LANE CO 3 INC - FORM 8-K/A - October 13, 2009

Attached files

file filename
EX-16.1 - LANE CO 3 INCv162561ex16-1.htm
EX-99.1 - LANE CO 3 INCv162561ex99-1.htm
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): August 17, 2009

LANE CO. #3, INC.
Exact name of registrant as specified in its charter)
 
DELAWARE
000-51675
20-3771425
(State of
Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
333 Sandy Springs Circle, Suite 230
Atlanta, GA 30328
(Address of principal executive offices)

(404) 257-9150
(Registrant’s telephone number, including area code)
(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):

o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

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SECTION 4 – MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS.

ITEM 4.01 - CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT.

On September 16, 2009, Lane Co. #3, Inc. (the “Company”) was notified of the resignation of its independent registered public accounting firm, Conner & Associates, PC, effective that date. The Company’s Board of Directors accepted the resignation of Conner & Associates, PC upon receipt of the notification and has commenced a search for a new independent public accounting firm.

Conner & Associates, PC has served as the certifying accountant for the Company’s financial statements for more than the past two fiscal years of the Company. From the date on which Conner & Associates, PC was engaged until the date Conner & Associates, PC resigned, there were no disagreements with Conner & Associates, PC 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 Conner & Associates, PC would have caused Conner & Associates, PC to make reference to the subject matter of the disagreements in connection with any reports it would have issued, and there were no "reportable events" of the nature described in Item 304(a)(1)(v), paragraphs (A) through (D), of Regulation S-K.
 
In Conner & Associates PC’s 2007 and 2008 audit reports for the Company’s financial statements for the fiscal years ended September 30, 2007 and 2008, respectively, Conner & Associates PC expressed its doubt as to the Company’s ability to continue as a going concern.  In the 2007 and 2008 audit reports, which were included in the Company’s 10-K’s for the fiscal years ended September 30, 2007 and 2008, respectively, Conner & Associates, PC stated that such doubt was based on the fact that the Company is in the development stage and has not commenced operations; and that its ability to continue as a going concern is dependent on the Company’s ability to develop additional sources of capital, locate and complete a merger with another company and ultimately achieve profitable operations.  Other than the foregoing qualification, Conner & Associates, PC’s 2007 and 2008 audit reports did not contain an adverse opinion or a disclaimer of opinion, nor was qualified or modified as to uncertainty, audit scope, or accounting principles.



SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS.

ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit
Number                                           Description

 
16.1
Letter from Conner & Associates, PC to the SEC dated October 12, 2009
 
 
99.1
Auditor Resignation Letter dated September 16, 2009 from Conner & Associates, PC
 
 

 

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.
 
 
LANE CO. #3, INC.
(Registrant)
  
       
Date: October 12, 2009 
By:
/s/ David A. Rapaport
  
   
David A. Rapaport
  
   
Executive Vice President and Secretary
  

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