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Nevada
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000-26139
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91-1937382
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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5416 Birchman Avenue, Fort Worth,
Texas
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76107
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(Address of principal executive offices)
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(Zip Code)
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| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a12) |
| [ ] | 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(c)) |
| ITEM 4.01 | CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. |
| (A) | PREVIOUS INDEPENDENT ACCOUNTANTS. |
| (i) | On April 30, 2007, the Board of Directors approved the dismissal of HLB Cinnamon, Jang, Willoughby & Co. as its independent registered public accounting firm effective immediately. There were no disagreements between us and HLB Cinnamon, Jang, Willoughby & Co., whether resolved or not resolved, on any matter of accounting principles or practices, financial statements disclosures or auditing scope and procedures, which would cause them to make reference to the subject matter of a disagreement in connection with their report from November 29, 2004 or in any subsequent interim period through April 30, 2007. On May 1, 2007, the Company provided HLB Cinnamon, Jang, Willoughby & Co. with its disclosures in this Form 8-K and requested in writing that HLB Cinnamon, Jang, Willoughby & Co. furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not they agree with such disclosures. HLB Cinnamon, Jang, Willoughby & Co.'s response is filed as an exhibit to this Current Report on Form 8-K. | |
| (ii) | The report of HLB Cinnamon, Jang, Willoughby & Co. on the financial statements for the past fiscal year, the term of its engagement, contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to audit scope or accounting principle. . | |
| (iii) | In connection with its audit for the most recent fiscal year and through April 30, 2007, there have been no disagreements with HLB Cinnamon, Jang, Willoughby & Co. 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 HLB Cinnamon, Jang, Willoughby & Co., would have caused them to make reference thereto in their report on the financial statements for such years. | |
| (iv) | During the last fiscal year and through April 30, 2007, there have been no reportable events (as defined in Regulation S-K, Item 304(a)(1)(v)). |
| (B) | NEW INDEPENDENT ACCOUNTANTS. |
| (i) | the application of accounting principles to a specific transaction, either completed or proposed; nor the type of audit opinion that might be rendered on the Registrant's financial statements; nor has any written report or oral advice been provided to the Registrant by Killman, Murrell & Company, P.C.. | |
| (ii) | any matter that was either the subject of a disagreement, as that term is defined in Item 304(a) (1) (iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a reportable event, as that term is defined in Item 304(a) (1) (iv) of Regulation S-K. The Registrant has engaged Killman, Murrell & Company, P.C. as its new independent accountants as of April 30, 2007. |
The former accountant's report on our financial
statements does not contain any adverse opinions or disclaimers of opinions
and is not qualified or modified as to uncertainty, auditing scope or accounting
principles. Prior to engaging the new accountant, we did not consult with it
regarding any accounting or auditing concerns stated in Item 304(a)(2) of Regulation
S-B.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
| (a) | Exhibits |