SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549


                                   FORM 8-K/A
                                (Amendment No. 1)


                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): March 31, 2006

                         STRIKEFORCE TECHNOLOGIES, INC.
________________________________________________________________________________

New Jersey                                                            22-3827597
________________________________________________________________________________

(State or other jurisdiction    (Commission File Number)        (I.R.S. Employer
of incorporation)                                            Identification No.)

     1090 King Georges Post Road, Suite 108, Edison, NJ              08837
________________________________________________________________________________
        (Address of principal executive offices)                   (Zip Code)


Registrant's telephone number, including area code:              (732) 661 9641
________________________________________________________________________________

                                       N/A
________________________________________________________________________________
          (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(b)  under the Exchange Act (17
CFR 240.14a-12(b))

[ ] 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 4.01     CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS

2.   New Independent Registered Public Accounting Firm.

The Registrant has engaged Massella & Associates, CPA, PLLC, effective March 31,
2006, as its new  independent  registered  public  accounting  firm to audit the
Registrant's financial statements.  Prior to such engagement, the Registrant did
consult such firm and discussed with the successor  auditor the documentation it
presented to the predecessor  auditor (prior to the dismissal of the predecessor
auditor) matters referenced in Regulation S-B Item 304(a)(2).

The Registrant  provided the successor  auditor with copies of the  Registrant's
disclosures required by Regulation S-B Item 304 and requested that the successor
auditor review such disclosures.  The successor auditor was given an opportunity
to  furnish  the  Registrant  with  a  letter  addressed  to the  Commission  in
accordance with Item  304(a)(2)(ii)(D)  of Regulation S-B. The successor auditor
has verbally  advised us that it agrees with the  Registrant's  disclosures  and
that there is no  further  clarification  necessary.  Therefore,  the  successor
auditor has  elected  not to provide a letter  addressed  to the  Commission  in
accordance with Item 304(a)(2)(ii)(D) of Regulation S-B.

ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS.

(a) Financial Statements of Businesses Acquired:         None
(b) Pro-Forma Financial Statements:                      None
(c) Exhibits:                                            None





                                   SIGNATURES

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


                                      STRIKEFORCE TECHNOLOGIES, INC.

                                      (Registrant)




                                      By: /s/ Mark Corrao
                                          ----------------
                                          Mark Corrao
                                          Chief Financial Officer




Dated:  April 13, 2006