U.S. 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 (Date of earliest event reported): July 20, 2006 ------------- NORTHERN ETHANOL, INC. ---------------------- (Exact name of small business issuer as specified in its charter) Delaware 000-51564 34-2033194 - --------------------------- --------- ---------- State or other jurisdiction Commission File Number (IRS Employer ID No.) of incorporation) 193 King Street East Suite 300 Toronto, Ontario, M5A 1J5, Canada --------------------------------- (Address of principal executive offices) (416) 366-5511 -------------- (Issuer's Telephone Number) 497 Delaware Avenue Buffalo, NY 14202 ----------------- (Former Address) Item 4.01 Change in Registrant's Certifying Accountant Effective July 20, 2006, the firm of Raich Ende Malter & Co. LLP ("REM"), our independent accountant during the period from November 29, 2004 (inception) through July 20, 2006, was dismissed. Our Board of Directors authorized this action. REM had audited our financial statements for the fiscal years ended December 31, 2005, and for the period from November 29, 2004 to December 31, 2004, and reviewed our financial statements for the period ended March 31, 2006. In connection with the audit of our financial statements as of and for the fiscal year ended December 31, 2005, and the interim period through July 18, 2006, there were no disagreements with REM 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 REM, would have caused them to make reference in connection with its reports to the subject matter of the disagreements. The audit report of REM on our financial statements as of and for the year ended December 31, 2005, did not contain an adverse opinion or disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles. We requested that REM furnish us with a letter addressed to the Commission stating whether it agrees with the above statements. A copy of said letter is attached to this report as Exhibit 16.1. Effective July 20, 2006 we retained the firm of KPMG as our independent accountant, to review our unaudited financial statements for the interim periods ended June 30, 2006, September 30, 2006 and to audit our financial statement for our fiscal year ending December 31, 2006, and include such report as part of our annual report on Form 10-KSB for our fiscal year ending December 31, 2006. There were no consultations between us and KPMG prior to their appointment. Item 9.01. Exhibits. Number Exhibit - ------ ------- 16.2 Letter from Raich Ende Malter & Co LLP 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. Dated: July 21, 2006 NORTHERN ETHANOL, INC. (Registrant) By: s/Ciaran Griffin --------------------------------------- Ciaran Griffin, Chief Financial Officer