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): November 1, 2007

(Date of earliest event reported):

September 14, 2007

AUDIBLE, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

Delaware	000-26529	22-3407945
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

(State or other jurisdiction of incorporation)

1 Washington Park, Newark, NJ	07102
(Address of Principal Executive Offices)	(Zip Code)

000-26529 22-3407945

(Commission File No.) (IRS Employer Identification No.)

1 Washington Park, 16th Floor

Newark, New Jersey 07102

(Address of principal executive offices and zip code)

(973) 820-0400

(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):

[ ] 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~~ITEM 42.0102. ~~Changes~~ inRESULTS ~~Registrant’s~~OF ~~Certifying Accountant~~OPERATIONS AND FINANCIAL CONDITION.

On ~~September~~November 141, 2007, ~~the Audit Committee of the Board of Directors (the “Committee”) of~~ Audible, Inc. (~~the~~ “~~Registrant~~Audible” or the “Company”) ~~dismissed~~announced ~~KPMG~~its ~~LLP,~~financial asresults ~~the~~for ~~Registrant’s principal accountants. The decision to change accountants was approved by~~ the ~~Committee. In addition, the~~fiscal ~~Committee~~quarter ~~appointed~~ended ~~McGladrey~~September ~~& Pullen~~30, ~~LLP~~2007 asand ~~its new~~certain ~~independent~~other ~~registered~~information. ~~public~~A ~~accounting~~copy ~~firm subject to the completion~~ of ~~their customary~~ ~~acceptance~~this ~~process~~press ~~for~~release ~~the~~is ~~fiscal~~attached ~~year~~hereto ~~ending~~as ~~December 31,~~Exhibit ~~2007~~99.1.

~~During~~The ~~the~~information ~~two~~in ~~fiscal~~this ~~years~~Form ~~ended~~8-K ~~December 31, 2006~~ and the ~~subsequent~~Exhibit ~~interim~~attached ~~period through~~hereto ~~September~~is ~~14,~~being ~~2007, the Registrant had no (1) disagreements with KPMG~~furnished ~~LLP~~pursuant onto ~~any~~Item ~~matter~~2.02 of ~~accounting~~Form ~~principles~~8-K orand ~~practices,~~shall ~~financial~~not ~~statement disclosure~~be ordeemed ~~auditing~~“filed” ~~scope~~for ~~or procedures, which disagreements, if not resolved~~purposes toof ~~the~~Section ~~satisfaction~~18 of ~~KPMG LLP, would have caused KPMG LLP to make reference in connection with their opinion to~~ the ~~subject~~Securities ~~matter~~Act of ~~the disagreement~~1934, ~~or (2) reportable~~as ~~events,~~amended ~~except that KPMG LLP advised~~ (the ~~Registrant~~“Exchange ~~of the material~~Act”), ~~weaknesses~~nor ~~described~~shall ~~below~~it inbe ~~connection~~deemed ~~with~~incorporated ~~their~~by ~~audits~~reference ofin ~~management’s assessment~~any offiling ~~the~~under ~~effectiveness of internal control over financial reporting~~the ~~and the~~Securities ~~effectiveness~~Act of ~~internal~~1933, ~~control over financial reporting~~ as ~~of December 31~~amended, ~~2006~~or ~~and~~the ~~2005. The~~Exchange ~~Registrant~~Act, ~~has~~except ~~authorized~~as ~~KPMG~~shall ~~LLP to respond~~be ~~fully~~expressly toset ~~the~~forth ~~inquiries~~by ofspecific ~~McGladrey~~reference &in ~~Pullen,~~such ~~LLP concerning the subject matter of the reportable events~~filing.

~~The~~Use ~~audit reports~~ of ~~KPMG LLP on the consolidated financial statements of the Registrant~~ ~~and~~Non-GAAP subsidiary as of and for the years ended December 31, 2006 and 2005 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles, except as follows:Measures

~~KPMG~~In addition ~~LLP’s~~to ~~report~~the onresults ~~the~~presented ~~consolidated~~in accordance with generally accepted accounting principles, or GAAP, Audible presents financial ~~statements~~measures ofthat ~~the~~are non-GAAP ~~Registrant~~measures, ~~and~~specifically ~~subsidiary~~adjusted asEBITDA. ofAdjusted EBITDA is net (loss) income excluding interest, taxes, depreciation, amortization, impairment and stock ~~for~~based ~~the~~compensation. ~~years~~Audible ~~ended~~believes ~~December~~that 31this non-GAAP measure, ~~2006~~viewed in addition to and ~~2005~~not in lieu of Audible's reported GAAP results, ~~contained~~provides auseful information ~~separate~~to ~~paragraph~~investors ~~stating~~regarding ~~that~~its ~~“As~~performance ~~discussed~~and overall results of operations. These metrics are an integral part of Audible's internal reporting to measure the performance of the Company and the overall effectiveness of senior management. Reconciliations to comparable GAAP measures are available on the Company's Web site and in ~~Note~~the 6accompanying schedules to the ~~consolidated~~attached press release. The GAAP financial ~~statements,~~measures presented in the ~~Company~~attached ~~changed~~press ~~its~~release are consistent ~~method~~with ofAudible’s ~~accounting~~historical ~~for~~financial ~~share~~reporting practices. The non-~~based~~GAAP measures ~~compensation~~presented ~~effective~~in ~~January~~the 1attached press release may not be comparable to similarly titled measures presented by other companies, ~~2006~~and are not identical to corresponding measures used in Audible's various agreements or other public filings. ~~Also,~~Management also presents total cash sales. The measurement of total cash sales is defined as ~~discussed~~the change in ~~Note~~deferred ~~18,~~revenue ~~the~~plus ~~Company~~consolidated ~~changed~~net sales. ~~its~~Management ~~method~~believes that total cash sales is a useful measurement when analyzing period results. For a further description of ~~quantifying~~these ~~misstatements~~non-GAAP ~~effective~~financial measures ~~January~~please 1,see ~~2006~~the section of the attached press release titled “Use of Non-GAAP Measures.”

~~The~~ITEM ~~audit~~9.01. ~~reports~~FINANCIAL ofSTATEMENTS ~~KPMG~~AND LLP on management’s assessment of the effectiveness of internal control over financial reporting and the effectiveness of internal control over financial reporting as of December 31, 2006 and 2005 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except that KPMG LLP’s reports indicate that the Registrant did not maintain effective internal control over financial reporting because of the effect of material weaknesses on the achievement of the objectives of the control criteria and contain explanatory paragraphs that state that: as of December 31, 2006, the following material weaknesses were identified: ineffective execution of non-routine contracts; inadequate financial information and communication; ineffective review of account analyses; and inadequate identification and analysis of international non-income tax related matters; and as of December 31, 2005, the following material weaknesses were identified: insufficient accounting personnel resources; inadequate information and communication; inadequate risk assessment; ineffective contract management; and ineffective control over retail promotions.EXHIBITS

~~On September 14, 2007, the Registrant requested that KPMG LLP furnish it with~~ a) ~~letter~~Financial ~~addressed~~Statements ~~to the Securities and Exchange Commission stating whether it agrees with the above statements and, if not, stating the respects in which it does not agree. A copy~~ of ~~the~~Business ~~letter~~Acquired ~~received~~- ~~from~~Not ~~KPMG LLP in response to such request, which is dated September 20, is filed as Exhibit 16~~Applicable.~~1 to this Current Report on Form 8-K.~~

~~During~~b) ~~the two year period ended December 31, 2006, and for the subsequent period~~Pro ~~through~~Forma ~~the~~Financial ~~date~~Information ~~hereof,~~- ~~the~~Not ~~Registrant did not consult with McGladrey & Pullen, LLP regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K~~Applicable.

~~Item~~c) ~~9.01. Financial~~Shell Company ~~Statements~~Transactions ~~and~~- ~~Exhibits~~Not Applicable

(d) Exhibits:

1699.1 ~~Letter,~~ Press Release dated ~~September~~November 201, 2007, ~~from~~regarding ~~KPMG~~financial ~~LLP to the Securities and Exchange Commission~~results.

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 thereunto duly authorized.

	Audible, Inc.
Date: September 20, 2007		/s/ Donald R. Katz
Date: November 1, 2007		/s/ Donald R. Katz
	By:	Donald R. Katz
	Title:	Chief Executive Officer and Chairman of the Board of Directors

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