UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-KA

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of earliest event reported: February 24, 2009

NASCENT WINE COMPANY, INC.
(Exact name of Registrant as specified in charter) 

 NEVADA 333-120949 82-0576512
(State of Other Jurisdiction (Commission (IRS Employer
 of Incorporation) File Number) Identification No.)

1330 Orange Ave Suite 300
Coronado, California 92118
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (619) 661-0458

(Former Name or Former Address, if Changed Since Last Report)

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))

ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

Effective February 24, 2009, the Board of Directors of Nascent Wine Company, Inc. ("Nascent or the "Registrant" or the "Issuer") engaged the Hollywood Florida firm of Jewett Schwartz Wolfe & Associates ("JSW") as the Independent Registered Public Accountant to audit Nascent's financial statements for the fiscal year ending December 31, 2008 and any interim periods. During the Registrant's two most recent fiscal years and any subsequent interim period, Nascent did not consult with JSW or any of its members about the application of accounting principals to any specified transaction or any other matter.

During the Registrant's most recent fiscal year ended December 31, 2007 and the subsequent interim period, Gruber & Company, LLC of Lake St. Louis Missouri ("Gruber") audited Nascent's financial statements for the fiscal year ended December 31, 2007 and reviews of financial statements for the quarters ended March 31,2008, June 30, 2008 and September 30, 2008, respectively.

The decision to change accountants was approved by the Board of Directors of Nascent. The engagement effective February 24, 2009 of JSW as the new Independent Registered Public Accountant for Nascent resulted from the principal accountant which audited Nascent's financial statements for the fiscal year ended December 31, 2007, decision not to stand for reelection for the fiscal year ending December 31, 2008.

During the Registrant's two most recent fiscal years ended December 31, 2007 and the subsequent interim periods, there were no disagreements between the Registrant and Gruber concerning any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which disagreements, if not resolved to Gruber's satisfaction would have caused them to make a reference to the subject matter of the disagreements in connection with their reports; there were no reportable events as described in Item304(a)(1)(v) of Regulation S-K report dated April 14, 2008 on Nascent's financial statements for the fiscal year ended December 31, 2007 did not contain any adverse opinion or disclaimer of opinion, and was modified as to uncertainty, audit scope or accounting principals except as follows. Report of the Independent Registered Accounting Firm contained a cautionary "going concern" disclosure for the fiscal years ended December 31, 2007 and 2006 which indicated Accounting Firm's substantial doubt about Nascent Wine Company, Inc.'s ability to continue as a going concern. Additionally, Report of the Independent Registered Accounting Firm for the fiscal year ended December 31, 2007 contained the following disclosure. ..." For 2007 Gruber did not audit the financial statements of Pasani S.A. DE C.V. or Grupo Sur Promociones De Mexico, S.A. De C.V. or Comercial Targa, S.A. De C.V. all wholly owned subsidiaries, whose statements reflect total assets constituting 33% of the related consolidated totals. Those statements were audited by other auditors, whose report has been furnished to Gruber, and in their opinion, insofar as it relates to the amounts included for Nascent Wine Company, Inc., is based solely on the report of other auditors".

Nascent provided Gruber with a copy of the foregoing disclosures and requested from Gruber a letter addressed to the Commission stating whether Gruber agrees with the statements made by Nascent in response to Item 304(a) of Regulation S-K and, if not, stating the respects in which it does not agree. The letter Gruber submitted to the Commission is attached as an exhibit

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS 

Exhibit Description
------- -----------
16.1 Change in Certifying Accountant

SIGNATURE

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.

Nascent Wine Company, Inc.
(Registrant) 

Date: April 9, 2009 By: /s/ Sandro Piancone
 ---------------------------------
 Name: Sandro Piancone
 Its: Chief Executive Officer

Nascent Wine (CE) (USOTC:NCTW)
Historical Stock Chart
From Apr 2024 to May 2024 Click Here for more Nascent Wine (CE) Charts.
Nascent Wine (CE) (USOTC:NCTW)
Historical Stock Chart
From May 2023 to May 2024 Click Here for more Nascent Wine (CE) Charts.