UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
AMENDMENT NO. 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)
August 7, 2009
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Tempco, Inc
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(Exact Name of Registrant as Specified in Its Charter)
NEVADA
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(State or Other Jurisdiction of Incorporation)
001-10320 13-3465289
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(Commission File Number) (IRS Employer Identification No.)
7625 East Via Del Reposa, Scottsdale, AZ 85258
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(Address of Principal Executive Offices) (Zip Code)
(480) 272-8745
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(Registrant's Telephone Number, Including Area Code)
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(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))
EXPLANATORY NOTE
We are amending our Current Report on Form 8-K dated August 7, 2009 and filed on
August 13, 2009 to re-state Item 4.01 as follows:
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) On August 7, 2009, at the request of Moore & Associates Chartered ("Moore"),
our independent registered public accountants, our Board of Directors dismissed
Moore as such accountants. On the same date, August 7, 2009, the accounting firm
of Seale and Beers, CPAs was engaged by our Board of Directors as our new
independent registered public accountants. None of the reports of Moore on the
Company's financial statements for either of the past two years or subsequent
interim period contained an adverse opinion or disclaimer of opinion, or was
qualified or modified as to uncertainty, audit scope or accounting principles,
except that our audited financial statements contained in its Form 10-K for the
fiscal year ended June 30, 2008 a going concern qualification in the
registrant's audited financial statements.
During the registrant's two most recent fiscal years and the subsequent interim
periods thereto, there were no disagreements with Moore, whether or not
resolved, on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which, if not resolved to
Moore's satisfaction, would have caused it to make reference to the subject
matter of the disagreement in connection with its report on the registrant's
financial statements.
On September 1, 2009, we were advised that on August 27, 2009 the Public Company
Accounting Oversight Board ("PCAOB") revoked the registration of Moore because
of violations of PCAOB rules and auditing standards in auditing the financial
statements, PCAOB rules and quality controls standards and Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and noncooperation
with a Board investigation.
We have requested that Moore furnish us with a letter addressed to the
Securities and Exchange Commission stating whether it agrees with the above
statements. We have been advised by Moore that it will not comply with our
request.
b) On August 7, 2009, the registrant engaged Seale and Beers, CPAs as its
independent accountant. We have not, during the two most recent fiscal years and
the interim periods preceding the engagement, consulted Seale and Beers, CPAs
regarding any of the matters set forth in Item 304(a)(2)(i) or (ii) of
Regulation S-B.
ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
d) Exhibits
No. Exhibits
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16.1
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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: September 4, 2009
By: /s/ Stanley L. Schloz
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Name: Stanley L. Schloz
Title: President and Chief Executive and
Financial Officer
EXHIBIT INDEX
Exhibit No. Description of Exhibit
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16.1
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