HANOVER GOLD COMPANY INC
8-K/A, 1997-02-12
METAL MINING
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                              UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                            -----------------

                               FORM 8-K/A

                             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 13, 1997



                        HANOVER GOLD COMPANY, INC.

              (Exact Name of Registrant as Specified in Charter)



    Delaware                     000-23022                 11-2740461
(State or Other Jurisdiction    (Commission             (IRS Employer 
   of Incorporation)            File Number)          Identification No.)



         1000 Northwest Blvd., Ste.100, Coeur d'Alene, Idaho 83814
                  (Address of principal executive offices)


   Registrant's telephone number, including area code:  (208) 664-4653
<PAGE>
Item 4. is amended in its entirety to read as follows:

     (a)  Zeller Weiss & Kahn, an independent accounting firm engaged to
     audit the registrant's financial statements for its two most recent
     fiscal years was by letter dated January 13,1997 formally dismissed as
     the registrant's principal accountant.

     (b)  Zeller Weiss & Kahn's reports on the financial statements for its
     two most recent fiscal years contained no adverse opinion or
     disclaimer of opinion nor were they qualified or modified as to
     uncertainty, audit scope, or accounting principles, except for a
     paragraph which discloses that the registrant is a development stage
     entity.

     (c)  The decision to change accountants was based on a relocation of
     the registrant's headquarters and was approved by the registrant's
     audit committee, and by its shareholders.

     (d)  During registrant's two most recent fiscal years and the
     subsequent interim proceeding the date of dismissal there were no
     disagreements with Zeller Weiss & Kahn on any matter of accounting
     principles or practices, financial statement disclosure, or auditing
     scope or procedure, which disagreements, if not resolved to the
     satisfaction of Zeller Weiss & Kahn would have caused it to make
     reference to the subject matter of the disagreement in connection with
     its reports.

     (e)  On January 14, 1997 BDO Seidman LLP was engaged as the principal
     accountant to audit the registrant's financial statement.  Registrant
     did not at any time during its two most recent fiscal years and
     subsequent interim period, prior to engaging BDO Seidman LLP, consult
     with BDO Seidman LLP regarding the application of accounting
     principles to a specified transaction or the type of audit opinion
     that might be rendered on the registrant's financial statements.

     (f)  Exhibits
     
Item   601 Code     Exhibit

1      16           Letter from Zeller Weiss & Kahn pursuant to Regulation
                    S-K Item 304(a)(3) filed as Exhibit 1.16 to Form 8-K
                    filed February 4, 1997 and incorporated herein by
                    reference.

<PAGE>
                               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.

                                       HANOVER GOLD COMPANY, INC.
                                                     (Registrant)

Date:  January 24, 1997                By  /s/ James A. Fish
                                          ----------------------------
                                          President





Exhibit 1.16 to Form 8-K/A

- ---------------------------------------------------------------------------

ZELLER WEISS & KAHN
Certified Public Accountants

- ---------------------------------------------------------------------------
                    1084 Route 22 West         Melvin H. Zeller, CPA
                    Mountainside, NJ  07092    Harold N. Binenstock, CPA
                    TEL:  908-789-0011         Stephen E. Rosenthal, CPA
                    FAX:  908-789-0027         Alfred J. Padovano, CPA
                                               Leonard J. Krieger, Jr., CPA
                                               Philip E. Hunrath, CPA
                                               Martin Sherman, CPA
                                               Gary A. Sherman, CPA
                                               Andrew M. Fingerhut, CPA

January 31, 1997


Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C.  20549

Gentlemen:

We have read the statements made by Hanover Gold Company, Inc., which we
understand will be filed with the commission pursuant to Item 4 of Form 8-
K/A, as part of the Company's Form 8-K/A report for the month of January,
1997.  We agree with the statements concerning our firm in such Form 8-K/A.

                                   Very truly yours,

                                   ZELLER WEISS & KAHN

                                   /s/ Zeller Weiss & Kahn
                                   -----------------------------------




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