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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): January 14, 2015
CREATIVE LEARNING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 000-52883 20-445603
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or organization) Identification No.)
701 Market, Suite 113, St. Augustine, FL 32095
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code : (904) 824-3133
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 4.02 Non-Reliance on Previously Issued Financial Statements or a Related
Audit Report or Completed Interim Review
On January 14, 2015, the Company filed its Form 10-K report for the fiscal year
ended September 30, 2014. At the time the Company filed its annual report on
Form 10-K (the "Original Filing") it mistakenly believed it had obtained proper
authorization from its independent registered public accounting firm, Hartley
Moore Accountancy Corporation (HMCPA) to file their Report of Independent
Registered Public Accounting Firm ( the "Auditors' Report") and the Company's
Form 10K. Therefore, the Company, as advised by HMCPA on January 14, 2015,
deemed the Original Filing to be non-compliant pursuant to SEC Rules and
Regulations. As a result, the financial statements and the Auditors' Report
included therein should not be relied upon due to HMCPA not authorizing the
issuance of their audit report and the Form 10-K. The Company intends to file an
amended Annual Report on Form 10-K/A (Amended Filing) once HMCPA authorizes the
issuance of their Auditors' Report and the Form 10-K/A. Any differences between
the Original Filing and the Amended Filing will be identified in the Amended
Filing. As of the date of this filing, management does not believe there will be
any significant differences between the Original Filing and the Amended Filing.
The Board of Directors has discussed the matter in this Form 8-K pursuant to
Item 4.02(b) with the Company's independent registered public accounting firm,
HMCPA.
Item 9.01 Financial Statements and Exhibits
Number Description
7 Letter from the Company's independent accountant regarding
non-reliance on a previously issued audit report, or completed
interim review.
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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: January 20, 2015. CREATIVE LEARNING CORPORATION
By:/s/ Brian Pappas
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Brian Pappas, Chief Executive Officer
