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):

~~March~~December 22, 2011

WINLAND OCEAN SHIPPING CORP.

(Exact name of registrant as specified in its charter)

Texas	333-142908	20-5933927

(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Rm 703, 7/F, Bonham Trade Centre, 50 Bonham Strand, Sheung Wan, Hong Kong~~, China~~

(Address of principal executive offices)

Registrant’s telephone number, including area code: 00852-28549088

WINLAND ONLINE SHIPPING HOLDINGS CORPORATION

(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 (see General Instruction A.2. below):

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 34.~~03 Material~~01 ~~Modification~~Change toin ~~Rights~~Registrant’s ofCertifying ~~Security Holders~~Accountant.

~~On February 18, 2011, the Board of Directors and a stockholder holding 82.25% of the common stock, par value $0.001 per share~~ (~~“Common Stock”), of Winland Ocean Shipping Corp. (formerly known as Winland Online Shipping Holdings Corporation and hereafter referred to as the “Company”) approved the filing of~~ a ~~Certificate of Amendment to the Company’s Articles of Incorporation to (a~~) Dismissal ~~increase the Company’s Common Stock from 200,000,000 shares to 400,000,000 shares, (b) effect a 1.5 for 1 forward stock split~~ of ~~the~~Independent ~~Company’s Common Stock and (c) change the name of the Company from “Winland Online Shipping Holdings Corporation” to “Winland Ocean Shipping Corp.”.~~Accountants

AsEffective aas ~~result~~ of ~~the~~December ~~forward stock split being declared effective by FINRA at the market open on March 28~~22, 2011, ~~all shareholders of~~ (the ~~Company~~“Effective ~~of record on March 25~~Date”), ~~2011~~the ~~will~~board ~~receive 0.5 additional shares for every 1 share owned on March 25, 2011. As a result~~ of ~~the~~directors ~~increase in~~ (the ~~Company’s~~“Board”) ~~issued and outstanding shares~~ of ~~Common~~Winland ~~Stock~~Ocean ~~from~~Shipping ~~130~~Corp.,~~000,000~~ toa ~~195,000,000~~Texas ~~shares~~corporation ~~of Common Stock by virtue of~~ (the ~~forward split~~“Registrant”), ~~the~~dismissed ~~Company~~Weinberg ~~also~~& ~~increased its authorized shares from 200~~Company,~~000,000~~ toP.A. ~~400,000,000~~(“Weinberg”) inas ~~order to add flexibility for~~ the ~~issuance of new shares.~~Registrant’s ~~Fractional~~principal ~~shares~~independent ~~will~~registered bepublic ~~rounded~~accounting upfirm. toWeinberg ~~the~~had ~~next~~been ~~whole~~engaged ~~share, and shareholders need not take any other action with respect~~ to ~~the~~audit ~~forward split at this time as certificates representing new shares will be issued by~~ the ~~transfer~~Registrant's ~~agent~~financial onstatements ~~March~~since October 28, ~~2011~~2008.

~~Item~~No ~~5.03 Amendments~~report toprepared ~~Articles~~by Weinberg included in the Registrant’s financial statements for the past two (2) fiscal years, as well as the subsequent interim periods through the Effective Date, contained an adverse opinion or a disclaimer of ~~Incorporation~~opinion, or ~~Bylaws;~~was ~~Change~~qualified inor ~~Fiscal~~modified ~~Year~~as to uncertainty, audit scope, or accounting principle.

AsThe ~~disclosed~~dismissal inof ~~Item~~Weinberg ~~3.03,~~as ~~on February 18, 2011,~~ the ~~Company~~Registrant’s ~~Board~~principal ofindependent ~~Directors~~registered ~~and~~public aaccountants ~~stockholder~~was ~~holding 82.25% of the Company’s Common Stock~~ approved ~~the~~by ~~filing of a Certificate of Amendment to~~ the ~~Company’s~~Board ~~Articles~~effective of Incorporation to (a) increase the Company’s Common Stock from 200,000,000 shares to 400,000,000 shares, (b) effect a 1.5 for 1 forward stock split of the Company’s Common Stock and (c) change the name of the Company from “Winland Online Shipping Holdings Corporation” to “Winland Ocean Shipping Corp.”. On March 11, 2011, the Company filed a Certificate of Amendment, a copy of which is attached hereto as ~~Exhibit 3.3, in order to effect such corporate actions. In accordance with the provisions~~ of the ~~Certificate~~Effective ~~of Amendment, effective March 22, 2011, the Company changed its name from “Winland Online Shipping Holdings Corporation” to “Winland Ocean Shipping Corp~~Date.” to more accurately describe the Company’s business in light of the Company’s recent disposition of its online shipping business. Furthermore, the Company effectively increased its authorized shares of Common Stock to 400,000,000 shares on March 22, 2011, and also effected a 1.5 for 1 forward split of the Company’s Common Stock on March 28, 2011.

~~Item~~During ~~9.01 Financial~~the ~~Statements~~Registrant’s two (2) most recent fiscal years, as well as the subsequent interim period through the Effective Date, there were no disagreements between the Registrant and ~~Exhibits~~Weinberg on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference to the subject matter of the disagreement in connection with any report prepared by Weinberg.

During the Registrant’s most recent two (2) fiscal years, as well as the subsequent interim period through the Effective Date, Weinberg did not advise the Registrant of any of the matters identified in Item 304(a) ~~Not~~(1)(v)(A) ~~applicable~~- (D) of Regulation S-K.

~~(b) Not~~The ~~applicable~~Registrant requested Weinberg to furnish a letter addressed to the SEC stating whether it agrees with the statements made by the Registrant and, if not, stating the respects in which it does not agree. A copy of the letter is attached hereto as Exhibit 16.1.

(cb) ~~Not~~ New ~~applicable.~~Independent Accountants

Effective as of December 22, 2011, the Board approved the engagement of MaloneBailey, LLP (d“MaloneBailey”) ~~Exhibit~~ Noas ~~Description:~~its principal independent registered public accounting firm to audit the Registrant’s financial statements. The Registrant did not consult MaloneBailey on any matters described in Item 304(a)(2) of Regulation S-K during the Registrant’s two (2) most recent fiscal years or any subsequent interim period prior to engaging MaloneBailey.

EXHIBIT NO.	DESCRIPTION	LOCATION
3.3	Certificate of Amendment to the Articles of Incorporation of the Company as filed with the State of Texas on March 11, 2011	Provided herewith

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

EXHIBIT NO.		DESCRIPTION		LOCATION
16.1		Auditor Letter of Weinberg & Company, P.A., dated December 29, 2011		Provided herewith

- 2 -

SIGNATURE PAGE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: ~~March~~December 2829, 2011

	WINLAND OCEAN SHIPPING CORP.

	By:	/s/ Xue Ying

	Name:	Xue Ying

	Title:	Chief Executive Officer and Secretary

- 3 -

Filing Compare · Winland Ocean Shipping Corp