Viper Networks, Inc. Form 8-K dated August 8, 2006

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 8, 2006__

VIPER NETWORKS, INC.

(Exact Name of Registrant as Specified in Charter)

Nevada	0032939	87-0410279
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

10373 Roselle Street, Suite 170, San Diego, California 92121

(Address of Principal Executive Offices, Zip Code)

Registrant’s telephone number, including area code: (858) 452-8737

(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:

[ ] Written communication 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)).

As used herein, the terms, “we,” “us,” “our,” and the “Company” refers to Viper Networks, Inc., a Nevada corporation and its subsidiaries, unless otherwise stated.

ITEM 4.01 Change in Registrant’s Certifying Accountant

(A) Resignation of Armando C. Ibarra, CPA-APC

On August 8, 2006, we received a notice from our principal independent accountant, Armando C. Ibarra, CPA-APC that it declined to stand for re-election. Their decision was the result of a decision that the accountant made to discontinue their PCAOB registration.

Armando C. Ibarra, CPA-APC has served as our principal independent accountant for the prior five fiscal years from 2001 through 2005, inclusive through August 8, 2006. The principal independent accountant’s report issued by Armando C. Ibarra, CPA-APC for either of the years ended December 31, 2004 and December 31, 2005 did not contain any adverse opinion or disclaimer of opinion and it was not modified as to uncertainty, audit scope, or accounting principles.

We are able to report that during the years ended December 31, 2004 and December 31, 2005 and through August 8, 2006 there were no disagreements with Armando C. Ibarra, CPA-APC, our former principal independent accountant, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Armando C. Ibarra, CPA-APC’s satisfaction, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its reports on our consolidated financial statements for such periods. We have requested that Armando C. Ibarra, CPA-APC furnish us with a letter addressed to the U.S. Securities and Exchange Commission stating whether or not it disagrees with the above statements. A copy of such letter is filed herewith as Exhibit 16.1.

(B) Engagement of Chang G. Park, CPA, Ph. D.

On August 9, 2006, upon authorization and approval of the Company’s Board of Directors, the Company engaged the services of Chang G. Park, CPA, Ph.D. (“Park”) as its independent registered public accounting firm.

No consultations occurred between the Company and Park during the years ended December 31, 2004 and December 31, 2005 and through August 9, 2006 regarding either: (i) the application of accounting principles to a specific completed or contemplated transaction, the type of audit opinion that might be rendered on the Company’s financial statements, or other information provided that was an important factor considered by the Company in reaching a decision as to an accounting, auditing, or financial reporting issue, or (ii) any matter that was the subject of disagreement or a reportable event requiring disclosure under Item 304(a)(1)(iv) of Regulation S-B.

ITEM 9.01 Financial Statements and Exhibits

	(d) Exhibits

	Exhibit Number		Exhibit Title or Description
	16.1		Letter from Armando C. Ibarra, CPA-APC to the U.S. Securities and Exchange Commission

SIGNATURES

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


	Viper Networks, Inc.

Date: August 11, 2006	By:	/s/ Farid Shouekani
		Farid Shouekani, President