U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: September 17, 1998 Date of Earliest Event Reported: September 3, 1998 NEWGOLD, INC. ------------- (Exact Name of Small Business Issuer as Specified in Charter) Delaware 0-20722 16-1400479 - ------------- ------- ------------------- (State or Other (Commission File No.) (IRS Employer Jurisdiction of Identification No.) Incorporation) 35265 Willow Avenue Post Office Box 230 Clarksburg, California 95612 -------------------------------------- (Address of Principal Executive Offices) (916) 665-1840 -------------------------------------- (Issuer's Telephone Number) -------------------------------------- (Former Name, if changed since Last Report) 1 Item 1. Changes in Control of Registrant. N/A Item 2. Acquisition or Disposition of Assets. N/A Item 3. Bankruptcy or Receivership. N/A Item 4. Changes in Registrant's Certifying Accountants On September 10, 1998 the Registrant received a letter from KPMG Peat Marwick LLP stating that they had resigned as Newgold, Inc.'s principal accountants. The Former Accountant did not state any reason for resigning in its resignation letter to the Company. The accountant's report issued by KPMG Peat Marwick for the year ended January 31, 1997, regarding the consolidated financial results and condition of the Company were qualified as to the "Going Concern" status of the Company. The reports, otherwise contained no adverse or qualified opinions, nor were they modified as to audit scope or accounting principal. The Company is in the process of seeking new independent accountants. Item 5. Other Events N/A Item 6. Resignation of Registrant's Directors N/A Item 7. Financial Statements. Pro Forma Financial Information and Exhibits. Exhibit 1. Letter of Resignation from KPMG Peat Marwick LLP. Exhibit 2. Letter of Approval of Form 8K from KPMG Peat Marwick LLP. Item 8. Change in Fiscal Year N/A Item 9. Sale of Equity Securities under Regulation S. (Required until January 1, 1999) N/A SIGNATURES 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 . NEWGOLD, INC. Date: September 17, 1998 By: /s/Arthur Scott Dockter ------------------------ Arthur Scott Dockter, President