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): December 8, 2003


                             AEGIS ASSESSMENTS, INC.
                             -----------------------
        (Exact name of small business issuer as specified in its charter)

Commission file number

Delaware                                                72-1525702
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(State or other jurisdiction              (I.R.S. Employer Identification No.)
of incorporation or organization)


             4100 Newport Place, Suite 660, Newport Beach, CA 92660
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                    (Address of principal executive offices)

                                  877.718.7599
                                  ------------
                           (Issuer's telephone number)




ITEM  4.     Change in Registrant's Certifying Accountant

Effective December 8, 2003, the Company decided to replace Kelly & Company,
which audited the Company's financial statements for the fiscal year ended July
31, 2003, with Hein & Associates, LLP to act as the Company's independent
auditors. The reports of Kelly & Company for that fiscal year did not contain an
adverse opinion, or disclaimer of opinion and were not qualified or modified as
to audit scope or accounting principles. However, the report of Kelly & Company
for that fiscal year was qualified with respect to uncertainty as to the
Company's ability to continue as a going concern. During the Company's most
recent fiscal year and subsequent interim periods there were no disagreements
with Kelly & Company on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of Kelly & Company would have
caused it to make reference to such disagreements in its reports.

The Company has authorized Kelly & Company to discuss any matter relating to the
Company and its operations with Hein & Associates, LLP

The change in the Company's auditors was recommended and approved by the board
of directors of the Company.

During the two most recent fiscal years, the Company did not consult with Hein &
Associates, LLP regarding 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, or any
matter that was the subject of a disagreement or a reportable event as defined
in the regulations of the Securities and Exchange Commission.

Kelly & Company has reviewed the disclosures contained in this 8-K report. The
Company has advised Kelly & Company that it has the opportunity to furnish the
Company with a letter addressed to the Securities and Exchange Commission
concerning any new information, clarifying the Company's disclosures herein, or
stating any reason why Kelly & Company does not agree with any statements made
by the Company in this report. A copy of Kelly & Company's comment letter is
attached as an exhibit hereto.

ITEM 7. Financial Statements and Exhibits

INDEX TO EXHIBITS
16.1   Letter from Kelly & Company, certified public accountants, to the
Securities and Exchange Commission dated December 10, 2003.




                                   SIGNATURES

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

Date: December 12, 2003

Aegis Assessments, Inc.

/s/ Richard Reincke
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Richard Reincke
Secretary and Chief Operating Officer