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): ~~July~~January 1612, ~~2010~~2012

Thrive World Wide, Inc.

(Exact name of registrant as specified in its charter)

Nevada		000-53880		20-2725030
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

638 Main St, Lake Geneva, WI		53147
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 631-786-4450

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~~Changes ~~Into~~in ~~Material Definitive~~Registrant’s ~~Agreement.~~Certifying Accountant

~~See~~Effective ~~"Item 2.01~~January 6, 2012, the client-auditor ~~Completion~~relationship ofbetween ~~Acquisition~~Thrive orWorld ~~Disposition~~Wide, Inc. (the "Company") and Aaron Stein, CPA (the "Former Auditor") was terminated upon the dismissal of ~~Assets~~the Former Auditor as the Company’s independent registered accounting firm. Effective January 6, 2012, the Company engaged Bedinger and Company ("Bedinger") ~~below~~as its principal independent public accountant to audit the Company's financial statements for ~~description of~~the ayear ~~material~~ending ~~definitive~~September ~~agreement~~30, we2011. The ~~entered~~decision ~~into~~to change accountants was recommended and approved by the Company's Board of Directors, effective September 30, 2012.

~~Item 1.02~~The ~~Termination~~Former Auditor's reports on the financial statements of ~~Material~~the ~~Definitive~~Company ~~Agreement~~for the year ended September 30, 2010, did not contain any adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles.

OnThe ~~June 21,~~reports ~~2010,~~of ~~Thrive~~the ~~World~~Former ~~Wide~~Auditor ~~Inc,~~on ~~(“TWWI” or~~ the “Company”)’s ~~terminated~~financial ~~its Agreement~~statements ~~and~~as ~~Plan~~ of ~~Reorganization~~and ~~(“Merger~~for ~~Agreement”)~~the ~~agreement~~year ~~with~~ended ~~Jarish, Inc.,~~September ~~which it entered into on March 4~~30, 2010~~. Subject to the terms and conditions of the Merger Agreement~~, ~~Jarish~~contained ~~will~~an ~~assign,~~explanatory ~~transfer~~paragraph ~~and~~which ~~deliver~~noted ~~to TWWI~~that ~~all~~there ~~issued~~was ~~and~~substantial ~~outstanding~~doubt ~~shares~~as ~~of common stock of Jarish, Inc. After giving effect~~ to the ~~transaction~~Company’s ~~TWWI~~ability ~~will~~to ~~own~~continue ~~all~~as ~~the issued and outstanding shares of Jarish, Inc. and Jarish, Inc. shall be~~ a ~~wholly-owned~~going ~~subsidiary of TWWI and shall operate under the name of TWWI~~concern.

~~The foregoing~~During ~~summary~~the ofyears ~~the~~ended ~~Merger~~September ~~Agreement~~30, 2011 and 2010 and in the ~~transaction~~subsequent ~~contemplated thereby~~interim ~~does~~periods ~~not~~through ~~purport~~the todate bethe ~~complete~~relationship ~~and~~with isthe ~~subject~~Former toAuditor concluded, there were no disagreements between the Former Auditor and ~~qualified~~the inCompany ~~its entirety~~on bya matter of accounting principles or practices, ~~the~~financial ~~full~~statement ~~text~~disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of the ~~Merger~~Former ~~Agreement~~Auditor ~~attached~~would ashave ~~Exhibit~~caused ~~2.1~~the Former Auditor to make reference to the ~~Form~~subject ~~8-K~~matter ~~filed~~of bythe ~~TWWI~~disagreement onin ~~April~~connection 6,with ~~2010~~its ~~and~~report ~~incorporated~~on ~~herein~~the ~~by reference~~Company's financial statements.

There have been no reportable events as defined in Item ~~2.01~~ ~~Completion~~304(a)(1)(v) of ~~Acquisition~~Regulation S-K during the years ended September 30, 2011 and 2010 or ~~Disposition~~in ofany ~~Assets~~subsequent interim periods through the date the relationship with the Former Auditor ceased.

OnThe ~~June 21~~Company has authorized the Former Auditor to respond fully to any inquiries of the Company's new audit firm, ~~2010~~Bedinger, relating to its engagement as the Company's ~~entered~~independent ~~into~~accountant. The anCompany ~~Asset~~has ~~Acquisition~~requested ~~Agreement~~that ~~with~~the ~~Jarish, Inc.,~~Former aAuditor ~~California~~review ~~corporation~~the ~~pursuant~~disclosure tocontained ~~which~~in ~~TWWI~~this Report and the Former Auditor has ~~agreed~~been given an opportunity to ~~acquire~~furnish ~~from Jarish,~~the ~~Inc.~~Company ~~all~~with ~~assets~~a ~~exclusive~~letter addressed to ~~Mycitypoint.com,~~the ~~Pointcredtis.com~~Commission ~~and Pointscredits.com~~containing ~~(the~~any ~~“Jarish~~new ~~Assets”)~~information, ~~for~~clarification of the ~~purchase~~Company's expression of ~~Two~~its ~~Million (2~~views,~~000,000)~~ ~~shares~~or ofthe ~~TWWI~~respect ~~common~~in ~~stock~~which ~~payable~~it atdoes not agree with the ~~closing~~statements made by the Company herein. A copy of the ~~transaction~~ former accountants' response is included as an exhibit to this report.

The ~~Asset Acquisition~~Company ~~Agreement includes~~has ~~customary~~not ~~representations~~previously consulted with Bedinger 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 year ended September 30, ~~warranties~~ 2010 and ~~covenants~~any later interim period, including the interim period up to and including the date the relationship with the Former Auditor ceased. ~~Certain~~Bedinger ~~covenants~~has ~~require~~reviewed ~~that~~the ~~each~~disclosure ofrequired by Item 304 (a) before it was filed with the ~~parties~~Commission ~~use commercially~~and ~~reasonable~~has ~~efforts~~been provided an opportunity to ~~cause~~furnish the ~~closing~~Company with a letter addressed to the Commission containing any new information, clarification of the ~~transactions contemplated~~Company's byexpression of its views, or the ~~Asset~~respects ~~Aquisition~~in ~~Agreement~~which (it does not agree with the ~~"Closing"~~statements made by the Company in response to Item 304 (a). Bedinger has elected not furnish a letter to ~~be consummated~~the Commission.

~~The foregoing~~Item ~~is a summary of the terms of the Asset Acquisition Agreement and does not purport to include all of the terms of the Asset Acquisition Agreement~~9.01. Financial ~~The summary~~Statements ~~of the Asset Acquisition Agreement is subject to,~~ and ~~qualified in its entirety by, the full text of the Asset Acquisition Agreement attached hereto as Exhibit 10~~Exhibits.~~1 and incorporated herein by reference.~~

~~Item 9~~(d) Exhibits.01 The ~~Financial~~following ~~Statements~~exhibit ~~and~~is ~~Exhibits~~being filed herewith this Current Report on Form 8-K

~~(d)~~16.1 Letter ~~Exhibits~~from Aaron Stein to the Securities and Exchange Commission dated January 11, 2012.

2.1 Agreement and Plan of Reorganization dated March 4, 2010 (1)

10.1 Asset Acquisition Agreement with Jarish, Inc. dated June 21, 2010

_________

(1) Filed as Exhibit 2.1 to the to the registrant’s Form 8-K filed with the SEC on April 6, 2010, and incorporated herein by reference.

SIGNATURES

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

Dated: July 15, 2010

	THRIVE WORLD WIDE, INC.


Date: January 12, 2012	By:	/s/ Wendy Borow Johnson
		Wendy Borow Johnson, CEO

Thrive World Wide, Inc. By: /s/ Andrew J. Schenker Andrew J. Schenker, CEO

Exhibit Number Description

2.1 Agreement and Plan of Reorganization dated March 4, 2010 (1)

10.1 Asset Acquisition Agreement with Jarish, Inc. dated June 21, 2010

_________

(1) Filed as Exhibit 2.1 to the to the registrant’s Form 8-K filed with the SEC on April 6, 2010, and incorporated herein by reference.

Filing Compare · Thrive World Wide Inc.