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): February 24, 2010

 

Vita
Spirits Corp.

(Exact
name of registrant as specified in its charter)

 

	
		
			
			

			

			Nevada
			
			

			

			000-519676
			
			

			

			N/A
		
		
			
			


			(State or other jurisdiction of incorporation)
			
			


			(Commission File Number)
			
			


			(IRS Employer Identification No.)
		
	

 Post Office 020, Lu Yuan
District
Chang Chun, Ji Lin
Chang Chun, China, 130062

 

 (Address
of principal executive offices with zip code)

 

604-269-6622


(Registrant's telephone number, including area code)

N/A

(Former
name or 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 communications pursuant to Rule 452 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 240.14e-4(c))


_______________________________________________________________________________________________________________________________________________

Item
4.01    Changes in Registrant's Certifying Accountant.

(a)
Effective as of February 24, 2010, M&K CPAS, PLLC was dismissed as the principal
independent accountants of Vita Spirits Corp. (the "Company").

For the
past fiscal period, the reports of the former independent accountants, M&K CPAS,
PLLC, contained no adverse opinion, disclaimer of opinion or qualification or
modification as to uncertainty, audit scope or accounting principles, except for
a "going concern" opinion issued in its reports for the year ended July 31,
2009.

During the
Company's most recent fiscal year and any subsequent interim period preceding
the date hereof, there were no disagreements with the former accountants 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 the former accountants would have caused it to make reference to
the subject matter of the disagreements in connection with its report.


During the
Company's most recent fiscal year and any subsequent interim period preceding
the date hereof, there were no reportable events (as described in paragraph
304(a)(1)(iv)(B) of Regulation S-B). 

The
Company has requested M&K CPAS, PLLC to furnish it a letter addressed to the
Commission stating whether it agrees with the above statements. A copy of that
letter, dated February___ 2010, is filed as Exhibit 16.1 to this Form 8-K.


(b)
Effective as of February 24, 2010, the Company engaged, Stan J.H. Lee, CPA, CMA
as its principal independent accountant to audit the financial statements of the
Company. The change in the Company's independent accountant was approved by the
Company's Board of Directors. During the Company's most recent fiscal year, and
any subsequent period prior to engaging Stan J.H. Lee, CPA, CMA, neither the
Company nor, to the best of the Company's knowledge, anyone acting on the
Company's behalf, consulted Stan J.H. Lee, CPA, CMA 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 either a written report was provided to
the Company or oral advice was provided that the new accountant concluded was an
important factor considered by the Company in reaching a decision as to the
accounting, auditing or financial reporting issue; or (ii) any matter that was
subject of a disagreement with the former accountant or a reportable event (as
described in paragraph 304(a)(1)(iv) of Regulation S- B).

Item
9.01    Financial Statements and Exhibits

List below
the financial statements, pro forma financial information and exhibits, if any,
filed as part of this report.

Exhibits:

16.1   
Letter re change in certifying accountant.

 


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 thereunto
duly authorized.


Registrant: Vita Spirits Corp.

Signed:
/s/ Tie Ming
Li

Name:
Tie Ming Li

Title:
President

Date:
February 24, 2010