Amendment to Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K/A Bonanza Gold 8K/A February 17, 2006 HTML 22K
3: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 19K
2: EX-16.1 Exhibit 16.1 Auditor's Letter HTML 7K
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1
Section
4 - Matters Related to Accountants and Financial
Statements
Item
4.01 Changes
in Registrant’s Certifying Accountant.
(a) Effective
February 9, 2006, the small business issuer's terminated the services of its
certifying auditors, DeCoria, Maichel & Teague P.S. ("DeCoria, Maichel &
Teague P.S."). Due
to
the small business issuer’s reorganization in connection with the share exchange
agreement, Left Behind Games Inc.’s operations are the only significant
operations of the small business issuer and as a result Left Behind Games Inc.’s
auditor, Corbin
& Company, LLP,
has been
appointed to replace the small business issuer’s current auditor DeCoria,
Maichel & Teague P.S.
(b) During
the period of engagement through February 9, 2006, the auditor's reports issued
by DeCoria, Maichel & Teague P.S.,
including the financial statements of the small business issuer for the fiscal
years ended March 31, 2004 and March 31, 2005
did not
contain an adverse opinion, a disclaimer of opinion, nor were the reports
qualified or modified as to uncertainty, audit scope or accounting principles.
However, the audit reports did reflect uncertainties regarding the ability
of
the small business issuer to continue as a going concern.
(c) During
the referenced period
for the
fiscal years ended March 31, 2004 and March 31, 2005 and for the interim period
ended December 31, 2005,
there
were no disagreements between the small business issuer and DeCoria, Maichel
& Teague P.S. on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedure which, if not resolved
to
the satisfaction of DeCoria, Maichel & Teague P.S. would have caused
DeCoria, Maichel & Teague P.S. to make reference to the matter in its
reports on the small business issuer's financial statements, had any such
reports been issued. During the period of engagement through February 9, 2006,
there were no reportable events as the term described in Item 304(a)(1)(iv)
of
Regulation S-B.
(d) Effective
February 9, 2006, the small business issuer engaged Corbin & Company, LLP,
located in Irvine, California, as the small business issuer's certifying
auditors.
(e)
The
termination of DeCoria, Maichel & Teague P.S and the appointment of Corbin
& Company, LLP was effectuated pursuant to unanimous consent of the small
business issuer's board of directors.
(f) The
small
business issuer has provided to DeCoria, Maichel & Teague P.S. a copy of the
disclosures in this report and the small business issuer has requested a letter
from DeCoria, Maichel & Teague P.S. addressed to the Commission confirming
the statements made by the small business issuer in this report. A copy of
that
letter is attached as an exhibit to this report.
2
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial
Statements and Exhibits.
(a)
Exhibits
16.1
Letter
from DeCoria, Maichel & Teague
P.S.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.