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
Date of Report: November 12, 2004
AMERICAN CONSTRUCTION COMPANY
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(Exact name of registrant as specified in its charter)
Nevada 333-105903 412079252
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
American Construction Company
4340 East Charleston Avenue
Phoenix, Arizona 85032
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(Address of principal executive offices)
(480) 695-7283
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
AMERICAN CONSTRUCTION COMPANY
Form 8-K
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Effective on November 8, 2004, and as a result of the reorganization which
was effective on October 14, 2004, Kabani & Company, Inc ("Kabani") was
dismissed as the independent accountant engaged to audit the financial
statements of the Registrant. Kabani performed the audit of the Registrant's
financial statements for Fiscal Year 2004 ending January 31, 2004. During this
period and the subsequent interim period prior to their dismissal, there were no
disagreements with Kabani on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreements if not resolved to Kabani's satisfaction would have caused Kabani
to make reference to this subject matter of the disagreements in connection with
Kabani's report, nor were there any "reportable events" as such term is defined
in Item 304(a)(1)(iv)of Regulation S-K, promulgated under the Securities
Exchange Act of 1934, as amended ("Regulation S-K"). The decision to dismiss
Kabani was approved by the Registrant's Board of Directors. No audit committee
exists other than the members of the Board of Directors.
The audit reports of Kabani for the Registrant's Fiscal Year 2004
ending on January 31, 2004 did not contain an adverse opinion, or a disclaimer
of opinion, or qualification or modification as to uncertainty, audit scope, or
accounting principles, other than the uncertainty that the Registrant might not
be able to operate as a going concern.
The Registrant has requested Kabani to furnish it with a letter
addressed to the Securities and Exchange Commission stating whether it agrees
with the statements made above by the Registrant. A copy of such letter,
dated November 11, 2004, is filed as Exhibit 16.1 to this Form 8-K.
(b) Effective on November 8, 2004 the Registrant has engaged MOORE
STEPHENS WURTH FRAZER AND TORBET, LLP with its address at 1199 South Fairway
Drive, 2nd Floor, Walnut, California 91789 ("Moore Stephens"), as the new
principal accountant to audit its financial statements. The decision to engage
Moore Stephens was approved by the Registrant's Board of Directors.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
The following exhibit is hereby filed as part of this Current Report on
Form 8-K:
16.1 A copy of a letter from Kabani & Company, Inc. to the
Securities and Exchange Commission dated November 11, 2004.
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.
American Construction Company
By: /s/ Zuo Sheng Yu
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Name: Zuo Sheng Yu
Title: President
Dated: November 12, 2004