SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
February 15, 2008
Date of Report (Date of Earliest Event Reported)
LEFT BEHIND GAMES INC.
(Exact name of registrant as specified in its charter)
| WASHINGTON | | 000-50603 | | 91-0745418 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| 25060 HANCOCK AVENUE, SUITE 103 BOX 110, MURRIETA, CA | | 92562 |
| (Address of principal executive offices) | | (Zip code) |
(951) 894-6597
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 Accountants |
| | | |
| | | On February 15, 2008, the Company dismissed KMJ Corbin & Company LLP (“KMJ Corbin") as the Company's independent registered public accounting firm. The Company has retained Haskell & White LLP (“Haskell") to act as its independent accountant. The report of KMJ Corbin regarding the Company's consolidated financial statements for the fiscal years ended March 31, 2007 and 2006 did not contain any adverse opinion or disclaimer of opinion and was not qualified or modified as to uncertainty, audit scope or accounting principles, except that such report on our consolidated financial statements contained an explanatory paragraph with respect to uncertainty as to the Company's ability to continue as a going concern. During the years ended March 31, 2007 and 2006 and during the period from the end of the most recently completed fiscal year (March 31, 2007) through February 15, 2008, the date of dismissal, there were no disagreements with KMJ Corbin on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of KMJ Corbin would have caused it to make reference to such disagreements in its reports. The Company provided KMJ Corbin with a copy of this Current Report on Form 8-K prior to its filing with the Securities and Exchange Commission ("SEC") and requested that KMJ Corbin furnish the Company with a letter addressed to the SEC stating whether it agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of that letter is attached to this filing as an exhibit. Subsequent to the dismissal of KMJ Corbin on February 15, 2008, the Company engaged Haskell, as its independent accountant. Prior to engaging Haskell, the Company did not consult with Haskell regarding the application of accounting principles to a specific completed or contemplated transaction or regarding the type of audit opinion that might be rendered by Haskell on the Company's financial statements, and Haskell did not provide any written or oral advice that was an important factor considered by the Company in reaching a decision as to any such accounting, auditing or financial reporting issue. The engagement of Haskell was approved by the Board of Directors of the Company. |
| | | |
| 16.1 | Letter from KMJ Corbin & Company LLP to the SEC |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | LEFT BEHIND GAMES INC. |
| | | |
| | | |
| DATE: February 19, 2008 | By: | /s/ Troy Lyndon | |
| | Name: | Troy Lyndon |
| | Title: | Chief Executive Officer |
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