U.S. 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 event reported): January 1, 2006
RMD TECHNOLOGIES, INC.
___________________________________________________
(Exact Name of Company as Specified in Its Charter)
California 0-51109 33-0970212
____________________________ ________________________ ________________
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
308 West 5th Street, Holtville, California 92250
__________________________________________ __________
(Address of Principal Executive Offices) (Zip Code)
Company's telephone number, including area code: (760) 356-2039
___________________________________________________________.
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 Company 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))
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Effective on January 1, 2006, Smith & Company, the independent
registered public accounting firm who was previously engaged as the principal
accountant to audit the Company's financial statements, changed its accounting
practice from a corporation to a professional limited liability company named
Child, Van Wagoner & Bradshaw, PLLC. As this is viewed as a separate legal
entity, the Company terminated its accounting arrangement with Smith & Company.
The decision to change principal accountants was approved by the Company's
Audit Committee and subsequently approved by the Board of Directors.
Smith & Company audited the Company's financial statements for the fiscal
years ended May 31, 2005 and 2004. This firm's report on these financial
statements was modified as to uncertainty that the Company will continue as a
going concern; other than this, the accountant's report on the financial
statements for those periods neither contained an adverse opinion or a
disclaimer of opinion, nor was qualified or modified as to uncertainty, audit
scope, or accounting principles.
During the fiscal years ended May 31, 2005 and 2004, and the subsequent
interim period preceding such change, there were no disagreements with Smith &
Company on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure. In addition, there were
no "reportable events" as described in Item 304(a)(1)(iv)(B)1 through 3 of
Regulation S-B that occurred during the fiscal years ended May 31, 2005 and
2004, and the subsequent interim period preceding such change
(b) On January 1, 2006, the Company engaged Child, Van Wagoner &
Bradshaw, PLLC, as successor to Smith & Company, as its independent registered
public accounting firm to audit the Company's financial statements. During the
fiscal years ended May 31, 2005 and 2004, and the subsequent interim period
prior to engaging this firm, neither the Company (nor someone on its behalf)
consulted the newly engaged accountant regarding any matter.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
EXHIBITS.
Exhibits included are set forth in the Exhibit Index pursuant to Item
601of Regulation S-B.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
RMD TECHNOLOGIES, INC.
Date: January 2, 2006 By: /s/ Patrick A. Galliher
______________________________
Patrick A. Galliher, President
EXHIBIT INDEX
Number Description
16 Letter on Change in Certifying Accountant (filed herewith).