UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A-1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 8, 2005 WEBB MORTGAGE DEPOT, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) Florida - -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 333-72376 65-0902373 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 155 Wilson Lake Road, Mooresville, NC 28117 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (800) 952-8706 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) n/a - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 4 - MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS ITEM 4.02(B) NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED AUDIT REPORT OR COMPLETED INTERIM REPORT On May 8, 2005, our auditors, Webb & Company, P.A., in connection with their audit of our financial statements for the year ended December 31, 2003 advised the Company that the Company can no longer rely on a previously issued audit report or interim period reports. The result of the reaudit of the financial statements has resulted in the Company restating its audited Balance Sheet and Income Statement for December 31, 2003 in connection with the following matters: HOME UNDER CONSTRUCTION The Company determined that certain construction costs had not been recorded or accrued during the year ended December 31, 2003. The Company has restated these costs and related liabilities at December 31, 2003. STOCK ISSUED FOR SERVICES The Company originally recorded the value of stock issued for services at par. The Company restated the value of the shares issued for services to reflect the value at a recent cash offering price. A summary of significant effects of the restatement is as follows: December 31, 2003 (As Previously December 31, 2003 Statement of Operations Reported) (As Restated) ------------------ ----------------- Revenues $ 481,198 $ 481,198 Operating expenses 417,268 (505,229) Net income (loss) from operations 63,930 (24,031) Other income (expense) (7,734) (4,194) Net income (loss) 56,196 (28,225) Net income (loss) per share - basic and diluted $ 0.01 $ (0.01) Weighted average number of shares outstanding during the period - basic and diluted 4,169,144 4,160,377 December 31, 2003 (As Previously December 31, 2003 Balance Sheet Reported) (As Restated) ----------------- ----------------- Current assets $130,364 $ 31,940 Property and equipment, net 14,356 14,356 Total assets 144,720 506,695 Current liabilities 87,609 459,020 Total liabilities 87,609 459,020 Stockholders' equity 57,111 47,625 Total liabilities and stockholders' equity $144,720 $506,695 PROPERTY AND EQUIPMENT Property and equipment consists of the following at December 31, 2004 and 2003: 2004 2003 -------- -------- Leasehold improvements $ 10,501 $ 16,978 Computers and equipment 8,350 3,257 -------- -------- 18,851 Less accumulated depreciation (4,922) (5,879) -------- -------- Property and equipment, net $ 13,929 $ 14,356 ======== ======== Depreciation expense for the years ended December 31, 2004 and 2003 was $3,960 and $4,047, respectively. During 2004, the Company recognized a loss on the abandonment of leasehold improvements of $12,061. The foregoing adjustments were reflected in the Company's annual report filed on Form 10-KSB for the period ended December 31, 2004 and filed with the Commission on May 13, 2005. As a result of the foregoing, investors should not rely on the previously filed audited financial statements which were filed as part of the Company's annual report for the year ended December 31, 2003 filed with the Commission on April 15, 2004. Nor should investors rely upon the Company's unaudited financial statements for the periods ended March 31, 2004 (filed May 11, 2004), June 30, 2004 (filed August 16, 2004), September 30, 2004 (filed November 12, 2004), March 31, 2003, (filed May 14 2003); June 30, 2003 (filed August 5, 2003) and September 30, 2003 (filed November 14, 2003). The Company has provided Webb & Company with a copy of this Form 8-k indicating that Webb & Company agrees with the statements contained herein. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibits 16.2 Letter from Webb & Company, P.A. 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. Date: June 16, 2005 Webb Mortgage Depot, Inc. By: /s/ Byron Webb ---------------------- Byron Webb President