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

~~February~~July 225, 2011

Date of Report (date of earliest event reported)

TRUDY CORPORATION

(Exact name of Registrant as specified in charter)



Wyoming	0-16056	06-10077657
(State or other jurisdiction of incorporation)	(Commission File Number)	(I. R. S. Employer Identification No.)

1810 East Sahara Avenue Suite ~~1517~~ 1442

Las Vegas, Nevada 89104

(Address of principal executive offices)

Registrant’s telephone number, including area code: (702) 522-1914

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):



.	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



.	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



.	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



.	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 4.01 ~~Other~~Changes ~~Events~~in Registrant’s Certifying Accountant.

On July 25, 2011, the Board of Directors of Trudy Corporation, Inc. (athe “Company”) ~~Previous~~approved the dismissal of Sadler, Gibb and Associates, LLC (“SG&A”) as its independent ~~accountant~~registered public accounting firm, effective immediately.

i. The ~~“Company”)~~ report of SG&A on ~~February~~the 2,financial ~~2011~~statements ~~has~~of ~~informed~~the ~~M&K~~Registrant ~~CPAS~~as ~~PLLC~~of ~~that~~and for the ~~Company~~period ~~intends~~ended toDecember ~~change~~31, ~~the~~2010 ~~Company’s~~did ~~independent~~not ~~accountants~~contain ~~from~~an ~~M&K~~adverse ~~CPAS~~opinion ~~PLLC~~or todisclaimer ~~Sadler~~of opinion, ~~Gibb~~nor ~~and~~was ~~Associates~~it ~~LLC.~~qualified ~~Sadler~~or modified as to uncertainty, ~~Gibb~~audit ~~and~~scope, ~~Associates~~or ~~LLC~~accounting ~~have~~principles, aexcept ~~business~~that ~~address~~the report of ~~271~~SG&A ~~West~~for ~~200~~the ~~South,~~above ~~Farmington,~~mentioned ~~Utah~~years ~~84025.~~included ~~The~~a ~~change~~going ofconcern ~~auditors~~qualification. SG&A was ~~approved~~not by the ~~Board~~Company’s ofindependent ~~Directors~~registered ofpublic accounting firm and did not issue its opinion in the Company.’s financial statements for the fiscal years ended March 31, 2011 and 2010.

~~ii.~~For ~~The~~the ~~report~~period ofended ~~M&K~~December ~~CPAS~~31, ~~PLLC~~2010, onand through the ~~Company's~~date ~~consolidated~~of ~~financial~~dismissal, ~~statements~~there aswere of(i) ~~and~~no ~~for~~disagreements ~~the~~with ~~fiscal~~SG&A ~~years~~on ~~ended~~any ~~March~~matter ~~31,~~of ~~2010~~accounting ~~and~~principles ~~March~~or 31practices, ~~2009 did~~financial ~~not~~statement ~~contain~~disclosure, ~~any~~or ~~adverse~~auditing ~~opinion~~scope or ~~disclaimer~~procedure, ofwhich ~~opinion~~disagreements, ~~and~~if ~~was~~ not ~~qualified~~resolved ~~or modified as~~ to ~~audit~~the ~~scope~~satisfaction orof ~~accounting~~SG&A, ~~principle;~~would ~~such~~have ~~report~~caused ~~did~~SG&A ~~include~~to anmake ~~explanatory~~reference ~~paragraph~~thereto ~~discussing~~in anits ~~uncertainty~~report ason to the Company'’s ~~ability~~financial tostatements ~~continue~~for such fiscal year; and (ii) no reportable events as set forth in Item 304(a)(1)(iv) ~~going~~of ~~concern.~~Regulation S-K.

~~iii~~The Company has provided SG&A with a copy of the disclosures made above in response to Item 304(a) of Regulation S-K and Item 4.01 ~~Not~~of ~~applicable~~Form 8-K and requested that SG&A furnish it with a letter addressed to the Securities and Exchange Commission (the “Commission”) stating whether or not it agrees with the above statements. The Company received a letter from SG&A addressed to the Commission indicating that it agreed with the statements set forth in this Item 4.01 of Form 8-K as they pertain to SG&A. A copy of that letter is attached hereto as Exhibit 16.1 and incorporated by reference herein.

~~iv.~~On InJuly ~~connection with its audits for the years referred to above and review through September 30~~24, ~~2010~~2011, ~~there~~the ~~have~~Board ~~not~~of ~~been~~Directors ~~any disagreements with M&K CPAS PLLC on any matter~~ of ~~accounting~~the ~~principles~~Company orapproved ~~practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to~~ the ~~satisfaction~~employment of ~~M&K~~MaloneBailey, ~~CPAS PLLC~~LLP, ~~would~~(“MB”) ~~have~~as ~~caused~~its ~~M&K~~independent ~~CPAS~~registered ~~PLLC~~public toaccounting ~~make reference thereto in their report on the Company's financial statements for such years~~firm.

v.No ~~During~~consultations occurred between the Company and MB during the fiscal ~~2010~~years ended March 31, 2011 and ~~2009~~2010 and through ~~February~~July 224, 2011 regarding either (i) the application of accounting principles to a specific completed or contemplated transaction, ~~there~~the ~~have~~type ~~been~~of noaudit ~~reportable~~opinion ~~events~~that ~~(as~~might ~~defined~~be rendered on the Registrant’s financial statements, or other information provided that was an important factor considered by the Registrant in reaching a decision as to an accounting, auditing, or financial reporting issue, or (ii) any matter that was the subject of disagreement or a reportable event requiring disclosure under Item 304(a)(1)(iv) or (v), respectively, of Regulation S-K).

vi. The Company has requested that M&K furnish the Company with a letter addressed to the Securities and Exchange Commission (“SEC”) stating whether or not it agrees with the statements that the Company has made in this Item 49.01 AFinancial ~~copy~~Statements ofand ~~that letter, dated February 14, 2011, is filed as exhibit 16~~Exhibits.~~1 to this Form 8-K.~~

(bd) ~~New independent accountant~~ Exhibits.

i. On February 2, 2011, the Company engaged Sadler, Gibb and Associates, LLC, (SG) Certified Public Accountants, as the Company’s independent accountants commencing with the audit of the Company’s financial statements for the fiscal year ended March 31, 2011.


Exhibit No.		Description
Exhibit 16.1		Letter from SG&A to the Securities Exchange Commission.

ii. Prior to engaging SG, the Company consulted with SG as to its qualifications, experiences and ability to audit the Company’s financial statements. The Company and SG did not have substantive discussions regarding the application of accounting principles to a specified transactions, either complete or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements and there are no reports nor written nor oral advice provided by the new accountants’ used in deciding to retain SG. Further, as noted there was no matter that was the subject of a disagreement as described in Item 304(a)(1)(iv) of Regulation S-K, promulgated by the SG.SIGNATURES

~~iii.~~ Pursuant ~~The~~to ~~change~~the requirements of ~~accountants~~the ~~referenced~~Securities ~~herein~~Exchange ~~was~~Act ~~approved~~of by1934, the ~~Company’s~~registrant ~~independent~~has ~~Audit~~duly ~~Committee~~caused onthis ~~September~~Current 4,Report ~~2010~~to ~~and~~be ~~Board~~signed ~~of Directors~~ on ~~September~~its 4,behalf ~~2010.~~by ~~The~~the ~~Company’s~~undersigned ~~Audit~~hereunto ~~Committee~~duly ~~is made up wholly of independent Directors~~authorized.

iv. SG is expected to audit the Company’s financial statements as of and for the fiscal year ended March 31, 2011.




Dated: July 24, 2011				Trudy Corporation

				/s/ CHRISTOPHER GLOVER
				CHRISTOPHER GLOVER
				President and Director

v. The Company requested that SG review this Form 8-K and provided SG with the opportunity to furnish the Company with a letter addressed to the SEC containing any new information, clarification of the Company’s expression of SG’s views, or the respects in which it does not agree with the statements made by the Company. SG has advised the Company that it has reviewed this filing and has no basis on which to submit a letter addressed to the SEC in response to Item 304 of Regulation S-K.

Item 7. Financial Statements and Exhibits.

(a) Financial Statements

Not Applicable

(b) Pro Forma Financial Information

Not Applicable

16.1. Letter from M&K CPAS PLLC.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: February 15, 2011				Trudy Corporation
				/s/ STAN LARSON
				STAN LARSON
				President and Director

Exhibit Index

Exhibit Number		Exhibit Title
16.1		Letter from M&K CPAS PLLC.

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