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 (Date of earliest reported): March 23, 2004
______________
New Pacific Ventures, Inc.
____________________________________________________
(Exact name of registrant as specified in its charter)
Colorado 0-50190 47-0877018
____________________________ ____________ ________________
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Suite 603-1500 Olstler Court North, Vancouver, B.C., Canada V7G-2S2
___________________________________________________________ ____________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 762-5652
_______________
None
_____________________________________________________________
(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On February 5, 2004, New Pacific Ventures, Inc., (the "Company") dismissed
Andersen, Andersen & Strong, LC, from it position as its independent
accountants. The Company's board of directors participated in and approved
the decision to change independent accountants.
The audit report of Andersen, Andersen & Strong, LC, on January 16, 2003, for
the year ended October 31, 2002, contained a modification expressing substantial
doubt as to Company's ability to continue as a going concern. The audit report
contained no other adverse opinion, disclaimer of opinion or modification as to
uncertainty, audit scope or accounting principle.
In connection with its audits for the past two fiscal years and review of
unaudited financial statements through July 31, 2003, and through the date of
dismissal on February 5, 2004, there have been no disagreements with Andersen,
Andersen & Strong, LC on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures, which if not
resolved to the satisfaction of Andersen, Andersen & Strong, LC, would have
caused them to make reference thereto on the financial statements.
During the two most recent fiscal years and through February 5, 2004 there have
been no reportable events as set forth in Regulation S-B, Item 304(a)(1)(iv).
The Company has provided Andersen, Andersen & Strong, LC a copy of this Form 8-K
and has requested Andersen, Andersen & Strong, LC to furnish it with a letter
addressed to the Securities and Exchange Commission stating whether or not
Andersen, Andersen & Strong, LC agrees with the above statements. A copy of the
letter provided to the Company by Andersen, Andersen & Strong, LC in response to
this request is filed as Exhibit 1 to this Form 8-K.
On February 5, 2004, the Company engaged Madsen & Associates, CPAs, Inc., to
audit its financial statements for the year ending October 31, 2003. During the
two most recent fiscal years and through February 5, 2004, the Company had not
consulted with Madsen & Associates regarding (i) the application of accounting
principles to a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's financial statements,
and no written report or oral advice was provided to the Company by concluding
there was an important factor to be considered by the Company in reaching a
decision as to an accounting, auditing or financial reporting issue; or (ii) any
matter was either the subject of a disagreement, as that term is defined in Item
304(a)(1)(iv) of Regulation S-B and the related instructions thereto, or a
reportable event, as set forth in Item 304(a)(1)(iv) of Regulation S-B.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Exhibits
1 Letter of Andersen, Andersen & Strong, LC dated March 23, 2004 regarding
the disclosure contained in Item 4 of this report on Form 8-K.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
New Pacific Ventures, Inc.
Date: March 23, 2004 By /s/Gerry Jardine
________________________
Gerry Jardine, President
3