Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): October
16, 2006 (October 13, 2006)
TRIBEWORKS,
INC.
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
|
001-28675
|
94-337095
|
|
(State
of Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
| |
2001
152nd
AVENUE NE, REDMOND WA
|
98052
|
| |
(Address
of Principal Executive
Offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (425)
458-2360
_________________________________________________
(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))
Item
4.01. Changes
in Registrant’s Certifying Accountant.
On
October 13, 2006, the board of directors of Tribeworks, Inc. (the “registrant”)
approved the dismissal of HLB Cinnamon, Jang, Willoughby, Chartered Accountants,
as the registrant’s independent registered public accounting firm.
No
report
of HLB Cinnamon, Jang, Willoughby, Chartered Accountants, on the financial
statements for either of the past two years contained any adverse opinion or
disclaimer of opinion or was qualified or modified as to uncertainty, audit
scope, or accounting principle.
During
the fiscal years ended December 31, 2005 and 2006 and through October 13, 2006,
there were no disagreements with HLB Cinnamon, Jang, Willoughby, Chartered
Accountants, on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreement(s),
if
not resolved to the satisfaction of HLB Cinnamon, Jang, Willoughby, Chartered
Accountants, would have caused it to make reference thereto in any
report.
During
the fiscal years ended December 31, 2005 and 2006 and through October 13, 2006,
there were no reportable events (as defined in Item 304(a)(1)(v) of Regulation
S-K).
The
registrant requested that HLB Cinnamon, Jang, Willoughby, Chartered Accountants,
furnish it with a letter addressed to the Securities and Exchange Commission
stating whether or not it agrees with the above statements. A copy of such
letter to the Securities and Exchange Commission is filed as Exhibit 16.1 to
this Current Report on Form 8-K.
On
October 13, 2006, the registrant engaged the firm of Williams & Webster,
P.S. as the registrant’s principal independent accountant to audit the
registrant’s financial statements. Since the registrant does not currently
maintain an audit committee, the full board of directors of the registrant
approved the engagement of Williams & Webster, P.S.
Prior
to
the engagement of Williams & Webster, P.S., neither the registrant nor any
person on the registrant’s behalf consulted Williams & Webster, P.S.
regarding either (i) the application of accounting principles to a specified
completed or proposed transaction or the type of audit opinion that might be
rendered on the registrant’s financial statements, or (ii) any matter that was
the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation
S-K and the related instructions to such Item) or a reportable event (as defined
in Item 304(a)(1)(v) of Regulation S-K).
Item
9.01. Financial
Statements and Exhibits.
| |
(a)
|
Financial
Statements of the Business Acquired.
Not applicable.
|
| |
(b)
|
Pro
Forma Financial Information.
Not applicable.
|
| |
(c)
|
Shell
Company Transactions.
Not applicable
|
|
Exhibit
No.
|
|
Description
|
| |
|
|
|
16.1
|
|
Letter
from HLB Cinnamon, Jang, Willoughby, Chartered Accountants, dated
as of
October 13, 2006.
|
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.
| |
|
|
| |
TRIBEWORKS,
INC.
|
|
|
|
| Date: October
16, 2006 |
By: |
/s/ Peter
B.
Jacobson |
| |
Name: Peter
B. Jacobson |
| |
Title: Chief
Executive Officer |