UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________

FORM 8-K

___________

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~Section 13 ORor 15(d) OFof ~~THE~~The Securities Exchange Act of 1934

~~SECURITIES~~Date ~~EXCHANGE~~of ~~ACT~~Report OF(Date ~~1934~~of earliest event reported): May 20, 2011

~~Date~~MONKEY ofROCK ~~Report~~GROUP, INC. (~~Date~~Exact name of ~~Earliest~~registrant ~~Event~~as ~~Reported):~~specified ~~February~~in 5,its ~~2011~~charter)

Monkey Rock Group, Inc.

DELAWARE	001-15165	98-0208402
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

(Exact Name of Registrant As Specified In Charter)

PO Box 1030, Sturgis, SD	57785
(Address of principal executive offices)	(Zip Code)

Delaware		1-15165		98-0208402
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(IRS Employee Identification No.)

Registrant’s telephone number, including area code: (877) 523-4070

~~P.O.~~(Former ~~Box~~name ~~1030~~or former address, if changed since last report.)

Sturgis, SD 57785

(Address of Principal Executive Offices)

(877) 523-4070

(Issuer Telephone Number)

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:

o ¨ Written 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 14.01 ~~Entry~~. ~~into~~Changes ain ~~Material~~Registrant’s ~~Definitive~~Certifying ~~Agreement.~~Accountant

On ~~February~~May 520th , 2011, Monkey Rock ~~USA, LLC, a South Dakota limited liability company (“Monkey Rock USA”) and wholly-owned subsidiary of Monkey Rock~~ Group, Inc. (the "Company") engaged Sadler, ~~entered~~Gibb ~~into~~& aAssociates, ~~real~~CPA’s ~~estate~~("Sadler ~~purchase~~") ~~agreement~~as byits ~~and~~principal ~~among~~accountant ~~Monkey~~and ~~Rock~~dismissed ~~USA,~~Berman ~~Destination~~& ~~Daytona~~Company, ~~LLC,~~P.A. a(“Berman”) ~~Florida~~from ~~liability~~that ~~company~~role. ~~and~~The ~~Destination~~change ~~Daytona~~in ~~II,~~accountants ~~LLC,~~was arecommended ~~Florida~~and ~~liability~~approved ~~company~~by ~~(together with Destination Daytona, LLC,~~ the ~~“Sellers”)~~Company's ~~(the~~Board ~~“Purchase~~of ~~Agreement”)~~Directors.

~~Subject~~In toconnection with the ~~terms~~audit ~~and~~of ~~conditions~~the ofCompany's financial statements for the ~~Purchase~~fiscal ~~Agreement~~year ended December 31, ~~Monkey~~2009, ~~Rock~~the ~~USA~~report ~~will~~of ~~purchase~~Berman ~~certain~~did ~~parcels~~not contain any adverse opinion or disclaimer of ~~land~~opinion ~~from~~and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the ~~Sellers~~registrant’s (two most recent fiscal years and any subsequent interim period through the ~~“Real~~date ~~Estate”)~~of inthe ~~exchange~~dismissal ~~from~~there awere ~~total~~no ~~purchase~~disagreements ~~price~~with Berman on any matter of ~~eleven~~accounting ~~million~~principles ~~five~~or ~~hundred~~practices, ~~thousand~~financial ~~dollars~~statement ~~($11~~disclosure,~~500~~ or auditing scope or procedure,~~000~~ which disagreement(s)~~. A~~, ~~list~~if not resolved to the satisfaction of the ~~acquired~~Berman, ~~Real~~would ~~Estate~~have ~~can~~caused beit ~~found~~to ~~attached~~make reference to the ~~Purchase~~subject ~~Agreement~~matter asof ~~Schedule~~the 1disagreement(s) in connection with its reports.

~~The~~Attached ~~Purchase~~as ~~Agreement~~Exhibit ~~allows~~16.1 ~~for~~is a ~~sixty~~copy ~~day due diligence period (the “Due Diligence Period”). At the conclusion~~ of ~~the~~Berman’s ~~Due~~letter ~~Diligence~~addressed ~~Period, the parties~~ to the ~~Purchase~~SEC ~~Agreement~~relating ~~have thirty days~~ to ~~close~~ the ~~transaction. During~~statements ~~the~~made ~~Due~~by ~~Diligence Period, Monkey Rock USA has~~ the ~~sole~~Company ~~right~~in tothis ~~terminate~~Current ~~the~~Report ~~Agreement~~on byForm ~~written notice delivered to the Sellers~~8-K.

The ~~above~~reports ~~description~~of Berman on the financial statements for either of the ~~Purchase~~past ~~Agreement~~two ~~does~~years ~~not~~contained ~~purport~~no toadverse beopinion ~~complete~~or ~~and~~a isdisclaimer ~~qualified~~of inan ~~its~~opinion, ~~entirety~~nor bywere ~~reference~~they qualified or modified as to ~~such~~uncertainty, ~~Purchase~~audit ~~Agreement~~scope or accounting principles.

The Company has not previously consulted with Sadler regarding either (i) the application of accounting principles to a specific completed or contemplated transaction; (ii) the type of audit opinion that might be rendered on the Company's financial statements; or (iii) a reportable event (as provided in Item 304(a)(1)(v) of Regulation S-K) during the years ended December 31, 2009 and December 31, 2008, and any later interim period, including the interim period up to and including the date the relationship with Berman ceased. Berman has reviewed the disclosure required by Item 304 (a) before it was filed with the Commission and has been provided an opportunity to furnish the Company with a letter addressed to the Commission containing any new information, clarification of the Company's expression of its views, or the respects in which it does not agree with the statements made by the Company in response to Item 304 (a). Sadler has elected not furnish a letter to the Commission.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being filed herewith this Current Report on Form 8-K

16.1 Letter from Berman & Company, P.A. to the Securities and Exchange Commission dated May 20, 2011.

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.

	MONKEY ROCK GROUP, INC.
Date: February 15, 2011	By:	/s/ John Dent
Date: May 20, 2011	By:	/s/ John Dent
		John Dent
		John Dent, CEO
		Chief Executive Officer

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