U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

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


                          Date of Report: June 7, 2006


                      URBAN TELEVISION NETWORK CORPORATION
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             (Exact Name of registrant as specified in its Charter)




        Nevada                       33-58972                    22-2800078
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(State of Incorporation)        Commission File No.            (IRS Employer
                                                             Identification No.)



2707 South Cooper St.  Suite 119   Arlington, TX                    76015
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(Address of principal executive offices)                          (Zip Code)



Registrant's telephone number, (   817   )      303       -      7449
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                     (Registrant's former name and address)













Item 4.01 Change in Registrant's Certifying Accountant.


     On May 31, 2006 Urban Television Network Corporation (the "Registrant") was
informed that the Registrant's  independent auditors,  Comiskey & Company, P.C.,
which had audited the Registrant's financial statements for the last four fiscal
years ended September 30, 2002, 2003, 2004 and 2005, respectively,  had resigned
as the independent auditors for the Registrant effective that date.


     None of Comiskey & Company,  P.C.'s reports on the  Registrant's  financial
statements  for any of the  Registrant's  past two  fiscal  years  contained  an
adverse  opinion or  disclaimer  of opinion,  or was qualified or modified as to
uncertainty, audit scope, or accounting principles, except for a modification as
to an uncertainty about the Registrant's ability to continue as a going concern.
During the Registrant's two most recent fiscal years and any subsequent  interim
period  preceding the  resignation  of Comiskey & Company,  P.C.,  there were no
disagreements with Comiskey & Company, PC on any matter of accounting principles
or practices,  financial statement  disclosure,  or auditing scope or procedure,
which  disagreement(s),  if not  resolved  to the  satisfaction  of  Comiskey  &
Company, P.C., would have caused it to make a reference to the subject matter of
the  disagreement(s)  in connection  with its report.  There were no "reportable
events" (as defined in Item  304(a)(v) of Regulation  S-K) that occurred  within
the Registrant's two most recent fiscal years.

     The  former  accountant's  reason  for  resigning  was that  their  firm is
reducing  the  number of Public  Company  clients  for whom they  provide  audit
services.

     The  Board  of  Directors  has  not yet  approved  the  appointment  of new
auditors.

     The  Company  has  provided  Comiskey  & Company  P.C.  with a copy of this
Current  Report on Form 8-K prior to its filing with the Securities and Exchange
Commission  (the "SEC") and requested  that Comiskey & Company,  P.C.  furnish a
letter  addressed to the SEC stating  whether it agrees with the statements made
above. Attached as Exhibit 16.1 is a copy of the letter from Comiskey & Company,
P.C. to the SEC.


Section 9.  Financial Statements and Exhibits

(b)  Exhibits

     16.1 Letter from Comiskey & Company, P.C. to the SEC.


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 hereunto duly authorized.


                                            Urban Television Network Corporation
Dated: June 7, 2006
                                             /s/ Randy Moseley
                                            ------------------------------------
                                            By: Randy Moseley
                                            Title: Chief Financial Officer