8-K/A 1 lilm-8ka062707.txt LILM 8KA 062707 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A [Amendment No. 1] CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 30, 2007 LILM, INC. (Exact name of registrant as specified in its charter) Nevada 000-51872 87-0645394 ---------------------------- ------------ ------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1390 South 1100 East # 204, Salt Lake City, Utah 84105-2463 (Address of principal executive offices) Registrant's telephone number, including area code: (801) 322-0253 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 (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) FORM 8-K Section 4 - Matters Related to Accountants and Financial Statements Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. ----------------------------------------------------------------- In connection with our registration statement on Form 10-SB, the SEC issued a comment on May 9, 2007 concerning disclosure in our financial statements and the failure to disclose the operations of our predecessor, LiL Marc, Inc. (Nevada). Following a review of the disclosure and discussions between our principal accounting officer and our independent accountant, our board of directors concluded on May 22, 2007 that our financial statements for the fiscal year ended December 31, 2005 (audited) and for the quarterly periods ended June 30 and September 30, 2006 (unaudited) should no longer be relied on. As a result of this decision, we have restated our financial statements for the fiscal year ended December 31, 2005 (audited) and the quarterly periods ended June 30 and September 30, 2006 (unaudited) to reflect the historical operating loss of $51,977 for LiL Marc, Inc. (Nevada) for the period April 22, 1997 (inception) to December 30, 1999. This information is also discussed in a new footnote to these financial statements. Accordingly, the financial statements included in our amended Form 10-QSBs for the quarterly periods ended June 30 and September 30, 2006 should no longer be relied upon. We have therefore filed amended Form 10-QSB reports for the quarterly periods ended June 30 and September 30, 2006 to reflect the revised accounting treatment of the historical operating loss of LiL Marc, Inc. (Nevada). Following the discussions between our principal accounting officer and our independent accountant concerning the SEC comments, our board of directors further concluded on May 22, 2007 that our financial statements for December 31, 2005 and 2006 included in our Form 10-KSB and filed with the SEC on April 17, 2007, should no longer be relied upon. As a result of this decision, we have also added a footnote to our financial statements for the fiscal years ended December 31, 2005 and 2006 to reflect the historical operating loss of $51,977 for LiL Marc, Inc. (Nevada) for the period April 22, 1997 (inception) to December 30, 1999. Accordingly, the financial statements included in our Form 10-KSB for the year ended December 31, 2006 should no longer be relied upon and we have filed an amended Form 10-KSB that will include the footnote related to the LiL Marc, Inc. (Nevada) historical operating loss. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits (c) Exhibits Exhibit No. Description ----------- ----------- 99.1* Restated financial statements for the period ended June 30, 2006 99.2* Restated financial statements for the period ended September 30, 2006 99.3* Financial statements for the fiscal years ended December 31, 2005 and 2006 -------------- * Included as exhibits to the Form 8-K filed on June 26, 2007. 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. LILM, Inc. Date: June 27, 2007 By: S/ GEORGE I. NORMAN, III ---------------------------------------- George I. Norman, III President