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): August 2226, 2011

VALCOM, INC.

(Exact name of registrant as specified in its charter)


Delaware	000-28416	58-1700840
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2113A Gulf Boulevard, Indian Rocks Beach, Florida 33785

(Address of principal executive offices and Zip Code)

Registrant's telephone number, including area code: (727) 953-9778

Copies to:

Jonathan R. Shechter, Esq.

Alon Harnoy, Esq.

SHIBOLETH LLP

1 Penn Plaza, 25th Floor

New York, New York 10119

Phone: (212) 244-4111

Fax: (212) 563-7108

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 (17 CFR 230.425)

[ ] 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))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Departure~~As ofpreviously ~~Directors~~reported oron ~~Certain~~Form ~~Officers;~~8-K ~~Election~~filed with the Securities and Exchange Commission on August 24, 2011, on August 22, 2011, a majority of ~~Directors;~~the ~~Appointment~~board of directors of ~~Certain~~Valcom, ~~Officers;~~Inc. ~~Compensatory~~(the ~~Arrangements~~“Majority Board”) adopted by written consent a resolution (the “Resolution”) terminating Mr. Vincent Vellardita as President and Chief Executive Officer of ~~Certain~~Valcom, ~~Officers~~Inc. (the “Company”), with immediate effect, and appointed Patrick Willemsen as President & Chief Executive Officer of the Company.

On August 2230, 2011, the Company held a ~~majority~~duly-called special meeting of the ~~board~~Board of ~~directors~~Directors of ~~Valcom,~~the ~~Inc.~~Company (the “~~Majority~~ Board Meeting”). ~~adopted~~At bysuch ~~written~~meeting, ~~consent~~the aMajority ~~resolution~~Board reconfirmed, (ratified and approved the ~~“Resolution”)~~Written Consent in all respects. Further, the Majority Board expressly voted upon and adopted resolutions terminating Mr. Vincent Vellardita as Chairman of the Board, President and Chief Executive ~~Officer~~Officerof the Company and appointed Patrick Willemsen as Chairman of ~~Valcom~~the Board, ~~Inc.~~President (and Chief Executive Officer of the “Company”). In addition, ~~with~~at ~~immediate~~the Board ~~effect~~Meeting, the Board authorized and ~~appointed~~approved ~~Patrick~~the ~~Willemsen~~formation asof ~~President~~a &committee ~~Chief~~to ~~Executive~~evaluate ~~Officer~~and, ofif decided, proceed with litigation by the Company, inagainst Mr. Vellardita’s ~~stead~~in connection with his actions, errors and omissions while serving as Chairman of the Board, President and Chief Executive Officer of the Company.

~~Mr.~~Item ~~Willemsen has been serving as a Director of the Company since 2009~~8. Mr01. ~~Willemsen~~Other ~~started his professional career with a Dutch foundation that was responsible for the implementation of the first Internet-over-cable and TV-shopping mall solution for a Dutch CATV operator~~Events. In 1995 he started a trading company in the Netherlands and imported food products from the Middle East to Europe, US and Asia. In 1997, Mr. Willemsen founded a telecommunications company and rapidly grew the company until it hada market capitalization in excess of $250 million. In 2003, Mr. Willemsen moved to the USA and founded the company Emergo Consultancy. Emergo is active in consultancy and international business opportunities. The company assists small and medium sized companies in growth and provides an emphasis on international expansion. In 2007, Mr. Willemsen founded ABEX Capital INC, which was formed to manage investment funds used for structuring and acquiring distressed real estate and notes. Mr. Willemsen studied economics and management in Amsterdam at the Hoge school van Amsterdam.

OnThe ~~August~~Company ~~22,~~has been ~~2011,~~advised ~~Mr.~~by ~~Vellardita~~Silvana ~~provided~~Costa ~~certain~~Manning, ~~Majority~~a ~~Board~~member ~~members~~of ~~with~~the aBoard ~~legal~~of ~~opinion~~Directors (of the Company (“~~Opinion~~Manning”), ~~dated~~that ~~August~~on 22August 26, 2011, ~~issued~~Manning byfiled ~~counsel~~a incomplaint ~~connection~~(the ~~with~~“Complaint”) ain ~~purported~~the ~~Special~~Court ~~Meeting~~of Chancery of the State ~~Shareholders~~ of ~~Valcom,~~Delaware ~~Inc.~~ (the “~~Special Meeting~~Court”), ~~called~~Case ~~by Mr~~No. ~~Vellardita which was purportedly held on Sunday~~6812, ~~August~~in ~~21,~~an ~~2011~~action atto ~~3pm~~invalidate (the ~~“Purported~~purported ~~Special~~removal ~~Meeting~~ of ~~Shareholders”).~~three ~~Pursuant~~directors, namely, toSilvana ~~the~~Costa ~~Opinion~~Manning, itTimothy ~~was~~Harrington, ~~alleged~~and ~~that~~Mike aVredegoor ~~majority~~and of the ~~Company~~purported ~~shareholders~~election ~~voted~~of intwo ~~favor~~directors of ~~(i)~~ the ~~removal~~Company, namely, ofRahul ~~Mr.~~Rathod ~~Timothy~~and ~~Harrington~~Nalin Rathod, ~~Mr.~~pursuant ~~Michael~~to ~~Vredegoor,~~actions ~~and~~taken Msby Mr. ~~Silvana~~Vincent ~~Costa~~Vellardita ~~Manning~~by asmeans ~~members~~ of, ~~the~~among ~~Board~~other ofthings, ~~Directors~~the unlawful issuance of the Company’s ~~and~~securities. ~~(ii)~~In ~~the~~addition, ~~election~~concurrently ofwith ~~Mr.~~the ~~Nalin~~filing ~~Rathod~~of ~~and~~the ~~Mr.~~Complaint, ~~Rahul~~Manning ~~Rathod~~filed a asmotion ~~members~~for ofan ~~the~~interim ~~Board~~order ofto ~~Directors~~maintain of the ~~Company. The~~status ~~Majority~~quo ~~Board~~with ~~members~~respect ~~refute~~to the ~~contents~~business and ~~conclusions~~affairs of the ~~Opinion~~Company, ~~for~~which ~~multiple~~was ~~reasons,~~named as ~~including~~a ~~but~~nominal ~~not~~defendant ~~limited~~in to the ~~fact~~action. ~~that~~The ~~the~~Motion ~~Special~~seeks ~~Meeting~~to ~~was~~maintain ~~not~~the ~~duly~~status ~~called~~quo, ~~nor~~pending ~~was~~resolution ~~adequate~~of ~~notice provided to~~ the ~~Company~~action, ~~shareholders~~that ~~pursuant~~accurately toreflects the ~~Bylaws~~governance structure of the ~~Company. Accordingly,~~Board ~~the~~of ~~Majority~~Directors of ~~Board~~the ~~maintains~~Company ~~that~~as of the ~~Purported~~May ~~Special~~11, ~~Meeting~~2011 ofshareholder ~~Shareholders~~meeting ~~was~~and ~~not~~prior ~~duly~~to ~~called,~~Mr. ~~nor~~Vellardita’s ~~complied~~purported inactions ~~form~~removing ~~nor~~Manning, Vredegoor ~~substance~~and ~~with~~Harrington from the ~~requirements~~Board ~~for~~of ~~holding~~Directors, asand ~~special~~the ~~meeting~~election asof ~~set~~two ~~forth~~new indirectors of the Company. ~~Bylaws~~In addition, ~~and~~Manning is ~~therefore~~seeking nocosts, ~~such~~expenses ~~meeting~~and ~~legally~~reasonable ~~occurred,~~attorney’s ~~and~~fees asincurred ain ~~result~~connection nowith ~~actions~~this ~~nor~~matter, ~~votes~~and ~~can~~such beother ~~effectuated~~ relief as ~~a result of~~ the ~~Purported~~Court ~~Special~~deems ~~Meeting~~just ofand ~~Shareholders~~proper.

Item 9.01 Financial Statements and Exhibits.

~~Financial Statements and Exhibits.~~None

~~None~~SIGNATURES

~~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.

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.


	Valcom, Inc.

Date: September 1, 2011	By:	/s/ Patrick Willemsen
		Name: Patrick Willemsen
		Title: Chief Executive Officer

	Valcom, Inc.
Date: August 24, 2011	By:	/s/ Patrick Willemsen
		Name: Patrick Willemsen
		Title: Chief Executive Officer

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