SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C.  20549

                               FORM 8-K/A2

                              CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities and Exchange Act

                             February 6, 2006
                             ----------------
                              Date of Report
                    (Date of earliest event reported)


                      COMMERCIAL PROPERTY CORPORATION
                      -------------------------------
           (Exact name of registrant as specified in its charter)



  Delaware                      000-04494                      13-5661446
  --------                      ---------                      ----------
(State or other           (Commission File Number)            (IRS Employer
jurisdiction of                                            Identification No.)
incorporation)


                          9005 Cobble Canyon Lane
                             Sandy, Utah 84093
                             -----------------
                   (Address of Principal Executive Offices)

                               (801) 942-0555
                               --------------
                       (Registrant's Telephone Number)

                                    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 14-a-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 ))

Item 4.01 Changes in Registrant's Certifying Accountant.
          ----------------------------------------------

Pritchett Siler & Hardy, Certified Public Accountants, of Salt Lake City,
Utah, ("Pritchett Siler & Hardy") audited the financial statements of the
Registrant for the previous two fiscal years ended October 31, 2004 and 2003.
These financial statements accompanied the Registrant's Annual Reports on Form
10-KSB for the fiscal years ended October 31, 2004 and 2003, which were
previously filed with the Securities and Exchange Commission and which are
incorporated herein by reference.

The Board of Directors of the Registrant dismissed Pritchett Siler & Hardy on
February 6, 2006.



There were no disagreements between the Registrant and Pritchett Siler &
Hardy, during our two most recent fiscal years, or the interim period to
February, 6, 2006, whether resolved or not resolved, on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedure which, if not resolved, would have caused Pritchett Siler &
Hardy  to make reference to the subject matter of the disagreement in
connection with its reports.



The reports of Pritchett Siler & Hardy did not contain any adverse opinion or
disclaimer of opinion, and, were not qualified or modified as to uncertainty,
audit scope or accounting principles.

On February 6, 2006, the Board of Directors of the Registrant unanimously
resolved to engage Child, Van Wagoner & Bradshaw, PLLC, Certified Public
Accountants, of Salt Lake City, Utah, ("Child, Van Wagoner & Bradshaw") to
serve as its new independent auditors.

During the Registrant's two most recent fiscal years and since then, the
Registrant has not consulted Child, Van Wagoner & Bradshaw regarding the
application of accounting principles to a specified transaction, either
completed or proposes; or the type of audit opinion that might be rendered on
the Registrant's financial statements or any other financial presentation
whatsoever.

Item 9.01.  Financial Statements, Pro Forma Financial Information and
            Exhibits.
            ---------

Exhibit
Number                Description
------                -----------

16                    Letter on change in certifying accountant


                           SIGNATURES

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

                                               COMMERCIAL PROPERTY CORPORATION

Dated:  2/9/06                                 /s/ David C. Merrell
       --------                                ---------------------
                                               David C. Merrell
                                           President and
                                               Director