UNITED STATES

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): May 1, 2014

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):

ITEM 4.01. Changes in Registrant’s Certifying Accountant.

History of auditor changes:

Our financial statements were previously audited by the firm of DKM Certified Public Accountants (DKM).  In December 2012 Peter Messineo, CPA ("PM") merged into the firm known as DKM.  DKM has audited our financial statement for the year ended December 31, 2012.  In April 2013 the agreement between DKM and PM was terminated and the Company engaged Messineo & Co, CPAs, LLC (M&Co) of Clearwater, Florida.  M&Co is a continuation of the original audit firm PM. DKM performed the audit for the year ended December 31, 2012.  M&Co performed the interim reviews of financial statements for the periods ended March 31, June 30, and September 30, 2013.

(1) Previous Independent Auditors:

a.

On May 1, 2014, M&Co declined to stand for reappointment as our Company’s independent auditors.

b.

M&Co's report on the financial statements for the year ended December 31, 2012 and for the period July 5, 2011 (date of exploration stage) through December 31, 2012 (December 31, 2011 was audited by PM) contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to audit scope or accounting, except that the report contained an explanatory paragraph stating that there was substantial doubt about our ability to continue as a going concern.

c.

Our Board of Directors participated in and approved the decision to change independent accountants. Through the period covered by the financial audit for the year ended December 31, 2012 and through the current date, there have been no disagreements with M&Co 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 M&Co would have caused it to make reference thereto in their report on the financial statements.  Through the interim period, May 1, 2014 (the date M&Co declined to stand for reappointment), there have been no disagreements with M&Co 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 M&Co would have caused them to make reference thereto in their report on the financial statements.  

d.

We have authorized M&Co to respond fully to the inquiries of the successor accountant.

e.

During the year ended December 31, 2013 and the interim period through May 1, 2014, there have been no reportable events with us as set forth in Item 304(a)(1)(v) of Regulation S-K.

f.

We provided a copy of the foregoing disclosures to M&Co prior to the date of the filing of this Report and requested that M&Co furnish it with a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the statements in this Report.  A copy of such letter is filed as Exhibit 16.1 to this Form 8-K.

(2) New Independent Auditor:

On May 1, 2014 we engaged RLB Certified Public Accountant PLLC (RLBCPA) of Gulfport, Florida, our new registered independent public accountant. Our Board of Directors participated in and approved the decision to engage RLBCPA. During the year ended December 31, 2013 and prior to May 1, 2014 (the date of the new engagement), we did not consult with RLBCPA regarding (i) the application of accounting principles to a specified transaction, (ii) the type of audit opinion that might be rendered on the Company’s financial statements by RLBCPA, in either case where  written or oral advice provided by RLBCPA would be an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor or was a reportable event (as described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively).

ITEM 9.01. Financial Statements and Exhibits.

a.

None

b.

Exhibits

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.