8ka
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1933
Date of Report: February 10, 2004
Commission File Number: 000-30891
Turner Valley Oil & Gas, Inc.
(Exact name of Registrant as specified in its charter)
| Nevada |
91-1980526 |
| |
|
| (Jurisdiction of Incorporation) |
(I.R.S. Employer Identification No.) |
| |
|
| 6160 Genoa Bay Road, Duncan B.C. Canada |
V9L 5Y5 |
| |
|
| (Address of principal executive offices) |
(Zip Code) |
|
(250) 746-1551 |
|
Registrant's telephone number, including area code |
Securities registered pursuant to Section 12(g) of the Act: Common Stock
Item 1. Change of Control of Registrant. None.
Item 2. Acquisition or Disposition of Assets. None
Item 3. Bankruptcy or Receivership. None.
Item 4. Changes in Registrant's Certifying Accountant. On February 6th, 2004, the Board of Directors resolved substantially as follows, and now reports:
1. The previous auditors Chisholm & Associates is now relieved and discharged prospectively, as a our corporate auditors. Our reports on the financial statements for either of the past two years contained no adverse opinion or disclaimer of opinion, nor were modified as to uncertainty, audit scope or accounting principles. During the two most recent fiscal years and later interim period through the termination of the client-auditor relationship, there were no disagreements of the type described under Item 304(a)(1)(iv)(A) of Regulation S-B. Chisholm & Associates has reviewed the disclosure required by Item 304(a) before it was filed with the Commission and has had the opportunity to furnish Registrant with a letter addressed to the Commission containing any new information, clarification of the Registrant's expression of its views, or the respects in which it does not agree with the statements made by the Registrant in response to Item 304(a).
2. The Registrant engaged Chisholm, Bierwolf & Nilson, LLC as its independent accountants for the fiscal year ending December 31, 2003. During the most recent fiscal year and any subsequent interim period prior to engaging Chisholm, Bierwolf & Nilson, the Company did not consult with Chisholm, Bierwolf & Nilson 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 Registrant's financial statements; or (ii) any matter that was either the subject matter of a disagreement, as defined in 304(a)(1)(iv) of Regulation S-K and related instructions, or a reportable event, as defined in Item 304(a)(1)(iv)(A) of Regulation S-K. Chisholm, Bierwolf & Nilson has reviewed the disclosure required by Item 304(a) before it was filed with the Commission and has had the opportunity to furnish Registrant with a letter addressed to the Commission containing any new information, clarification of the Registrant's expression of its views, or the respects in which it does not agree with the statements made by the Registrant in response to Item 304(a).
3. Please see Exhibit 16.1 for the Auditor's Letter.
Item 5. Other Events. None.
Item 6. Changes of Registrant's Directors.
Item 7. Exhibits. None
Item 8. Change in Fiscal Year. None
Item 9. Regulation FD Disclosure. None.
Item 10. Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics. None
Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit Plans. None
Item 12. Results of Operations and Financial Condition. None
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.
Turner Valley Oil & Gas, Inc.
By
|
/s/Christopher Paton-Gay |
|
/s/Donald Jackson Wells |
|
/s/Joseph Kane |
|
Christopher Paton-Gay
president director |
|
Donald Jackson Wells
director |
|
Joseph Kane
director |
Exhibit 16.1
Retiring Auditor's Letter
Chisholm & Associates
P.O. Box 540216
Salt Lake City, UT 84054-0216
Telephone (801) 292-8756 Facsimile (801) 292-8809
February 10, 2004
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Turner Valley Oil & Gas, Inc.
Dear Sir or Madam:
This firm has reviewed Item 4 of Turner Valley Oil & Gas, Inc. Current Report on Form 8-K, dated February 10, 2004, in regards to our retirement as its certifying accountants. Please be advised that we are in concurrence with the disclosures therein.
We neither resigned nor declined to stand for election.
Our reports on the financial statements for either of the past two years contained no adverse opinion or disclaimer of opinion, nor were modified as to uncertainty, audit scope or accounting principles. During the two most recent fiscal years and later interim period through the termination of the client-auditor relationship, there were no disagreements of the type described under Item 304(a)(1)(iv)(A) of Regulation S-B.
Sincerely,
/s/Chisholm & Associates
Chisholm & Associates