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): November 1621, 2017

INTELLIGENT HIGHWAY SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Nevada		000-55154		30-0680119
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employee Identification No.)

2376 Gold River Rd, Suite 100

Rancho Cordova, CA 95670

(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (720) 460-1390

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 (127 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (27 CFR 240.14d-2 (b))

[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (27 CFR 240.13e-4(c))

~~Item~~Explanatory ~~4.01 Changes in Registrant’s Certifying Accountant.~~ Note

~~Dismissal~~On ofNovember ~~Previous~~20, ~~Independent~~2017 ~~Registered~~Intelligent ~~Public~~Highway ~~Accounting~~Solutions, ~~Firm~~Inc. (the “Company”) filed a Current Report on Form 10-Q (the “Original Form 10-Q”) with the Securities and Exchange Commission. The Company subsequently determined that the footnotes to the consolidated financial statements filed for the three and nine months ended September 30, 2017 contained an item that require correction pertaining to the disclosure of a certain convertible note payable.

OnAdditionally, ~~November~~the ~~16,~~Company ~~2017~~determined certain conversion notices on convertible notes payable received were incorrectly applied to a convertible note entered into on June 26, ~~the~~2015 ~~Board~~where ofthese ~~Directors~~conversions ofwere ~~Intelligent~~for ~~Highway~~a ~~Solutions~~convertible note payable entered into on December 12, ~~Inc~~2014. The ~~(the “~~Company”) ~~dismissed~~has ~~Anton~~determined ~~& Chia,~~there ~~LLP~~is ~~(“Anton”)~~not asa ~~its~~material ~~independent~~impact ~~registered~~on ~~public~~the ~~accounting~~financial ~~firm~~statements for the periods impacted.

~~The~~Item ~~report~~8.01. ofOther Anton on the audited financial statements of the Company for the fiscal years ended December 31, 2016 and December 31, 2015 did not contain any adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles, except for a going concern qualification on the Company’s financial statements for the fiscal years ended December 31, 2016 and December 31, 2015.Events

~~During~~In Note ~~the~~8 ~~Company’s~~– ~~two~~Convertible ~~most~~Notes ~~recent~~Payable ~~fiscal~~to ~~years,~~ the ~~subsequent~~consolidated ~~interim~~financial ~~period~~statements ~~thereto, and through November 16, 2017, there were no disagreements (~~as ~~defined in Item 304~~ of ~~Regulation~~and ~~S-K)~~for ~~with~~the ~~Anton~~nine onmonths ~~any~~ended ~~matter of accounting~~September ~~principles or practices~~30, ~~financial statement disclosure~~2017, ~~or auditing scope or procedure, which disagreements, if not resolved to~~ the ~~satisfaction~~Company ofdisclosed ~~Anton,~~a ~~would~~convertible ~~have~~note ~~caused~~outstanding ~~it to make reference in connection~~ with ~~its~~a ~~opinion~~principal tobalance ~~the subject matter~~ of ~~the disagreement. Further~~$128,087 ~~during~~and ~~the Company’s two most recent fiscal years~~$55,000 ~~the~~as ~~subsequent~~of ~~interim period thereto~~September 30, 2017 and ~~through~~December ~~November 16~~31, ~~2017,~~ ~~there~~2016 ~~were no reportable events (~~as ~~defined in Item 304(a)(1)(v) of Regulation S-K).~~follows:

WeConvertible ~~furnished Anton with~~note apayable ~~copy~~to ofnon-related ~~this disclosure on November 20~~party, ~~2017,~~ ~~providing Anton with~~interest ~~the opportunity~~rate toof ~~furnish~~10%, ~~the~~unsecured, ~~Company~~due ~~with~~on aDecember ~~letter~~12, ~~addressed~~2015. toCurrently ~~the~~in ~~Securities~~default. ~~and~~May ~~Exchange~~be ~~Commission~~converted at (the ~~“SEC”)~~option ~~stating whether~~of ~~it agrees with~~ the ~~statements~~holder ~~made~~into bycommon usstock ~~herein~~at ina ~~response~~price equal to ~~Item 304(~~a) of40% ~~Regulation~~discount ~~S-K~~from ~~and, if not, stating~~ the ~~respect~~ inlowest ~~which~~closing itbid ~~does~~price ~~not~~during ~~agree. A~~the fifteen ~~copy~~days ~~of Anton’s~~prior ~~letter addressed~~ to ~~the SEC is filed as Exhibit 16~~conversion.1 toThe ~~this~~Company ~~Report~~may ~~or shall be filed by amendment. (If~~ not ~~attached,~~repay ~~we will file~~ the ~~letter~~convertible asnote anin ~~exhibit to an amended Current Report on Form 8-K/A within two business days of receipt~~cash.)

~~Engagement~~The description of ~~New~~this ~~Independent~~note ~~Registered~~was ~~Public~~in ~~Accounting~~error ~~Firm~~and should read as follows:

OnConvertible ~~November~~note ~~16,~~payable ~~2017~~to non-related party, ~~the~~interest ~~Board~~rate of ~~Directors~~10%, unsecured, due on March 24, 2016. Currently in default. May be converted to common stock at the option of the ~~Company~~holder ~~engaged~~at ~~Dale,~~a ~~Matheson,~~rate ~~Carr-Hilton~~equal ~~Labonte~~to ~~LLP~~a ~~(“DMCL”)~~45% discount from the lowest trading price during the twenty asdays ~~our~~prior ~~independent~~to ~~registered~~conversion ~~public~~but ~~accounting~~not ~~firm~~less than $0.00005. The Company may not repay the convertible note in cash.

~~During~~To ~~the~~further ~~years ended December 31~~clarify, ~~2016, and 2015,~~ the ~~subsequent~~original ~~interim~~note ~~period~~resulted ~~thereto,~~in ~~and~~cash ~~through~~proceeds ~~November~~of 16$50,000 ~~2017, neither the Company nor anyone acting on its behalf consulted DMCL with respect~~ to ~~(i)~~ the ~~application~~Company ofand ~~accounting~~contained ~~principles to~~ a ~~specified transaction~~$5,000 ~~either~~original ~~completed~~issue ordiscount for ~~proposed,~~a ortotal ~~the~~original ~~type~~principal balance of ~~audit~~$55,000. ~~opinion~~Default ~~that~~penalties ~~might~~totaling ~~be rendered on the Company’s financial statements~~$73,087 ~~and~~were ~~neither~~added ~~a written report nor oral advice was provided~~ to the ~~Company~~note ~~that~~principal ~~DMCL concluded was an important factor~~subsequently ~~considered~~resulting ~~by the Company~~ in ~~reaching~~ a ~~decision~~total asbalance ~~to the accounting~~due, ~~auditing~~excluding oraccrued ~~financial~~interest, ~~reporting~~of ~~issues;~~$128,087 oras ~~(ii) any matter that was the subject~~ of aSeptember ~~disagreement or a reportable event set forth in Item 304(a)(1)(iv) and (v)~~30, ~~respectively, of Regulation S-K~~2017.

~~[Item~~The ~~9.01~~disclosure ~~Financial~~error ~~Statements~~is limited to the description of the note payable and ~~Exhibits~~all principal and accrued interest payable balances are not impacted.

Additionally, in the 10-K for the years ended December 31, 2015 and 2014 filed with the Securities and Exchange Commission on May 12, 2017, the Company included the following disclosures in Note 8 – Convertible Notes Payable:

On December 12, 2014, the Company received a loan totaling $50,000 from an unrelated party. The note carries interest at 10% per annum and is due on December 12, 2015. The holder has the right to convert the principal and accrued but unpaid interest to common stock at any time after 180 days from the note date, or June 10, 2015, at a 40% discount from the lowest closing bid price for the Company’s common stock for the fifteen prior trading days. During the year ended December 31, 2015, the Company incurred a default penalty equal to 10% of the principal amount of the note, or $5,000, which was added to the existing principal outstanding. There was $55,000 and $50,000 of principal and $5,687 and $260 of accrued interest payable at December 31, 2015 and 2014.

On June 26, 2015, the Company received a loan totaling $55,000 from an unrelated party. The note bears interest at 10% per annum and is due March 24, 2016. Of the $55,000 total note, $5,000 was an original issue discount resulting in net cash proceeds to the company of $50,000. Additionally, the note may be converted to common stock at the option of the holder at a rate equal to a 45% discount from the lowest trading price during the twenty days prior to conversion but not less than $0.00005. During the year ended December 31, 2015, the Company accepted seven separate conversion notices resulting in 57,406,767 common shares being issued in exchange for a reduction of principal totaling $55,000. There was $0 in principal plus $2,137 and $0 in accrued interest due at December 31, 2015 and 2014.

The conversion notices received were applied to the incorrect convertible note payable and the disclosure should read as follows:

On December 12, 2014, the Company received a loan totaling $50,000 from an unrelated party. The note carries interest at 10% per annum and is due on December 12, 2015. The holder has the right to convert the principal and accrued but unpaid interest to common stock at any time after 180 days from the note date, or June 10, 2015, at a 40% discount from the lowest closing bid price for the Company’s common stock for the fifteen prior trading days. During the year ended December 31, 2015, the Company incurred a default penalty equal to 10% of the principal amount of the note, or $5,000, which was added to the existing principal outstanding. During the year ended December 31, 2015, the Company accepted seven separate conversion notices resulting in 57,406,767 common shares being issued in exchange for a reduction of principal totaling $55,000. There was $0 and $50,000 of principal and $0 and $260 of accrued interest payable at December 31, 2015 and 2014.

On June 26, 2015, the Company received a loan totaling $55,000 from an unrelated party. The note bears interest at 10% per annum and is due March 24, 2016. Of the $55,000 total note, $5,000 was an original issue discount resulting in net cash proceeds to the company of $50,000. Additionally, the note may be converted to common stock at the option of the holder at a rate equal to a 45% discount from the lowest trading price during the twenty days prior to conversion but not less than $0.00005. There was $55,000 and $0 in principal plus $2,137 and $0 in accrued interest due at December 31, 2015 and 2014.

The Company has determined there is not a material impact on the financial statements presented as a result of the error.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits: The following exhibits are filed as part of this report:

Exhibit No.		Description
16.1		~~Letter~~Form ~~from~~10-Q ~~Anton~~for &the ~~Chia~~quarterly ~~LLP~~period ended September 30, 2017
		(attached or to be filed by Amendment)
		(by reference)
16.2		Form 10-K for the year ended December 31, 2015

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.

	INTELLIGENT HIGHWAY SOLUTIONS, INC.
Date: November 20, 2017	By:	/s/ Devon Jones
Date: November 21, 2017	By:	/s/ Devon Jones
		Devon
		Devon Jones
		Jones Chief Executive Officer
		Chief Executive Officer

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