Pacific Alliance Corp. Form 8-K
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
report (Date of earliest event reported) March
2, 2005
PACIFIC
ALLIANCE CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
Nevada
(State
or
Other Jurisdiction of Incorporation)
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33-08732-D
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87-0445894-9
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1661
Lakeview Circle, Ogden, UT
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84401
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(Address
of Principal Executive Offices)
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(Zip
Code)
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801-399-3632
(Registrant’s
Telephone Number, Including Area Code)
_______________________________
(Former
Name or Former Address, if Changed Since Last Report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see
General
Instruction A.2. below):
¨ 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
240.14a-12)
¨ 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
On
March
2, 2005 Rose, Snyder & Jacobs resigned as our Independent Accountant
effective March 2, 2005. On April 13, 2005, we appointed HJ & Associates,
LLC as our independent accountants for the year ending December 31, 2004. Prior
to appointing HJ & Associates, LLC as our independent accountant we have not
consulted with HJ & Associates, LLC regarding: (i) either the application of
accounting principles to a specified transaction, either completed or proposed;
or the type of audit opinion that might be rendered on the Company's financial
statements; or (ii) any matter that was either the subject of a disagreement
(as
defined in Item 304(a)(1)(iv) of Regulation S-B) or a reportable event (as
described in Item 304(a)(1)(v) of Regulation S-B).
The
reports of Rose, Snyder & Jacobs on our financial statements for the fiscal
years ended December 31, 2003 and 2002 did not contain an adverse opinion or
disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles, except for Rose, Snyder & Jacobs
issuance of going concern opinions on the financial statements for the fiscal
years ending December 31, 2003 and 2002. During the period it served as our
independent accountant, there were no disagreements between us and Rose, Snyder
& Jacobs 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 Rose, Snyder & Jacobs would have caused it
to make a reference to the subject matter of the disagreement in connection
with
its audit report.
The
Board
of Directors of the Registrant serves as its audit committee and the Board
of
Directors of the Registrant approved the change in principal accountant to
audit
the Registrant’s financial statements.
The
Company failed to file a Form 8-K in connection with the matters described
herein but it did describe such change of auditors in Item 8 of its Form 10-KSB
for year ended December 31, 2004.
The
Registrant delivered a copy of this Report on Form 8-K to Rose, Snyder &
Jacobs and requested that a letter addressed to the Securities and Exchange
Commission be provided stating whether or not Rose, Snyder & Jacobs agrees
with the statements made by the Registrant herein and, if not, stating the
respects in which it does not agree. A copy of such letter is attached hereto
as
an exhibit.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto
duly
authorized.
Dated:
September 19, 2005
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PACIFIC
ALLIANCE CORPORATION
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By:
/s/ Mark A. Scharmann
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President
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