KNIGHT NATURAL GAS INC
8-K, 1996-11-14
BLANK CHECKS
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                                    FORM 8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 CURRENT REPORT

                         Pursuant to Section 13 or 15(d)
                          of the Securities Act of 1934


       Date of Report (Date of earliest event reported) November 12, 1996


                            KNIGHT NATURAL GAS, INC.
             (Exact name of Registrant as specified in its charter)



            Colorado                      0-25658                84-1357927
  (State or other jurisdiction          (Commission           (I.R.S. Employer
of incorporation or organization)       File Number)         Identification No.)




                               Tower I, Suite 340,
                             12835 E. Arapahoe Road
                            Englewood, Colorado 80112
              (Address of principal executive offices and Zip Code)



                                 (303) 706-1606
               (Registrant's telephone number including area code)



<PAGE>



                                    FORM 8-K
                                 CURRENT REPORT
                         Pursuant to Section 13 or 15(d)
                          of the Securities Act of 1934

Item 1.           Changes in Control of Registrant.
     Not Applicable

Item 2.           Acquisition or Disposition of Assets.
     Not Applicable

Item 3.           Bankruptcy or Receivership.
     Not Applicable

Item 4.           Changes in Registrant's Certifying Accountant.
     The  Registrant  had engaged the firm of Cordovano  and  Company,  CPA's as
previously  reported  on  Form  8K.  In the  interim  period  from  the  date of
engagement  to the  date of  resignation  of Kish,  Leake  and  Associates,  the
Registrant's  former CPA's,  the Registrant and the auditor had no disagreements
nor other events reportable under Item 304 of Regulation S-K.

     During the  Registrant's  two most recent fiscal years,  ended December 31,
1995 and  subsequent  interim period prior to engaging the firm of Cordovano and
Company,  CPA's,  its new  accountant,  the Registrant did not consult the newly
engaged accountant regarding any matters. More particularly,  the Registrant did
not consult the new accountant  regarding  either the  application of accounting
principles to a specified transaction, either completed or proposed, or the type
of  audit  opinion  that  might  be  rendered  on  the  Registrant's   financial
statements.  Further,  no  written  report or oral  advice was  provided  to the
Registrant by the new accountant which was considered an important factor by the
Registrant  in  reaching  a  decision  as to the  accounting,  auditing,  or any
financial  issue  or  any  other  matter  which  was  either  the  subject  of a
disagreement or a reportable event under Item 304 of Regulation S-K.

     A copy of a letter from Cordovano and Company,  CPA's  confirming the above
disclosure is attached hereto.  A copy of the resignation  letter of Kish, Leake
and Associates is also attached.

Item 5.           Other Events
     The  Registrant has changed its name to Kalan Gold  Corporation,  effective
November 12, 1996.

Item 6.           Resignation of Registrant's Directors.
     Not Applicable

Item 7.           Financial Statements, Pro Forma Financial Information and
                  Exhibits.
     Not Applicable

Item 8.           Change in Fiscal Year.
     Not Applicable


<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.




                                          KNIGHT NATURAL GAS, INC.


Dated:November 13, 1996                By: /s/ James H. Baum
                                           -----------------
                                           James H. Baum
                                           President and Chief Executive Officer


<PAGE>
                 (Kish, Leake and Associates, P.C. Letterhead)


November 12, 1996


Securities And Exchange Commission
450 5th Street N.W.
Washington, D.C. 20549



We would like to inform you that we have read the disclosures provided by Knight
Natural  Gas,  Inc. In its filing of form 8-K dated  November  12, 1996 and that
there are no  disagreements  regarding the statements made under Item 4- Changes
in Registrant's Certifying Accountant.


Sincerely,


/s/ Kish, Leake & Associates P.C.
- ---------------------------------
Kish, Leake & Associates P.C.



<PAGE>


                                         November 12, 1996

Board of Directors
Knight Natural Gas, Inc.

We hereby accept our  appointment as Independent  Accountants for Knight Natural
Gas, Inc.



                                         Cordovano and Company, P.C.
                                         Certified Public Accountants
                                         Denver, Colorado


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