-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Mfj7N+tksIArVBpELzG7W4N7w5bRfRiCLWZG7Ql4iBNXXQ6eeBWnlCbGyCrTxZOK AHKti2w/QdUtjHx0ufwObg== 0001385752-07-000051.txt : 20071205 0001385752-07-000051.hdr.sgml : 20071205 20071205140754 ACCESSION NUMBER: 0001385752-07-000051 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071205 ITEM INFORMATION: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review FILED AS OF DATE: 20071205 DATE AS OF CHANGE: 20071205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: B2Digital, Inc. CENTRAL INDEX KEY: 0000725929 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-VIDEO TAPE RENTAL [7841] IRS NUMBER: 840916299 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11882 FILM NUMBER: 071286273 BUSINESS ADDRESS: STREET 1: 1926 HOLLYWOOD BLVD STREET 2: SUITE 208 CITY: HOLLYWOOD STATE: FL ZIP: 33020 BUSINESS PHONE: 9546200208 MAIL ADDRESS: STREET 1: 1926 HOLLYWOOD BLVD STREET 2: SUITE 208 CITY: HOLLYWOOD STATE: FL ZIP: 33020 FORMER COMPANY: FORMER CONFORMED NAME: TELECOMMUNICATION PRODUCTS INC DATE OF NAME CHANGE: 19920703 8-K 1 b2d8k12052007.htm B2DIGITAL 8-K 12/05/2007 B2Digital 8-K 12/05/2007
 
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549-1004


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) December 5, 2007
 

B2 Digital, Inc.
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(Exact name of registrant as specified in its charter)
 
 
 
Delaware
  
Delaware 0-11882
  
84-0916299
  
 
(State of Incorporation)
  
Commission file number
  
(I.R.S. Employer
  
         
Identification No.)
  
 

4425 Ventura Canyon Ave, Suite 105, Sherman Oaks, CA 91423
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(Address of principal executive offices, zip code)

(310)-281-2571
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(Registrant's telephone number, including area code)

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(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):

[_] 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)
 
Item 4.02 Non-Reliance on Previously issued Financial Statements or a Related Audit Report or Completed Interim Review

On December 4, 2007, B2 Digital, Inc, ("the Company") determined, after discussions with its independent public accounting firm, Moore & Associates, that the Company had filed its unaudited financial statements as of September 30, 2007 on Form 10-QSB before Moore & Associates had fully completed its review of the quarterly report for the period ended. Because of such it was determined that the Company’s unaudited financial statements for the quarter ended September 30, 2007 should no longer be relied upon.

The Registrant will file restated financial statements as an amendment to the quarterly report with the SEC on the appropriate forms as soon as possible. The Company has discussed the matters disclosed in this current report, on Form 8K, with Moore & Associates. The restated financial statements included in the forthcoming amended 10-QSB will be identical to those filed on November 29, 2007.
 
SIGNATURE

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: December 5, 2007  /s/ Marcia Pearlstein  
   Marcia Pearlstein  
   Interim Chief Financial Officer  
 
 
 
 
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