8-K

                                  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): JULY 11, 2006 (JULY 5, 2006)


                      ALLIED HEALTHCARE INTERNATIONAL INC.
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             (EXACT NAME OF REGISTRANT AS SPECIFIED ON ITS CHARTER)


              1-11570                                    13-3098275
- ----------------------------------        --------------------------------------
     (COMMISSION FILE NUMBER)              (IRS EMPLOYER IDENTIFICATION NUMBER)


                                    NEW YORK
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         (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)


                  555 MADISON AVENUE, NEW YORK, NEW YORK 10022
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                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)


                                 (212) 750-0064
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              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)



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          (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 PROVISION:

     [ ]  WRITTEN COMMUNICATIONS PURSUANT TO RULE 425 UNDER THE SECURITIES ACT.
     [ ]  SOLICITING MATERIAL PURSUANT TO RULE 14A-12 UNDER THE EXCHANGE ACT.
     [ ]  PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 14D-2(B) UNDER THE
          EXCHANGE ACT.
     [ ]  PRE-COMMENCEMENT COMMUNICATIONS PURSUANT TO RULE 13E-4(C) UNDER THE
          EXCHANGE ACT.



ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

     (a) On July 5, 2006, Allied Healthcare International Inc. (the "Company")
received notification that KPMG Audit Plc had resigned as the Company's auditor
and that the client-auditor relationship between the Company and KPMG Audit Plc
had ceased.

     KPMG Audit Plc was retained as the Company's auditor on January 11, 2006,
subsequent to the filing by the Company of its Annual Report on Form 10-K with
the Securities and Exchange Commission with respect to its fiscal year ended
September 30, 2005. Accordingly, KPMG Audit Plc has not prepared any audit
report on the financial statements and financial statement schedules of the
Company or any report on management's assessment of the effectiveness of
internal control over financial reporting as of September 30, 2006 and the
effectiveness of internal control over financial reporting as of September 30,
2006.

     Since the retention of KPMG Audit Plc as the Company's auditor's on January
11, 2006, there have been no disagreements with KPMG Audit Plc 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
KPMG Audit Plc, would have caused KPMG Audit Plc to make reference in connection
with their opinion to the subject matter of the disagreement.

     Since the retention of KPMG Audit Plc as the Company's auditors on January
11, 2006, there have been no "reportable events" (as such term defined in Item
304(a)(1)(v) of Regulation S-K promulgated by the Securities and Exchange
Commission) involving KPMG Audit Plc.

     A copy of a letter from KPMG Audit Plc is attached to this Form 8-K as
Exhibit 16.1.

     (b) On July 10, 2006, the Company engaged the firm of Eisner LLP,
independent accountants, as its auditor, effective as of such date. The
retention of Eisner LLP was approved by the Company's Audit Committee and its
board of directors.

     During the Company's fiscal years ended September 30, 2004 and September
30, 2005, and during the subsequent interim period preceding July 10, 2006,
neither the Company nor anyone acting on its behalf consulted Eisner LLP
regarding either: (i) the application of accounting principles to a specific
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Company's financial statements; or (ii) any matter that
was the subject of a disagreement with KPMG Audit Plc or that was a "reportable
event" (as such term defined in Item 304(a)(1)(v) of Regulation S-K promulgated
by the Securities and Exchange Commission).

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

     (d) Exhibits.

     Exhibit 16.1 Letter, dated July 11, 2006, from KPMG Audit Plc to the
Securities and Exchange Commission.

     Exhibit 99.1 Resignation letter, dated July 5, 2006, from KPMG Audit Plc.

     Exhibit 99.2 Press release, dated July 11, 2006, of Allied Healthcare
International Inc. announcing the appointment of Eisner LLP as its auditors.



                                   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.

Dated:  July 11, 2006

                                      ALLIED HEALTHCARE INTERNATIONAL INC.


                                      By: /s/ Paul Weston
                                          --------------------------------------
                                          Name:  Paul Weston
                                          Title: Acting Chief Financial Officer












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EX-16.1

                                                                    Exhibit 16.1

                         [Letterhead of KPMG Audit Plc]

Securities and Exchange Commission
Washington, D.C.
20549
USA



July 11, 2006


Ladies and Gentlemen

We were previously engaged as principal accountants to report on the
consolidated financial statements of Allied Healthcare International Inc. ("the
Company") as of and for the year ended September 30, 2006, and management's
assessment of the effectiveness of internal control over financial reporting as
of September 30, 2006 and the effectiveness of internal control over financial
reporting as of September 30, 2006. On July 5, 2006, we resigned. We have read
the Company's statements included under Item 4.01 of its Form 8-K dated July 11,
2006, and we agree with such statements, except that we are not in a position to
agree or disagree with the Company's statements that Eisner LLP was not engaged
regarding either (i) the application of accounting principles to a specified
transaction or the type of audit opinion that might be rendered on the Company's
financial statements or (ii) any matter that was the subject of a disagreement
with KPMG Audit Plc or that was a "reportable event" (as such term is defined in
Item 304(a)(1)(v) of Regulation S-K promulgated by the Securities and Exchange
Commission).

Very truly yours

/s/ KPMG Audit Plc

KPMG Audit Plc

EX-99.1

                                                                    Exhibit 99.1

                         [Letterhead of KPMG Audit Plc]

Mr W Palladino
Chair of the Audit Committee
Allied Healthcare International Inc.
555 Madison Avenue
New York, New York
10022
USA

5 July 2006

Dear Mr. Palladino

This is to confirm that the client-auditor relationship between Allied
Healthcare International Inc. (Commission File Number 1-11570) and KPMG Audit
Plc has ceased.

Very truly yours,

/s/ KPMG Audit Plc

KPMG Audit Plc

cc:  Chief Financial Officer
     Chief Accountant, Securities and Exchange Commission

EX-99.2

                                                                    Exhibit 99.2

                   [ALLIED HEALTHCARE INTERNATIONAL INC. LOGO]

                      ALLIED HEALTHCARE INTERNATIONAL INC.
                       HIRES NEW INDEPENDENT AUDITING FIRM

NEW YORK--July 11, 2006--Allied Healthcare International Inc. (NASDAQ: AHCI;
AIM: AHI), one of the United Kingdom's leading providers of flexible healthcare
staffing services, has engaged Eisner LLP, an independent member of Baker Tilly
International, as the Company's new independent auditing firm. Eisner will
replace KPMG Audit Plc, effective immediately. The transition from KPMG Audit
Plc was not the result of any disagreement between the two companies on any
matter of accounting principles or practices, financial statement disclosures,
or auditing scope or procedures.

ABOUT ALLIED HEALTHCARE INTERNATIONAL INC.

Allied Healthcare International Inc. (http://www.alliedhealthcare.com) is a
leading provider of flexible healthcare staffing services in the United Kingdom.
Allied operates a community-based network of approximately 100 branches with the
capacity to provide carers (known as home health aides in the U.S.), nurses, and
specialized medical personnel to locations covering approximately 90% of the
U.K. population. Allied meets the needs of Private Patients, Community Care,
Nursing Homes and Hospitals. The company also supplies medical-grade oxygen for
use in respiratory therapy to the U.K. pharmacy market and Northern Ireland and
oxygen concentrators to customers in Northern Ireland. Following the award of
the new oxygen contracts, the Company now also provides unified oxygen services
directly to customers in the South East of England.

FORWARD LOOKING STATEMENT

Certain statements contained in this news release may be forward-looking
statements. These forward-looking statements are based on current expectations
and projections about future events. Actual results could differ materially from
those discussed in, or implied by, these forward-looking statements. Factors
that could cause actual results to differ from those implied by the
forward-looking statements include: Allied's ability to continue to recruit and
retain qualified flexible healthcare staff; ability to enter into contracts with
hospitals and other healthcare facility customers on terms attractive to Allied;
the general level of patient occupancy at hospital and healthcare facilities of
Allied's customers; the ability to successfully implement acquisition and
integration strategies; dependence on the proper functioning of Allied's
information systems; the effect of existing or future government regulation of
the healthcare industry, and ability to comply with these regulations; the
impact of medical malpractice and other claims asserted against Allied; the
effect of regulatory change that may apply to Allied and that may increase costs
and reduce revenue and profitability; the ability to use net operating loss
carry forwards to offset net income; and the impairment of goodwill, of which
Allied has a substantial amount on the balance sheet, may have the effect of
decreasing earnings or increasing losses. Other factors that could cause actual
results to differ from those implied by the



forward-looking statements in this
press release include those described in Allied's most recently filed SEC
documents, such as its most recent annual report on Form 10-K, all quarterly
reports on form 10-Q and any current reports on Form 8-K filed since the date of
the last Form 10-K. Allied undertakes no obligation to publicly update or revise
any forward-looking statements, whether as a result of new information, future
events or otherwise.


CONTACT:
Allied Healthcare International Inc.
Paul Weston, Interim Chief Financial Officer
212-750-0064
paulweston@alliedhealthcare.com

Investors:
The Investor Relations Group
Adam Holdsworth, 212-825-3210
aholdsworth@investorrelationsgroup.com




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