SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: February 23, 2004
PAYGARD, INC.
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(Exact name of registrant as specified in its charter)
NEW MEXICO 0-29685 95-4783100
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.
incorporation) pre-merger)
350 South Center Street, Suite 500, Reno, NV 89501
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(Address of principal executive offices)(Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (775) 284-3700
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
None.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
None.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
None.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Brad Haynes, CPA, former auditor for the Company, was terminated as
auditor for the company on January 27, 2004 Gordon, Hughes & Banks,
LLP were engaged as auditors for Company on February 18, 2004.
The Change of Accountants was approved by the Board of Directors. No
audit committee exists other than the members of the Board of
Directors.
In connection with audits of the two most recent fiscal years and
through the date of change of the accountants, to the best knowledge
of the company, no disagreements exist with any former accountant on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope of procedure, which disagreements if not
resolved to the satisfaction of the former accountant would have
caused his to make reference in connection with his report to the
subject of the disagreement(s).
No audit report by Brad Haynes, for any period up to change of
accountants contained a qualified opinion except for a paragraph
discussing uncertainties related to continuation of the Registrant as
a going concern. No report of Brad Haynes CPA contained an adverse
opinion or disclaimer of opinion, nor was qualified or modified as to
uncertainty, audit scope, or its accounting principles. The company
has requested a confirming letter from Mr. Haynes, but to date has not
received it. An amendment to the 8K will be filed if such letter is
received
ITEM 5. OTHER EVENTS REGULATION FD DISCLOSURE
None.
ITEM 6. RESIGNATION AND APPOINTMENT OF OFFICERS AND DIRECTORS
None.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIALS, & EXHIBITS
Financial Statements
None.
Exhibits
23.2 - Letter of Gordon Banks & Hughes, LLP
ITEM 8. CHANGE IN FISCAL YEAR
ITEM 9. REGULATION FD DISCLOSURE
ITEM 10. AMENDMENTS TO THE REGISTRANT'S CODE OF ETHICS, OR WAIVER OF A PROVISION
OF THE CODE OF ETHICS.
ITEM 11. TEMPORARY SUSPENSION OF TRADING UNDER REGISTRANT'S EMPLOYEE BENEFIT
PLANS.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
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 thereunto duly authorized.
Date: February 23, 2004 PAYGARD, INC.
By: /s/ Gerve Brazier
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Gerve Brazier, President