UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 ORor 15(d) of ~~The Securities Exchange Act of 1934~~the

Date of Report (Date of earliest event reported)	June 26, 2006
Adagio Acquisition I, Inc.
(Exact name of registrant as specified in its charter)
Delaware	0-51494	20-2852425
(State or other jurisdictionof incorporation)	(CommissionFile Number)	(IRS EmployerIdentification No.)
c/o Spencer Trask Ventures, Inc., 535 Madison Avenue, 18th Floor, New York, NY 10022
(Address of principal executive offices)
Registrant’s telephone number, including area code	(212) 418-8573
Not applicable
(Former name or former address, if changed since last report)

Securities Exchange Act of 1934

~~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 provision:~~__________________________

oDate of Report ~~Written~~(Date ~~communications~~of ~~pursuant~~earliest toevent ~~Rule~~reported): ~~425~~February ~~under~~23, ~~the Securities Act (17 CFP 230.425)~~2007

oADAGIO ACQUISITION ~~Pre-commencement~~I, ~~communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240~~INC.~~14D-2(b))~~

(Exact name of registrant as specified in its charter)

Delaware	0-51494	20-2852425
(State or other jurisdiction	(Commission File	(I.R.S. Employer
of incorporation)	Number)	Identification Number)

c/o Spencer Trask Ventures, Inc., 535 Madison Avenue, 18^th Floor, New York, NY 10022

(Address of principal executive office) (Zip Code)

Registrant’s telephone number, including area code: (212) 418-8573

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):

oWritten 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 84.01. ~~Other~~Changes ~~Events~~in Registrant's Certifying Accountant.

On ~~June 26~~February 23, ~~2006~~2007, ~~Adagio~~Raich ~~Acquisition~~Ende I,Malter ~~Inc~~& Co. ~~(the~~LLP (“~~Company~~Raich Ende”) ~~redeemed~~resigned ~~1,440,000~~as ~~shares~~Adagio ofAcquisition ~~its~~I, ~~common~~Inc.’s ~~stock~~(“we”, ~~par~~“our”, ~~value~~“us” ~~$.0001~~or ~~per share (~~the “~~Common Stock~~Company”) ~~from~~certified ~~its~~public ~~sole~~independent ~~stockholder William P~~accountant. ~~Dioguardi,~~The ~~our~~resignation ~~sole~~was ~~officer~~accepted ~~and~~by ~~director,~~the ~~for~~Board anof Directors ~~aggregate~~of ~~purchase~~the ~~price~~Company. ofOn ~~$144~~September 25, ~~pursuant~~2007, tothe ~~that~~Company ~~certain~~engaged ~~Redemption~~Todman ~~Agreement~~& Co., ~~(the~~CPAs, ~~“Redemption~~P.C. ~~Agreement~~(“Todman”), as aits new ~~copy~~certified ofpublic ~~which~~independent isaccountant. ~~attached~~Pursuant ~~hereto~~to asItem ~~Exhibit~~304(a) of ~~10.1.~~Regulation AsS-B ofunder the ~~date~~Securities ~~hereof,~~Act ~~the~~of ~~Company~~1933, ~~has~~as 60amended,~~000~~ ~~shares~~and ofunder ~~Common Stock~~the ~~issued~~Securities ~~and~~Exchange ~~outstanding~~Act of 1934, ~~all~~as ~~owned~~amended by(the ~~Mr.~~“Exchange ~~Dioguardi.~~Act”), the Company reports as follows:

~~The Company intends to commence a private placement~~ (~~the “Offering”~~a) ~~of shares~~ (~~the “Shares”~~i) ofRaich ~~Common~~Ende ~~Stock,~~resigned on a reasonable efforts basis with the assistance of a placement agent, with expected gross proceeds of between $1.0 million and $3.0 million. The Company is offering a minimum of 200,000 Shares and a maximum of 600,000 Shares, at a per share price of $5.00. The minimum investment is 3,000 Shares or $15,000. The Company plans to use the net proceeds of the Offering as ~~working capital and as potential capital to be utilized by a company with which~~ the Company’s ~~may complete~~certified apublic ~~business~~independent ~~combination.~~accountant ~~In connection~~effective ~~with~~on ~~the~~February ~~private placement~~23, the Company is expected to agree, subject to certain terms and conditions, to file a registration statement under the Securities Act of 1933, as amended (the "Securities Act") covering the resale of the Shares2007.

~~The Shares~~(ii) ~~are~~Since ~~expected~~April to22, be2005 ~~issued~~(inception) tothrough ~~accredited~~February ~~investors~~23, ~~under~~2007, ~~an exemption from~~ the ~~registration~~accountant’s ~~requirements~~report ofon the ~~Securities~~financial ~~Act,~~statements ~~and~~contained ~~any~~no ~~purchasers~~adverse ~~would be prohibited~~opinion ~~from~~or ~~offering~~disclaimer orof ~~selling~~opinion, ~~the~~nor ~~Shares~~was ~~purchased~~it inmodified ~~the~~as ~~Offering~~to ~~in the absence~~audit ofscope anor ~~effective~~accounting ~~registration~~principles. ~~statement~~The oraccountant’s report contained an ~~applicable~~explanatory ~~exemption~~paragraph ~~from registration~~describing ~~requirements.~~going concern contingencies.

~~In connection with the Offering, on June 27, 2006, the Company engaged a placement agent, pursuant to a placement agency agreement~~ (~~the “Placement Agency Agreement”~~iii), aThe ~~copy of which is attached hereto as Exhibit 10.2. Pursuant to the Placement Agency Agreement, the~~ Company’s ~~will~~Board ~~pay the placement agent a fee equal to 10%~~ of ~~the~~Directors ~~aggregate~~accepted ~~gross~~Raich ~~proceeds~~Ende’s ~~received~~resignation ~~from~~and ~~the~~authorized ~~sale~~and ofapproved the ~~Shares sold in~~engagement ~~the Offering. Additionally, the Company will issue to the placement agent warrants to purchase such number~~ of ~~shares of Common Stock equal to 10% of the number of Shares sold in the Offering at an exercise price of $5~~Todman.~~00, subject to adjustment under certain circumstances.~~

~~This Current~~(iv) ~~Report~~Since onApril ~~Form~~22, ~~8-K~~2005 is(inception) ~~issued~~through ~~pursuant~~February to23, ~~Rule~~2007, ~~135c~~there ~~under~~were ~~the~~no ~~Securities Act~~disagreements ~~and~~with ~~shall~~Raich ~~not~~Ende ~~constitute~~on anany ~~offer~~matters toof ~~sell~~accounting principles or ~~the~~practices, ~~solicitation~~financial ofstatement andisclosure ~~offer to buy~~or ~~the~~auditing ~~Shares,~~scope ~~nor~~or ~~shall~~procedure, ~~there~~which bedisagreement, ~~any~~if ~~sale~~not ofresolved to the ~~Shares~~satisfaction inof ~~any~~Raich ~~state in which such offer~~Ende, ~~solicitation~~would orhave ~~sale~~caused ~~would~~Raich beEnde ~~unlawful~~to ~~prior~~make reference to the ~~registration or qualification~~subject ~~under~~of ~~the~~that ~~securities~~disagreement ~~laws~~in ofits ~~any~~reports ~~such~~on ~~state.~~the Company’s financial statements.

~~Item~~The 9Company requested that Raich Ende furnish it with a letter addressed to the U.S. Securities and Exchange Commission (the “SEC”) stating whether or not it agrees with the Company’s statements in this Item 4.01(a). ~~Financial~~A ~~Statements~~copy ~~and~~of ~~Exhibits~~the letter furnished by Raich Ende in response to this request, dated October 2, 2007 is filed as Exhibit 16.1 to this Current Report on Form 8-K.

(ab) ~~Not~~On ~~applicable~~September 25, 2007, Todman was engaged as the Company’s new certified public independent accountant.

(bi) ~~Not~~During ~~applicable~~the two most recent fiscal years and the interim period preceding the engagement of Todman, the Company has not consulted with Todman regarding either: (i) the application of accounting principles, (ii) the type of audit opinion that might be rendered by Todman or (iii) any other matter that was the subject of disagreement between the Company and its former auditor as described in Item 304(a)(1)(iv) of Regulation S-B.

(cii) The ~~following~~Company ~~exhibits~~did ~~are~~not ~~filed~~have ~~herewith:~~any disagreements with Raich Ende and therefore did not discuss any past disagreements with Todman.

~~Exhibit 10~~Item 8.101 ~~Redemption~~Other ~~Agreement dated June 26, 2006~~Events.

~~Exhibit~~The Company filed a Registration Statement on Form 10-SB on August 12, 2005.2 ~~Placement~~Since its ~~Agency~~effectiveness ~~Agreement~~on ~~dated~~October ~~June~~12, 272005, ~~2006~~the Company has been subject to the reporting requirements under the Exchange Act. However, due to limited financial resources, the Company was unable to comply with such reporting requirements and certain filings with the SEC have been delayed. The Company intends to complete filings of all periodic reports relating to prior periods that have not been filed in the near future.

~~Signature~~1

~~Pursuant~~Item to9.01 ~~the~~Financial ~~requirements~~Statements ofand ~~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~~Exhibits.

	Adagio Acquisition I, Inc. (Registrant)
Date: June 28, 2006	By:	/s/ William P. Dioguardi
		William P. Dioguardi, President

(d) Exhibits: The following exhibits are filed as part of this report:

Exhibit
Number	Description

16.1	Letter from Raich Ende Malter & Co. LLP regarding change in certifying accountant, dated October 2, 2007.

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.


Date: October 2, 2007	ADAGIO ACQUISITION I, INC.

	By:	/s/ William P. Dioguardi
		Name: William P. Dioguardi
		Title: President

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