WASHINGTON, DC 20549

                                    FORM 8-K

                            CURRENT REPORT PURSUANT
                         TO SECTION 13 OR 15(d) OF THE
                      SECURITIES AND EXCHANGE ACT OF 1934

        Date of Report (Date of earliest event reported): May 2, 2007

                             AQUACELL TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

           Delaware                  1-16165                 33-0750453
------------------------------    -------------   ------------------------------
 (State or other jurisdiction      (Commission             (IRS Employer
      of incorporation)            File Number)         Identification No.)

           10410 Trademark Street, Rancho Cucamonga, CA          91730
          ----------------------------------------------      ----------
              (Address of principal executive offices)        (Zip Code)

                                  (909) 987-0456
               Registrant's telephone number, including area code

     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 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(e))

Item. 4.01  Changes in Registrant's Certifying Accountant.

            (a)  (i)   Registrant's former accountant Wolinetz, Lafazan &
                       Company, P.C. resigned as of April 30, 2007 and
                       Registrant received such written notice on May 2, 2007.

                 (ii)  The reports of the Former Accountant on the financial
                       statements of the Registrant for each of the two most
                       recent fiscal years, did not contain an adverse opinion
                       or disclaimer of opinion and was not qualified or
                       modified as to uncertainty, audit scope or accounting
                       principles for  the two most recent fiscal years, except
                       that the Former Accountant's opinion in its report on the
                       Registrant's financial statements expressed substantial
                       doubt with respect to the Registrant's ability to
                       continue as a going concern for the last two fiscal

                 (iii) Not applicable.

                 (iv)  There were no disagreements with the former accountant on
                       any matter of accounting principles or practices,
                       financial statement disclosure or auditing scope or

Item. 9.01  Financial Statements and Exhibits.

            (d)  Exhibits.

                 16.  Letter re change in certifying accountant.


        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.

                                            AQUACELL TECHNOLOGIES, INC.

Date: May 8, 2007                           By: /s/ Karen B. Laustsen
                                                    Karen B. Laustsen