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 (Date of earliest event reported): March 31, 2005
-----------------
TEMECULA VALLEY BANCORP INC.
(Exact name of Registrant as specified in its charter)
California 46-0476193
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of incorporation) Identification Number)
27710 Jefferson Avenue
Suite A100
Temecula, California 92590
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (909) 694-9940
Not Applicable
(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:
|_| 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))
- --------------------------------------------------------------------------------
Item 4.01 - Changes in Registrant's Certifying Accountant
Although Vavrinek, Trine, Day & Co., LLP ("Vavrinek") has audited the
accounts of Temecula Valley Bank, our principal subsidiary, since 1996 and of
our Company, Temecula Valley Bancorp Inc., since its creation in mid-2002, we
agreed with Vavrinek that they would resign upon the engagement of a replacement
firm for the 2005 fiscal year. The resignation was prompted by the fact that, by
mutual agreement between us and Vavrinek, it would be prudent to engage a firm
with more resources to match our anticipated growth and operating complexity as
well as a firm with several accelerated filer clients with stock that is
publicly traded, like us. This decision was approved by our audit committee and
our board. During the time we engaged Vavrinek, including our two most recent
fiscal years ended December 31, 2003 and 2004, Vavrinek has never issued to us
an adverse opinion or a disclaimer of opinion, and none of Vavrinek's opinions
during such periods were qualified or modified as to uncertainty, audit scope or
accounting principals. Moreover, during the time we engaged Vavrinek, including
our two more recent fiscal years ended December 31, 2003 and 2004, and up to the
date of this filing, there has never been, at any time, any disagreements on any
matter of accounting principals or practices, financial statement disclosure, or
auditing scope or procedure which disagreement(s), if not resolved to the
satisfaction of Vavrinek, would have caused it to make reference to the subject
matter of the disagreement(s) in connection with its report. During our two most
recent fiscal years ended December 31, 2003 and 2004 and through the date of
this filing, there has been no reportable event as defined in Item 304(a)(1)(iv)
of Regulation S-K promulgated by the Securities and Exchange Commission.
Vavrinek will continue to assist us for several months until we retain a
successor firm. We have not selected an independent registered public accounting
firm for the 2005 fiscal year.
Attached to his filing is a letter from Vavrinek addressed to the
Commission stating that Vavrinek agrees with the statements concerning the
reasons for changing accountants, as set forth in this filing.
SIGNATURE
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.
TEMECULA VALLEY BANCORP INC.
Date: April 18, 2005 By: /s/ DONALD A. PITCHER
---------------------------------
Donald A. Pitcher
Chief Financial Officer
April 18, 2005
Securities and Exchange Commission
Washington, D.C. 20549
Dear Sirs/Madams:
We were previously the independent registered public accounting firm for
Temecula Valley Bancorp Inc.
We have read the Company's statements included in Item 4.01 of its Form
8-K/A dated April 18, 2005, and are in agreement with the statements contained
therein.
Sincerely,
/s/
David L. Dayton, Partner
for Vavrinek, Trine, Day & Co., LLP
DLD:jm