U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 8-K/A1
CURRENT REPORT
Pursuant to Section 13 and 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): September 2, 2003
Wyoming 000-10229 81-0384984
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation) Identification No.)
NORTHWEST GOLD, INC.
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(Exact name of small business issuer as specified in charter)
590 West Central Avenue
Suite E
Brea, CA 92821
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(Address of principal executive offices) (Zip Code)
Glen L. Larsen Building
877 North 8th West
Riverton, WY 82501
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(Former address)
714-671-1854
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(Issuer's telephone number)
Item 4. Changes in Registrant's Certifying Accountant.
Effective September 2, 2003, the firm of Grant Thornton, LLP, ("Grant
Thornton"), the Company's independent accountant for its fiscal year ended
December 31, 2002, was dismissed as a result of a change in control of the
Company. Grant Thornton had audited the Company's financial statements for its
fiscal years ended December 31, 2002 and 2001.
In connection with the audit of the Registrant's financial statements as of
and for the fiscal years ended December 31, 2002 and 2001, and the interim
period through September 2, 2003, there were no disagreements with Grant
Thornton on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope of procedures, which disagreements, if
not resolved to the satisfaction of Grant Thornton, would have caused them to
make reference in connection with its reports to the subject matter of the
disagreements.
The audit report of Grant Thornton on the financial statements of the
Registrant, as of and for the years ended December 31, 2002 and 2001, did not
contain an adverse opinion or disclaimer of opinion, nor was it qualified or
modified as to uncertainty, audit scope, or accounting principles, except as
follows:
Grant Thornton's report contained a separate paragraph stating that "the
accompanying financial statements have been prepared assuming that Northwest
Gold will continue as a going concern. As more fully described in Note 1, the
Company has incurred operating losses and has a significant accumulated deficit,
matters that raise substantial doubt about its ability to continue as a going
concern. Management's plans in regard to these matters are also described in
Note 1. The financial statements do not include any adjustments relating to the
recoverability and classification of asset carrying amounts or the amount and
classification of liabilities that might result should the Company be unable to
continue as a going concern."
The Registrant has requested that Grant Thornton furnish it with a letter
addressed to the Commission stating whether it agrees with the above statements.
A copy of such letter, dated September 2, 2003, has previously been is filed as
Exhibit 16.1 to the initial Form 8-K filed on or about September 9, 2003..
In addition, the Registrant has retained the firm of Singer Lewack
Greenbaum & Goldstein LLP, Los Angeles, California, to audit the Registrant's
financial statement for its fiscal year ending December 31, 2003, and include
such report as part of the Registrant's annual report on Form 10- KSB for its
fiscal year ended December 31, 2003. This change in independent accountants was
approved by the Board of Directors of the Registrant.
7(c). Exhibits.
Number Exhibit
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16.1 Letter from Grant Thornton LLP.*
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* incorporated herein by reference to the Form 8-K previously filed on or about
September 9, 2003.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and Exchange
Act of 1934, the Registrant has duly caused this amendment to its report to be
signed on its behalf by the undersigned, thereunto duly authorized.
NORTHWEST GOLD, INC.
(Registrant)
Dated: September 18, 2003
By: s/Jim LaVoie
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Jim LaVoie, President