		President and Chairman of the Board

	INTERLINK-US-NETWORK, LTD.
Date: December 10, 2010	By:	/s/ Robert Kondratick
		Robert Kondratick
		President and Chairman of the Board

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