UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Amendment No. 1
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)
August 24, 2009
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Nevada Processing Solutions
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
000-53574 20-4959207
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(Commission File Number) (IRS Employer Identification No.)
9646 Giddings, Las Vegas, NV 89148
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(Address of Principal Executive Offices) (Zip Code)
702-334-4008
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(Registrant's Telephone Number, Including Area Code)
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))
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ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Dismissal of Moore & Associates, Chartered
On August 27, 2009, the Public Company Accounting Oversight Board
("PCAOB") revoked the registration of Moore and Associates, Chartered 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.
On August 24, 2009 (the "Dismissal Date"), the Board of Directors of Nevada
Processing Solutions (the "Registrant") voted to terminate its relationship
with Moore & Associates, Chartered, as its independent registered public
accounting firm.
The reports of Moore & Associates, Chartered on the audited financial
statements of the Registrant for the fiscal years ended June 30, 2009 and 2008
did not contain any adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope or accounting principles,
except a going concern qualification in its audit report dated August 6, 2009
on the Registrant's financial statements for the fiscal year ended June 30,
2009. A going concern qualification was also included in its audit report
dated October 17, 2008 on the Registrant's financial statements for the fiscal
year ended June 30, 2008.
During the Registrant's two most recent fiscal years, the subsequent
interim periods thereto, and through the Dismissal Date, there were no
disagreements (as defined in Item 304 of Regulation S-K) with Moore &
Associates, Chartered on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Moore & Associates,
Chartered, would have caused it to make reference in connection with its
opinion to the subject matter of the disagreement. Further, during the
Registrant's two most recent fiscal years, the subsequent interim periods
thereto, and through the Dismissal Date, there were no reportable events (as
defined in Item 304(a)(1)(v) of Regulation S-K).
On August 31, 2009, the Company provided Moore and Associates, Chartered
with a copy of the disclosures contained this amended Form 8-K and requested
Moore and Associates, Chartered furnish the Company with a letter addressed to
the U. S. Securities and Exchange Commission stating whether Moore and
Associates, Chartered agrees with the above statements, and if not, the
respects in which Moore and Associates, Chartered does not agree. The Company
will file the letter requested from Moore and Associates, Chartered by
amendment to this report when provided.
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(b) Engagement of Seale and Beers, CPAs
On August 24, 2009 (the "Engagement Date"), the Registrant's Board of
Directors approved the appointment of Seale and Beers, CPAs as the
Registrant's independent registered public accounting firm. During the
Registrant's two most recent fiscal years, the subsequent interim periods
thereto, and through the Engagement Date, neither the Registrant nor anyone
on its behalf consulted the Current Accountants regarding either (1) the
application of accounting principles to a specified transaction regarding the
Company, either completed or proposed, or the type of audit opinion that might
be rendered on the Company's financial statements; or (2) any matter regarding
the Company that was either the subject of a disagreement (as defined in Item
304(a)(1)(iv) of Regulation S-K and related instructions to Item 304 of
Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of
Regulation S-K).
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.
Nevada Processing Solutions
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Registrant
/s/ J. Chad Guidry
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By: J. Chad Guidry
Its: President, Secretary,
Treasurer, Director
Dated: September 1, 2009 (Principal Executive, Principal
----------------- Financial and Principal Accounting
Officer)
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