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): ~~January~~March 219, 2009

Skins Inc.

(Exact name of registrant as specified in its charter)

Nevada (State or jurisdiction of incorporation or organization) 000-51119 (Commission File Number) 20-4711789 (I.R.S. Employer Identification No.)

1 Newark Street

Suite 25A

Hoboken New Jersey 07030

(Address of principal executive offices)

(201) 377-5502

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changes Since Last Report)

Check the appropriate box below if the Form 8-K 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~~ CFR 230.425)

~~[ ]~~o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 ~~CFR~~ 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))

As used in this report, the terms "we", “us", “our", “our company" refer to Skins, Inc., a Nevada corporation.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Our disclosure and analysis in this Current Report on Form 8-K contains some forward-looking statements. Certain of the matters discussed concerning our operations, cash flows, financial position, economic performance and financial condition, and the effect of economic conditions include forward-looking statements.

Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include words such as "expects," "anticipates," "intends," "plans," "believes," "estimates" and similar expressions are forward-looking statements. Although we believe that these statements are based upon reasonable assumptions, including projections of orders, sales, operating margins, earnings, cash flow, research and development costs, working capital, capital expenditures and other projections, they are subject to several risks and uncertainties.

Investors are cautioned that our forward-looking statements are not guarantees of future performance and the actual results or developments may differ materially from the expectations expressed in the forward-looking statements.

As for the forward-looking statements that relate to future financial results and other projections, actual results will be different due to the inherent uncertainty of estimates, forecasts and projections may be better or worse than projected. Given these uncertainties, you should not place any reliance on these forward-looking statements. These forward-looking statements also represent our estimates and assumptions only as of the date that they were made. We expressly disclaim a duty to provide updates to these forward-looking statements, and the estimates and assumptions associated with them, after the date of this filing to reflect events or changes in circumstances or changes in expectations or the occurrence of anticipated events. You are advised, however, to consult any additional disclosures we make in our reports on Form 10-K, Form 10-Q, Form 8-K, or their successors.

Item 4 3.0102 Unregistered ~~Changes~~Sales inof ~~Registrant's Certifying Accountant.~~Equity Securities

~~Skins Inc.~~On ~~(“the Company”) appointed MHM Mahoney Cohen CPAs as the Company’s new~~March ~~auditor~~19, as2009 ~~approved~~and byMarch ~~the Audit Committee of the Board of Directors on January 2~~25, 2009. ~~The~~the Company ~~was~~sold ~~notified~~two ~~that~~8% ~~the~~Convertible ~~shareholders~~Debentures ~~of Mahoney Cohen & Company, CPA, P.C.~~ (“MCthe Debentures”), ~~became shareholders of Mayer Hoffman McCann P.C pursuant~~ to anJED ~~asset~~Management ~~purchase agreement~~Corp. ~~The~~ ~~New~~(“JED”) ~~York~~for ~~practice~~$185,000 ~~of Mayer Hoffman McCann P~~each.~~C. now operates under the name MHM Mahoney Cohen CPAs,~~

~~During~~Principal and accrued interest on the ~~Company’s~~Debentures ~~two~~matures ~~most~~as ~~recent~~follows: ~~fiscal~~$76,000 ~~years~~on ~~ended~~March ~~December~~19, 2011, 31$109,000 ~~2007~~on ~~and~~March ~~2006~~25, ~~and through~~2011 for the ~~date~~first of ~~this~~the ~~Current~~Debentures, ~~Report~~and $185,000 on ~~Form~~March ~~8-K~~25, 2011on the ~~Company~~second ~~did~~of ~~not~~the ~~consult~~Debentures. The Company may ~~with~~prepay, ~~MHM~~at ~~Mahoney~~its ~~Cohen~~sole ~~CPAs~~discretion, ~~regarding~~any portion of the principal for 125% of the amount being prepaid plus any portion of the ~~matters~~accrued interest. JED, orat ~~reportable~~its ~~events~~sole discretion, may convert the ~~set~~principal ~~forth~~plus inaccrued ~~Item~~interest ~~304~~into (shares of Common Stock at a~~)(2)~~ ~~(i)~~price ~~and~~of (ii60%) of the lowest closing bid price, determined on the then current trading market for the Company’s Common Stock, for 10 trading days prior to conversion. In addition, one of ~~Regulation~~the SDebenture’s, in lieu of conversion may be exchanged, including all principal and interest, for non-Ktrade debt of $275,000.

~~The~~For ~~audit~~a ~~reports~~period of MCsix onmonths ~~the~~from ~~consolidated~~March ~~financial~~19, ~~statements~~2009 ~~of the Company as of~~ and ~~for~~ ~~the~~March ~~years~~25, ~~ended~~2009, ~~December 31~~respectively, ~~2007 and 2006 “did not contain an adverse opinion~~JED orshall abe ~~disclaimer~~entitled ~~of opinion, and were not qualified or modified as~~ to ~~uncertainty,~~ ~~audit scope or accounting principles~~“piggyback”. ~~The~~registration ~~audit~~rights ~~report of MC~~ on ~~the~~registration ~~consolidated financial~~ statements being offiled by the Company asexcept ofif ~~and for~~ the ~~year~~ ~~ended~~registration ~~December~~statements ~~31,~~are ~~2007~~being filed ~~“included~~for ~~an emphasis paragraph relating to an uncertainty as to~~ the ~~Company’s ability~~purposes toof ~~continue as a going concern~~“Pipe” transactions.

In ~~connection~~ ~~with~~ the ~~audits of the Company’s consolidated financial statements~~ ~~for~~case ~~each~~ of ~~the~~an ~~fiscal~~Event ~~years ended December 31, 2007 and 2006 and through the date~~ of ~~this Current Report on Form 8-K~~Default, ~~there~~as ~~were (i.) no disagreements between the Company and MC on any matters of accounting principles or practices~~defined, ~~financial~~ ~~statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to~~ the ~~satisfaction~~payment of ~~MC,~~principal ~~would~~and ~~have caused MC~~accrued tointerest ~~make~~shall ~~reference~~be toimmediately ~~the~~due ~~subject matter of the disagreement in their reports on the Company’s financial statements for such years or for any reporting period since the Company’s last fiscal year end~~ and ~~(ii)~~payable noif ~~reportable~~JED ~~events~~so ~~within the meaning set forth in Item 304 (a)(1)(v) of Regulation S-K~~elects.

~~The Company~~As ~~has~~to ~~provided~~the Debenture, MCwe aclaim ~~copy~~an ofexemption from the ~~disclosures~~registration inrequirements of the Securities ~~Form~~Act ~~8-K~~of ~~and~~1933, ~~has requested~~as ~~that~~amended MC(the ~~furnish~~“Act”) itfor ~~with~~the aprivate ~~letter~~placement ~~addressed~~of these securities pursuant to Section 4(2) of the ~~Securities~~Act and/or Rule 506 of ~~Exchange~~Regulation ~~Commission~~D ~~stating~~promulgated ~~whether~~thereunder orsince, among other things, the transaction does not MCinvolve ~~agrees~~a ~~with~~public offering, the ~~Company’s statements~~Investor inis ~~this~~an ~~Item~~“accredited ~~4.01. A~~investor” and/or ~~copy~~qualified ofinstitutional buyer, the ~~letter,~~Investor ~~once~~has ~~furnished~~access byto information MCabout inthe ~~response~~Company toand ~~that~~its ~~request~~investment, the Investor will betake ~~filed~~the bysecurities ~~amendment~~for investment asand ~~Exhibit~~not ~~16.1~~resale, toand the Company is taking appropriate measures to ~~Current~~restrict ~~Report~~the ontransfer ~~Form~~of ~~8-K/A~~the securities.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

164.1 ~~Letter~~ ~~from~~Forms ~~MHM~~of ~~Mahoney~~Debentures, ~~Cohen~~dated ~~CPAs.~~March ~~(to~~19, ~~be filed~~2009 byand ~~amendment)~~March 25, 2009.

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.

March 27, 2009

	Skins Inc.

	By:	/s/ Mark Klein
		Mark Klein President and Chief Executive Officer (Principal Executive Officer and Principal Financial and Accounting Officer)

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