UNITED STATES ~~SECURITIES AND~~

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT ~~REPORTPursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934~~REPORT

~~Date~~ Pursuant ofto ~~Report~~Section 13 or 15(~~Date~~d) of ~~earliest~~the ~~event~~Securities ~~reported) February~~Exchange ~~22,~~Act ~~2013~~of 1934

~~Abby,~~ Date ~~Inc.(Exact name~~ of ~~registrant~~Report: March as20, ~~specified in its charter)~~2013

Nevada	000-54734	46-1425196
(State or other jurisdiction of	(Commission File Number)	(IRS Employer
incorporation)		Identification No.)

204 North Minnesota suite C Carson City, NV 89703 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code 702-751-0006

(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: [ ] 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 Changes in Registrant’s Certifying Accountant

(a)	Previous independent registered public accounting firm
	(i)	On February 1, 2013, Abby, Inc., (the “Company”) formally informed Madsen & Associates CPAs, Inc. of their dismissal as the Company’s independent registered public accounting firm.
	(ii)	The reports of Madsen & Associates CPAs, Inc. on the Company’s financial statements as of and for the years ended November 30, 2011 and 2010 and for the period from December 11, 2000 (date of inception) to November 30, 2011, contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle except to indicate that there was substantial doubt about the Company’s ability to continue as a going concern.
	(iii)	The Company’s Board of Directors participated in and approved the decision to change independent registered public accounting firms.
	(iv)	During the year ended November 30, 2011 and for the period from December 11, 2000 (date of inception) to November 30, 2011, and through February 1, 2013, there have been no disagreements with Madsen & Associates CPAs, Inc. on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements if not resolved to the satisfaction of Madsen & Associates CPAs, Inc. would have caused them to make reference thereto in connection with their report on the financial statements for such years.
	(v)	The Company has requested that Madsen & Associates CPAs, Inc. furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements.

(b)	New independent registered public accounting firm
	(1)	On February 1, 2013 the Company engaged Sadler, Gibb & Associates, L.L.C. as its new independent registered public accounting firm. During the year ended November 30, 2011 and for the period from December 11, 2000 (date of inception) to November 30, 2011, and through February 1, 2013, the Company had not consulted with Sadler, Gibb & Associates, L.L.C. regarding any of the following:
	(i)	The application of accounting principles to a specific transaction, either completed or proposed;
	(ii)	The type of audit opinion that might be rendered on the Company’s consolidated financial statements, and none of the following was provided to the Company: (a) a written report, or (b) oral advice that Sadler, Gibb & Associates, L.L.C. concluded was an important factor considered by the Company in reaching a decision as to accounting, auditing or financial reporting issue; or
	(iii)	Any matter that was subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K.

Item 9.01	Financial Statements and Exhibits
16.1	Letter of Madsen & Associates CPAs, Inc. dated February 1, 2013.

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.

Abby, Inc.

~~/s/ Lawson Kerster Lawson Kerster President and Chief Executive Officer~~ ---------------------

~~Date:~~ (Exact ~~February~~name ~~22,~~of ~~2013~~registrant as specified in its charter)

Nevada 000-54734 46-1425196

------------------------------- -------------------- -----------------------

(State or other jurisdiction of (Commission File (IRS Employer

incorporation) Number) Identification Number)

2724 NE 27^th Court, Fort Lauderdale, FL 33306

(Address of Principal Executive Offices) (Zip Code)

702-751-0006

--------------

Registrant's telephone number, including area code

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:

[ ] 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)

SECTION 1- Registrant’s Business and Operations

1.01 Entry into a Material Definitive Agreement

Abby Inc. has entered into a binding letter of intent (the LOI) to acquire all of the issued and outstanding shares of Tulip Enterprises Inc. (“TEI”) a privately held California corporation with a principal place of business located in San Diego, CA. Consideration for the acquisition will be 30,000,000 shares of Abby common stock. Amanda Flores.

Following approval of the Plan, execution of a final agreement and delivery of TEI audited financial statements, TEI shall become a wholly owned subsidiary of Abby Inc. and it is anticipated that Ms. Amanda Flores, president of TEI will assume the presidency of Abby upon the closing of the transaction.

About TEI

Tulip Enterprises, Inc. has two divisions operating under two separate DBA designations..

A) T1O Gourmet Thai Food Truck. This gourmet food truck brings food of Thailand to customers in throughout Southern California and participates in several food festivals and similar events in Las Vegas, Nevada and several California locations.

B) T1O Events and Promotions. Activities are the planning of event promotions and assisting with the incubation of new events throughout its market area.

Company Vision for business, business model, product and services focusing on large format events with a minimum public attendance of 1500. Responsible for overall product development, and product introduction. Creation of critical benchmarks as to number of events, public awareness and other key factors against which each participating may check their performance. against.

ATG Inc. 2005-2011

Under the guidance of Ms. Flores ATG Inc. grew into a very successful marketing and infrastructure-building consulting firm sparking growth from concept to revenue of over three million dollars in revenues..

Etrade 1999-2004 Corporate Trainer

Trained all new employees on company policy and procedures. Over saw staff of 20 operations people that were required to meet monthly company given goals.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following is a complete list of exhibits filed as

part of this Report. Exhibit numbers correspond to the numbers in the exhibit

table of Item 601 of Regulation S-K.



Exhibit No.		Description
10.1		Merger agreement

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.

March 25, 2013 ABBY, INC.

By: /s/ Lawson Kerster

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Lawson Kerster, President

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