Summary of NEW DRAGON ASIA CORP

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

Item 4.01. Changes in Registrant's Certifying Accountant.

On January 9, 2009, New Dragon Asia Corp. (the "Company") was notified that effective December 8, 2008, the personnel of Grobstein Horwath & Company LLP ("GHC") have joined with Crowe Horwath LLP ("Crowe") resulting in the resignation of GHC as independent registered public accounting firm for the Company. Crowe was appointed as the Company's new independent registered public accounting firm.

The audit reports of GHC on the financial statements of the Company as of and for the years ended December 25, 2007 and 2006 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.

The decision to engage Crowe was approved by the board of directors on January 15, 2009.

During the Company's most two recent fiscal years ended December 25, 2007 and 2006 and through January 15, 2009, the Company did not consult with Crowe on (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that may be rendered on the Company's financial statements, and Crowe did not provide either a written report or oral advice to the Company that was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue; or (ii) the subject of any disagreement, as defined in Item 304
(a)(1)(iv) of Regulation S-K and the related instructions, or a reportable event within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.

In connection with the audits of the Company's financial statements for the fiscal year ended December 25, 2007 and 2006 and through the date of this Current Report, there were: (i) no disagreements between the Company and GHC on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of GHC, would have caused GHC to make reference to the subject matter of the disagreement in their reports on the Company's financial statements for such years, and (ii) no reportable events within the meaning set forth in Item 304(a)(1)(v) of Regulation S-K.

The Company has provided GHC a copy of the disclosures in this Form 8-K and has requested that GHC furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not GHC agrees with the Company's statements in this Item 4.01(a). A copy of the letter dated January 27, 2009, furnished by GHC in response to that request is filed as Exhibit 16.1 to this Form 8-K.