UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of Earliest Event Reported): | | October 17, 2007 |
VIASPACE Inc.
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(Exact name of registrant as specified in its charter)
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| Nevada | 333-110680 | 76-0742386 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 171 North Altadena Drive, Suite 101, Pasadena, California | | 91107 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | 626-768-3360 |
Not Applicable
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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:
[ ] 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 October 17, 2007, the Audit Committee of the Board of Directors of VIASPACE Inc. (the "Company") approved the dismissal of Singer Lewak Greenbaum & Goldstein LLP ("SLGG") as the Company’s independent registered public accounting firm effective as of that date. Also on that date, the Audit Committee approved the engagement of Goldman & Parks, LLP ("G&P") as the Company’s independent registered public accounting firm.
The audit report of SLGG on the Company’s financial statements for 2005 did not contain an adverse opinion or a disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles. The audit report of SLGG on the Company’s financial statements for 2006 did contain a qualified opinion as to the Company’s ability to continue as a going concern.
In connection with the audits of the Company’s financial statements for each of the two fiscal years ended December 31, 2006 and 2005, and in the subse quent interim periods through October 17, 2007, there were no disagreements with SLGG on any matters of accounting principles or practices, financial statement disclosure, or auditing scope and procedures which, if not resolved to the satisfaction of SLGG, would have caused SLGG to make reference to the matter of such disagreements in their reports.
The Company provided SLGG with a copy of this report and requested that SLGG provide a letter addressed to the Securities and Exchange Commission stating whether it agrees with the foregoing statements. A copy of this letter from SLGG, dated October 18, 2007, is attached hereto as Exhibit 16.1.
The Company engaged G&P as its new independent registered public accounting firm as of October 17, 2007. During The Company’s two most recent fiscal years and the subsequent interim period through October 17, 2007, neither the Company nor anyone on its behalf has consulted with G&P regarding either (i) the application of accounting principles to a spec ified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report was provided to the Company nor oral advice was provided by G&P that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was 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)(v) of Regulation S-K.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
16.1 Letter from Singer Lewak Greenbaum & Goldstein LLP to Securities and Exchange Commission dated October 18, 2007.
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.
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| | | VIASPACE Inc. |
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| October 18, 2007 | | By: | | Stephen J. Muzi
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| | | | | Name: Stephen J. Muzi |
| | | | | Title: Chief Financial Officer |
Exhibit Index
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| Exhibit No. | | Description |
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16.1 | | Letter from Singer Lewak Greenbaum & Goldstein LLP to Securities and Exchange Commission dated October 18, 2007. |
