ITEM 4.01. Changes in Registrant's Certifying Accountant

(1) Previous Independent Auditors:

a. On March 31, 2021, the Company was informed that our registered independent public accountant, AJ Robbins CPA LLC retired and declined to stand for re-appointment.

b. AJ Robbins CPA LLC's report on the financial statements for the year ended December 31, 2020 contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to audit scope or accounting, except that the report contained an explanatory paragraph stating that there was substantial doubt about the Company's ability to continue as a going concern.

c. We have authorized AJ Robbins CPA LLC to respond fully to the inquiries of the successor accountant.

d. The Company provided a copy of the foregoing disclosures to AJ Robbins CPA LLC prior to the date of the filing of this Report and requested that AJ Robbins CPA LLC furnish it with a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the statements in this Report. A copy of such letter is filed as Exhibit 16.1 to this Form 8-K.

(2) New Independent Accountants:

a. On March 31, 2021, the Company engaged Gries & Associates, LLC of Denver, Colorado, as its new registered independent public accountant. During the year ended December 31, 2020 and prior to March 31, 2021 (the date of the new engagement), we did not consult with Gries & Associates, LLC regarding (i) the application of accounting principles to a specified transaction, (ii) the type of audit opinion that might be rendered on the Company's financial statements by Gries & Associates, LLC, in either case where written or oral advice provided by Gries & Associates, LLC would be an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor or was a reportable event (as described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively).

ITEM 9.01. Financial Statements and Exhibits





a. None
b. Exhibits




NUMBER     EXHIBIT
  16.1       Letter from AJ Robbins CPA LLC, dated March 31, 2021, regarding
           Change in Certifying Accountant. (Filed herewith.)





2

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