UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-K/A
CURRENT REPORT
Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 25, 2007
Utilicraft Aerospace Industries, Inc.
(Exact name of registrant as specified in its charter)
Nevada | | 333-128758 | | 20-1990623 |
(State or other jurisdiction of | | (Commission File Number) | | (IRS Employer Identification No.) |
incorporation) | | | | |
7339 Paseo Del Volcan | | |
Albuquerque, New Mexico | | 87121 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (866)843-1348
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))
Section 4 — Matters Related to Accountants and Financial Statements
Item 4.01 Change in Registrant’s Certifying Accountant.
On May 22, 2007, Utilicraft Aerospace Industries, Inc. (the “Registrant” or “Utilicraft”) received a letter from Turner, Stone & Company, L.L.P. (“Turner, Stone”), filed herewith, responding to the Form 8-K filed by Utilicraft on May 11, 2007 regarding Turner, Stone’s dismissal as Utilicraft’s independent accounting firm.
In the Form 8-K, Utilicraft made certain required disclosures, including among others whether it had had any “disagreements” with Turner, Stone or whether Turner, Stone had advised Utilicraft of certain matters that, upon the dismissal of the independent accountants would constitute events required to be reported in the Form 8-K (“reportable events”); the terms “disagreement” and “reportable events” as used by Utilicraft are defined in Item 304(a)(1)(v) of Regulation S-K of the Securities and Exchange Commission. Utilicraft has received management letters from Turner, Stone addressed to its Board of Directors in connection with its annual audits for years ended December 31, 2005 and 2006. These letters identified internal control weaknesses, all of which have been or are being addressed by Utilicraft, but at the time were not characterized by Turner, Stone as “disagreements” or “reportable events.” These matters are being characterized as either “disagreements” or “reportable events” due to the fact that these issues were not resolved to Turner, Stone’s satisfaction at the time of its dismissal.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | | Description |
| | |
99.1 | | Draft of Letter from Turner, Stone & Company, L.L.P. |
SIGNATURE
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.
| | Utilicraft Aerospace Industries, Inc. |
| | | | |
| | | | |
Date: May 25, 2007 | | By: | | /s/ John J. Dupont | |
| | | | John J. Dupont |
| | | | President and CEO |
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