Summary of GPS INDUSTRIES, INC.

Changes in Registrant's Certifying Accountant, Financial Statements and Exhi

Item 4.01 Changes in Registrant's Certifying Accountant.

(a) Effective December 5, 2008, GPS Industries, Inc. (the "Company") terminated its relationship with Sherb & Co., LLP, Certified Public Accountants ("SCL") as the independent registered public accounting firm engaged to audit the financial statements of the Company.

SCL performed the audit of the Company's financial statements for the fiscal years ended December 31, 2007 and 2006. During this period and the subsequent interim period prior to SCL's termination, there were no disagreements with SCL on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements if not resolved to SCL's satisfaction would have caused SCL to make reference to the subject matter of the disagreements in connection with SCL's report.

The audit reports of SCL for the Company's fiscal years ended December 31, 2007 and 2006 did not contain an adverse opinion, or a disclaimer of opinion, or qualification or modification as to uncertainty, audit scope or accounting principles. SCL's report on the Company's financial statements as of and for the years ended December 31, 2007 and 2006 indicated that the financial statements had been prepared assuming that the Company will continue as a going concern and that the Company's losses from operations and accumulated deficit raised substantial doubt about the Company's ability to continue as a going concern. The Company does not dispute this conclusion.

The Company has provided SCL with a copy of the disclosures contained in this Item 4.01, and the Company has requested SCL to furnish it with a letter addressed to the Securities and Exchange Commission (the "Commission") stating whether it agrees with the statements made above by the Company. A copy of the letter from SCL addressed to the Commission dated as of December 11, 2008 is filed as Exhibit 16.1 to this Form 8-K.

(b) Effective December 8, 2008, the Company engaged Moore Stephens Lovelace, P.A ("MSL") as its new independent registered public accounting firm for the fiscal year ending December 31, 2008. The Company did not consult with MSL on any matters set forth with Item 304(a)(2) of Regulation S-B prior to retaining such firm as its new independent registered public accounting firm.