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, 2008
TELCOBLUE,
INC.
(Exact
Name of Registrant as Specified in Charter)
Wyoming
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43-1798970
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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3288
Eagle View Lane, Suite 240, Lexington Kentucky 40509
(Address
of Principal Executive Offices, Zip Code)
Registrant’s
telephone number, including area code: (859) 263-1852
(Former
Name or Former Address, if Changed Since Last Report)
(Not
Aplicable)
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:
o
Written communication
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)).
Forward-Looking
Statements
THE
STATEMENTS CONTAINED IN THIS CURRENT REPORT THAT ARE NOT HISTORICAL FACTS ARE
“FORWARD-LOOKING STATEMENTS (AS THAT TERM IS DEFINED IN THE PRIVATE SECURITIES
LITIGATION REFORM ACT OF 1995), THAT CAN BE IDENTIFIED BY THE USE OF
FORWARD-LOOKING WORDS SUCH AS “BELIEVES, “EXPECTS, “ ”MAY,” “WILL,” “SHOULD,” OR
“ANTICIPATES,” OR THE NEGATIVE OF THESE WORDS OR OTHER VARIATIONS OF THESE WORDS
OR COMPARABLE WORDS, OR BY DISCUSSIONS OF STRATEGY THAT INVOLVE RISKS AND
UNCERTAINTIES. MANAGEMENT WISHES TO CAUTION THE READER THAT THESE
FORWARD-LOOKING STATEMENTS INCLUDING, BUT NOT LIMITED TO, STATEMENTS REGARDING
THE PLANNED EFFORTS TO IMPLEMENT THE COMPANY’S BUSINESS PLAN AND ANY OTHER
EFFORTS THAT THE COMPANY INTENDS TO TAKE IN AN ATTEMPT TO GROW THE COMPANY,
ENHANCE SALES, ATTRACT & RETAIN QUALIFIED PERSONNEL, AND OTHERWISE EXPAND
THE COMPANY’S BUSINESS ARE NOT HISTORICAL FACTS AND ARE ONLY PREDICTIONS. NO
ASSURANCES CAN BE GIVEN THAT SUCH PREDICTIONS WILL PROVE CORRECT OR THAT THE
ANTICIPATED FUTURE RESULTS WILL BE ACHIEVED. ACTUAL EVENTS OR RESULTS MAY DIFFER
MATERIALLY EITHER BECAUSE ONE OR MORE PREDICTIONS PROVE TO BE ERRONEOUS OR
BECAUSE OF THE CONTINUING RISKS FACING THE COMPANY. SUCH RISKS INCLUDE, BUT
ARE
NOT LIMITED TO, THE FOLLOWING: THE PROSPECTS AND FINANCIAL CONDITION OF THE
COMPANY, OUR ABILITY TO IMPLEMENT OUR PLANNED BUSINESS STRATEGY, THE RISK
ASSOCIATED WITH AN EARLY STAGE COMPANY, AND THE UNCERTAINTIES AND RISKS OF
A
SMALL COMPANY WITH LIMITED MANAGERIAL, FINANCIAL, AND MARKETING RESOURCES.
ANY
ONE OR MORE OF THESE AND OTHER RISKS COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THE FUTURE RESULTS INDICATED, EXPRESSED, OR IMPLIED IN SUCH
FORWARD-LOOKING STATEMENTS.
As
used herein, the terms, “we,” “us,” “our,” and the “Company” refers to
TelcoBlue, Inc., a Wyoming corporation and its subsidiaries, unless otherwise
stated.
ITEM
4.01. Change
in Registrant’s Certifying Accountant
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a)
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Effective
January 15, 2008 the Board of Directors of TelcoBlue, Inc. has hired
Richard L. Brown and Company, PLLC as its auditor. The decision to
change
from Mendoza Berger & Company was made in connection with the
Company’s continuing management initiatives to cut costs. Richard L Brown
and Company is located in the Eastern Time Zone while Mendoza Berger
&
Company are located in the Pacific Time Zone. Ordinary costs of travel,
phones and vendor contact should be reduced as TelcoBlue, is also
in the
Eastern Time Zone as well as the majority of its
vendors.
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During
the fiscal years ended December 31, 2005 and 2004, and the subsequent interim
reporting periods from the last fiscal year end of December 2005 through and
including 2006 there were no disagreements between the Company and Mendoza
Berger & Company on any matter involving accounting principles or practices,
financial statement disclosure, auditing scope or procedure.
The
audit
report dated November 2006 on the Company’s financial statements for the fiscal
years ended December 31, 2005 and 2004 contained no adverse opinion or
disclaimer of opinion, and was not qualified or modified.
We
have
provided Mendoza Berger & Company with a copy of the above statement in
response to Item 304 (a) of Regulation S-K in conjunction with the filing of
this Form 8-K. We have requested, received and included as Exhibit A the letter
addressed to the Securities and Exchange Commission stating whether Mendoza
Berger & Company agrees with the above statements made by us
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b)
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Effective
January 15, 2008 the Board of Directors of the Company engaged the
registered public accounting firm of Richard L. Brown and Company,
PLLC as
our new independent auditor. The Company did not consult with Richard,
L.
Brown and Company prior to that date regarding matters of accounting
and
auditing.
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SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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TELCOBLUE,
INC.
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Date: January
14, 2008
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By:
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/s/ James
N. Turek
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James
N. Turek, President
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Exhibits:
Exhibit
A Mendoza
Berger and Company LLP letter