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): ~~October~~November 824, 2009

ICP SOLAR TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)

NEVADA	000-51790	20-0643604
(State or other jurisdiction of	(Commission File Number)	(IRS Employer Identification No.)
incorporation)

7075 Place Robert-Joncas Unit 131

Montreal, Quebec H4M 2Z2

(Address of Registrant’s principal executive offices)

(514) 270-5770

(Registrant’s telephone number, including area code)

(Not Applicable)

(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 (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~~Item 14.01

~~ENTRY~~Changes ~~INTO~~in ~~A MATERIAL~~Registrant’s ~~DEFINITIVE~~Certifying ~~AGREEMENT~~Accountant.

On November 24, 2009, the Board of Directors of ICP Solar Technologies Inc.(the "Company") approved the dismissal of RSM Richter Chamberland LLP ("RSM") as the Company’s independent registered public accounting firm. The audit report of RSM on the Company’s consolidated balance sheets as at January 31, 2009 and 2008 and the related consolidated statements of operations and comprehensive loss, shareholders' equity and cash flows for the years then ended ("Audit Period") did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that the report contained an explanatory paragraph stating that "as described in note 2 to the financial statements, the Company has experienced operating losses and requires significant capital to finance operations and repay existing indebtedness. This raises substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in note 2. The financial statements do not include any adjustments that may result from the outcome of this uncertainty."

OnThe ~~October~~audit 8,report ~~2009,~~of ~~ICP~~RSM ~~Solar Technologies~~on ~~Inc. (~~the ~~"Company")~~effectiveness ~~entered into a line~~ of ~~credit agreement~~internal ~~("Agreement")~~control ~~and~~over ~~related~~financial ~~agreements~~reporting ~~("Transaction~~as ~~Documents")~~of ~~with~~the ~~BridgePointe Master~~Audit ~~Fund~~Period ~~Ltd.,~~contained ~~Gemini~~the ~~Master~~following explanatory ~~Fund,~~paragraph: ~~Ltd.,~~"We ~~and~~were ~~Platinum~~not ~~Long~~engaged ~~Term~~to ~~Growth~~examine ~~VI,~~management's assertion ~~LLC~~about (the ~~"Buyers")~~effectiveness inof ~~reliance upon~~ the ~~exemption~~Company's ~~from~~internal ~~securities~~control ~~registration~~over financial ~~afforded~~reporting byat ~~Rule~~January ~~506~~31, ~~under~~2009 ~~Regulation~~included Din asItem ~~promulgated~~9A by(T) ~~the~~of ~~United States Securities and Exchange Commission under~~ the ~~Securities~~10-K ~~Act~~filing ~~of 1933~~and, ~~as amended,~~ ~~for~~accordingly, ~~advances~~we ~~("Advances")~~do upnot toexpress aan ~~maximum~~opinion ~~aggregate amount of US $800,000~~thereon."

~~All~~During ~~Advances~~the ~~made~~Audit byPeriod ~~the~~and ~~Buyers~~subsequent interim period through ~~shall~~November be24, ~~used~~2009, bythere ~~the~~were ~~Company~~no ~~solely~~disagreements ~~for~~(as ~~the~~defined ~~purchase~~in Item 304(a)(1)(iv) of ~~inventory~~Regulation ~~for~~S-K) with RSM on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of RSM, would have caused RSM ~~Company~~to make reference to the subject matter of the disagreements in its reports.

~~The~~During ~~Grid Notes are secured by an existing first lien on all of~~ the ~~assets~~Audit ofPeriod ~~the~~and ~~Company, on~~ the ~~terms~~subsequent ~~set~~interim ~~forth~~period inthrough ~~the~~November ~~Security~~24, ~~Agreement.~~2009, ~~The~~there ~~Company’s~~were ~~obligations~~no ~~under~~reportable ~~the~~events ~~Grid~~(as ~~Notes~~defined ~~and Agreement~~in ~~are guaranteed by certain of the Company’s subsidiaries pursuant to~~Item ~~the~~304(a)(1)(v) ~~terms~~ of ~~the~~Regulation ~~Subsidiary Guarantee Agreement~~S-K).

The ~~shares~~Company has provided RSM with a copy of ~~Common~~this ~~Stock~~report, ~~issuable~~and ~~upon~~has ~~conversion~~requested ofthat RSM furnish the ~~Grid~~Company ~~Notes~~with ~~are~~a ~~not~~letter ~~required~~addressed to bethe Securities ~~registered~~and ~~under~~Exchange Commission stating whether or not it agrees with the ~~Transaction~~statements ~~Documents~~made above. A copy of RSM’s letter dated November 30, 2009 is attached as Exhibit 16.1 to this report.

~~Holders~~On November 24, 2009, the Board of Directors of the ~~Grid~~Company approved ~~Notes~~the ~~may~~engagement of LBB & Associates Ltd. LLP ("LBB") as the Company’s ~~require~~independent registered public accounting firm. During the Audit Period and the subsequent interim period through November 24, 2009, neither the Company nor anyone on its behalf consulted with LBB with respect to ~~redeem~~(a) the ~~Grid~~application ~~Notes~~of accounting ~~upon~~principles to a specified transaction, either completed or proposed, or the ~~occurrence~~type of ~~any~~audit ~~one~~opinion that might be rendered on the Company’s consolidated financial statements, and neither a written report was provided to the Company nor oral advice was provided that LBB concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (b) any matter that was either the ~~more~~subject of ~~events~~a ofdisagreement ~~default~~(as ~~specified~~defined in Item 304(a)(1)(iv) of Regulation S-K and the ~~Grid~~related ~~Notes~~instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K).

The President and CEO of the Company has agreed to a to a lockup of sales of Company securities owned by him for so long as any of the Grid Notes remain outstanding pursuant to the terms of a Lockup Agreement.

Copies of the Line of Credit Agreement, Subsidiary Guarantee, Form of Grid Note, Security Agreement, Lockup Agreement, and a copy of a press release dated October 13, 2009, are attached hereto. The foregoing descriptions are qualified in their entirety to such exhibits, which are incorporated by reference herein.

~~ITEM~~Item 29.0301

~~CREATION~~Financial OFStatements ~~A DIRECT FINANCIAL~~and ~~OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT~~Exhibits.

~~The information provided in Item 1~~(d) Exhibits.01 ~~of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.~~

ITEM 3.02


Exhibit No.	Description


16.1	Letter from RSM Richter Chamberland LLP to the Securities and Exchange Commission dated November 30, 2009

UNREGISTERED SALES OF EQUITY SECURITIES.

The information provided in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No.	Description
4.2	Form of 11% Senior Secured Convertible Grid Note Due October 1, 2010.
10.1	Line of Credit Agreement, dated October 8, 2008, between ICP Solar Technologies, Inc., BridgePointe Master Fund Ltd., Gemini Master Fund, Ltd., and Platinum Long Term Growth VI, LLC.
10.2	Subsidiary Guarantee, dated October 8, 2009, by ICP Solar Technologies, Inc., 1260491 Alberta, Inc., ICP Solar Technologies, ICP Global Technologies, Inc., and WES Power Technology, Inc.
10.3	Security Agreement, dated October 8, 2009, , between ICP Solar Technologies, Inc., 1260491 Alberta, Inc., ICP Solar Technologies, ICP Global Technologies, Inc., WES Power Technology, Inc., BridgePointe Master Fund Ltd., Gemini Master Fund, Ltd., and Platinum Long Term Growth VI, LLC.
10.4	Lockup Agreement, dated October 8, 2009.
99.1	Press Release issued by ICP Solar Technologies Inc. dated October 13, 2009.

SIGNATURE

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.

Date: ~~October~~December 141, 2009

ICP SOLAR TECHNOLOGIES INC. /s/ Sass Peress ~~Sass~~SASS ~~Peress~~PERESS President, Chief Executive Officer and Chairman

Filing Compare · ICP Solar Technologies Inc.