SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM-8-K
Current Report Pursuant to Sections 13 or 15(d) of
The Securities Act of 1934
Date of report (Date of earliest event reported) February 8, 19998
U. S. GOLD CORPORATION
(Exact name of registrant as specified in its charter)
Colorado
(State or other jurisdiction of incorporation)
0-9137
(Commission File Number)
840796160
(I.R.S. Employer Identification No.)
55 Madison, Suite 700, Denver, Colorado 80206
(Address of principal executive offices)(Zip Code)
Registrants telephone number, including area code (303) 322-8002
Item 4. Change in Registrant's Certifying Accountants
On February 8, 1999, Stark Tinter & Associates, LLC replaced BDO
Seidman , LLP, as U.S. Gold Corporation's principal accountants.
The registrant has not consulted with Stark Tinter & Associates, LLC on any
accounting or auditing matters during the past two years. BDO Seidman, LLP's
report on the financial statements for the two years ended December 31, 1997
and 1996, contained an unqualified opinion. Also, there were no disagreements
on any matter of accounting principle or practice, financial statement
disclosure, or auditing scope or procedure with BDO Seidman, LLP. The
registrant has requested that BDO Seidman, LLP furnish it with a letter
addressed to the SEC stating whether it agrees with the above statements.
A copy of BDO Seidman, LLP's letter to the SEC, dated February 12,
1999, is attached as file Exhibit 1.
The above action was approved by the Audit Committee of the Board
of Directors of the registrant.
Item 7. Fiancial Statements and Exhibits
A. Not Required.
B. Not Required.
C. Exhibits
Exhibit 1. Letter dated February 12, 1999, from former certifying
accountants, BDO Seidman, LLP.
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.
U.S. Gold Corporation
/s/ William F. Pass
William F. Pass, Vice President, Chief Financial Officer and
Secretary
Date: February 12, 1999
Exhibit 1
February 12, 1999
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have been furnished with a copy of the response to Item 4 of
Form 8-K for the event that occured on February 8, 1999 to be filed by
our former client, U.S. Gold Corporation. We agree with the statemnets
made in response to that Item insofar as they relate to our Firm.
Very truly yours,
/s/ BDO Seidman, LLP
Denver, Colroado
