UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE
OF EARLIEST REPORTED EVENT: MAY 21, 2007
CHINA
NATURAL GAS, INC.
(Exact
name of Registrant as specified in its charter)
|
Delaware
|
001-31539
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98-0231607
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
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(IRS
Employer Identification
Number)
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19th
Floor, Building B, Van Metropolis
Tang
Yan Road, Hi-Tech Zone
Xian,710065,
Shaanxi Province
China
(Address
of principal executive offices)
86-29-88323325
(Registrant’s
telephone number, including area code)
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:
□Written
communications pursuant to Rule 425 under the Securities Act
□
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
□
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
□
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
Item
4.01: Changes In Registrant's Certifying Accountant
Effective
as of May 21, 2007, the Company dismissed Kabani & Company, Inc. ("Kabani"),
the Company's independent registered public accounting firm. The decision to
change accountants was recommended by the Company’s Audit Committee and approved
by the Company's Board of Directors. The Company’s Board of Directors is
currently in the process of engaging new auditors for the Company and will
file
a report on Form 8-K with the Securities and Exchange Commission when such
new
auditors have been engaged.
Kabani
reported on the Company's consolidated financial statements for the years ending
December 31, 2006 and 2005 and reviewed the Company’s consolidated financial
statements for the period ending March 31, 2007. For these periods and up to
May
21, 2007, there were no disagreements with Kabani on any matter of accounting
principle or practices, financial statement disclosure, or auditing scope or
procedure, which disagreement(s), if not resolved to the satisfaction of Kabani,
would have caused it to make reference thereto in its report on the financial
statements for such years.
The
reports of Kabani on the financial statements of the Company for the fiscal
years ended December 31, 2006 and 2005 did not contain any adverse opinion
or
disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles.
The
Company has provided Kabani with a copy of the foregoing disclosure and
requested that Kabani provide the Company with a letter addressed to the
Securities and Exchange Commission stating whether it agrees with the statements
made by the Company in response to this item. A copy of such letter, dated
May
25, 2007, is filed as Exhibit 16.1 to this Current Report on Form
8-K.
Item
9.01: Financial Statements and Exhibits.
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16.1
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Letter
from Kabani & Co.
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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.
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CHINA NATURAL GAS, INC. |
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| Date: May 25, 2007 |
/s/
Xiaogang
Zhu
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Xiaogang
Zhu
Chief
Financial Officer
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