UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

~~Pursuant~~CURRENT ~~to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 9, 2018~~REPORT

~~RANDOLPH~~PURSUANT ~~ACQUISITIONS,~~TO ~~INC.~~SECTION ~~(Exact~~13 ~~name~~OR of15(D) ~~registrant~~OF ~~as specified in its charter)~~THE

Delaware	000-55389	47-3152749
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)	Identification No.)

SECURITIES EXCHANGE ACT OF 1934

~~4228~~DATE ~~First~~OF ~~Avenue,~~REPORT ~~Suite #15, Tucker, GA 30084~~ (~~Address~~DATE ofOF ~~Principal~~EARLIEST ~~Executive~~EVENT ~~Offices~~REPORTED) March 5, 2018

~~404-267-7093~~RANDOLPH ACQUISITIONS, INC.

(~~Registrant's~~EXACT ~~telephone number,~~NAME ~~including~~OF ~~area~~REGISTRANT ~~code~~AS SPECIFIED IN CHARTER)

______________________________________________

Delaware		000-55389		47-3152749
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)		(COMMISSION FILE NO.)		(IRS EMPLOYEE IDENTIFICATION NO.)

~~(Former~~4228 ~~name~~First ~~or former address, if changed since last report)~~Avenue

Suite# 15

Tucker, GA 30084

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

404-267-7093 (ISSUER TELEPHONE NUMBER)

(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):

¨ Written communications pursuant to Rule 425 under the Securities Act ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act ¨ Pre-commencement communications pursuant to Rule 14d-2(17b) ~~CFR~~under ~~230.425~~the Exchange Act ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 45.~~01.~~02 ~~Changes~~Departure inof ~~Registrant’s~~Directors ~~Certifying~~or ~~Accountant~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(On March 5, 2018, Randolph Acquisitions, Inc., a Delaware corporation (the “Company”), ~~Dismissal~~announced ofthat ~~Independent~~the ~~Registered~~Company ~~Public~~and ~~Accounting~~Simon Gray had mutually agreed that Mr. Gray would resign from his ~~Firm~~position as the Company’s Chief Financial Officer, effective immediately, to pursue other business and personal interests. The mutual decision for Mr. Gray to resign did not result from and was not related to any disagreement between Mr. Gray and the Company relating to the Company’s financial reporting or condition, policies, or practices.

OnPursuant ~~February~~to 9,the ~~2018,~~terms ~~Randolph~~of ~~Acquisitions, Inc~~Mr. ~~(the “Company”) dismissed Anton & Chia, LLP as the Company~~Gray’s ~~independent~~employment ~~registered public accounting~~agreement, ~~firm.~~upon ~~The decision to change~~ the ~~Company’s~~mutual ~~independent~~agreement ~~registered public accounting firm was the result~~ of ~~a request for proposal process in which~~ the Company’s ~~Board~~and ofMr. ~~Directors conducted a comprehensive~~Gray, ~~competitive process to select~~ the ~~independent registered~~employment ~~public~~agreement ~~accounting~~could ~~firm,~~be ~~and~~terminated ~~which~~without ~~action~~requiring ~~was~~prior ~~ratified by the Company’s Board of Directors (the “Board”)~~notice.

The ~~audit reports of Anton & Chia, LLP on the financial statements of the~~ Company ~~for~~appreciates ~~each~~Mr. ofGray’s ~~the two most recent fiscal years ended December 31~~services, ~~2016~~ and ~~December~~wishes ~~31,~~him ~~2015~~well ~~did~~in ~~not~~his ~~contain~~future an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that the A&C reports for these fiscal years ended contained a going concern uncertaintyendeavors. ~~This uncertainty expressed substantial doubt about the Company's ability to continue as a going concern based on working capital deficits and the lack of profitable operations..~~

~~During~~The ~~the~~ Company’s ~~three~~Board ~~most~~of ~~recent fiscal~~Directors ~~years~~has ~~ended~~begun ~~December~~a ~~31,~~search ~~2017~~for a ~~and~~new ~~December~~chief ~~31,~~financial ~~2016~~officer. ~~and~~In ~~December 31, 2015 and during~~ the ~~subsequent~~ interim ~~period from January 1~~, ~~2018~~The through February 9, 2018, (i) there were no disagreements with Anton & Chia, LLP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures that, if not resolved to Anton & Chia, LLPCompany’s ~~satisfaction,~~Chief ~~would~~Executive ~~have caused Anton &Chia~~Officer, ~~LLP~~Richard toJ. ~~make~~Randolph ~~reference~~III, towill resume the ~~subject~~duties ~~matter~~ of ~~the~~chief ~~disagreement~~financial ~~in connection with its reports and (ii) there were no “reportable events” as defined in Item 304(a)(1)(v) of Regulation S-K~~officer.

The Company provided Anton & Chia, LLP with a copy of the disclosures in this report prior to filing with the Securities and Exchange Commission (the “SEC”). As of this filing, Anton & Chia, LLP has not provided a copy of the letter to the SEC, stating whether it agrees with the statements made in this report. Upon receipt of the letter from Anton & Chia, LLP, the Company will file an amendment to this Current Report on Form 8-K to include the letter as an exhibit.SIGNATURES

~~(b)~~Pursuant ~~Engagement~~to ofthe ~~New~~requirements ~~Independent~~of ~~Registered~~the ~~Public~~Securities ~~Accounting~~Exchange Act ~~Firm~~of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

On February 9, 2018, the Board of Directors engaged Benjamin & Young, LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2017 and quarterly review periods ending March 31, 2018, June 30, 2018 and September 30, 2018.

RANDOLPH ACQUISITIONS, INC.



By:	/s/ Richard J. Randolph III
	Richard J. Randolph III
	Chief Executive Officer, President
	(Principal Executive Officer)

Date:	March 9, 2018

During the two most recent fiscal years ended December 31, 2017 and December 31, 2016 and during the subsequent interim period from January 1, 2018 through February 9, 2018, neither the Company, nor anyone on its behalf consulted Benjamin & Young, LLP regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report nor oral advice was provided to the Company that Benjamin & Young, LLP concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue, or (ii) any matter that was either the subject of a “disagreement” or a “reportable event”, each as defined in Regulation S-K Item 304(a)(1)(v).

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

None

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.

	Randolph Acquisitions, Inc.
Dated: February 21, 2018	By:	/s/ Richard J. Randolph III
	Chief Executive Officer, President

Filing Compare · Randolph Acquisitions, Inc.