UNITED STATES
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: July 6, 2005
Reclamation Consulting And Applications, Inc.
(Exact name of registrant as specified in its charter)
Colorado 000-29881 58-2222646
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
23832 Rockfield Blvd. Suite 275 Lake Forest, CA 92630
(Address of principal executive offices)
(949) 609 0590
(Registrant's telephone number)
(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 Instructions 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 4.01. Changes in Registrant's Certifying Accountant
(a) Previous Independent Accountants.
On June 30, 2005, Kabani & Company, Inc ("Kabani") was dismissed as independent
accountants of Reclamation Consulting And Applications , Inc. (the "Company").
Kabani reported on the Company's financial statements for the years ended June
30, 2004 and 2003. Their opinion did not contain an adverse opinion or a
disclaimer of opinion, and was not qualified as to uncertainty, audit scope, or
accounting principles but was modified as to a going concern. The decision to
change accountants was recommended and approved by the Company's Board of
Directors.
During the Company's most recent full fiscal years ended June 30, 2004 and 2003
and through the date of their dismissal , there were no disagreements with
Kabani on any matters of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which disagreements, if not
resolved to the satisfaction of Kabani, would have caused them to make reference
to the subject matter of such disagreements in connection with their reports;
and there were no reportable events, as listed in Item 304 (a)(1)(v) of
Regulation S-K.
The Company has provided Kabani with a copy of these disclosures. Attached as
Exhibit 16 to this Form 8-K is a copy of Kabani's letter, dated July 25, 2005,
stating their agreement with such statements.
(b) New Independent Accountants.
The Company engaged Corbin & Company LLP ("Corbin") to act as its independent
auditors, effective June 30, 2005. During the Company's two most recent fiscal
years and any subsequent interim period prior to engaging Corbin, the Company
has not consulted Corbin regarding either: (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 Corbin did not provide either a written report or oral advice to the Company
that Corbin concluded was an important factor considered by the Company in
reaching a decision as to the accounting, auditing or financial reporting issue;
or (ii) any matter that was either the subject of a disagreement or a reportable
event, each as defined in Item 304 of Regulation S-K. Corbin has not provided
due diligence services in connection with proposed and/or consummated investment
transactions by the Company and its affiliates.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
The following exhibits are filed herewith:
Exhibit Number
16.1 Letter, dated July 25, 2005 from Kabani to the Securities
and Exchange Commission
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: July 25, 2005 RECLMATION CONSULTING AND APPLICATIONS, INC.
a Colorado corporation
/s/ Mike Davies
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Mike Davies
Chief Financial Officer