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 Report (Date of earliest event reported): November 19,
2007
Fellows
Energy Ltd.
(Exact
name of registrant as specified in its charter)
Nevada
000-33321
33-0967648
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(State
or other
jurisdiction (Commission
File
Number) (IRS
Employer
of
incorporation) Identification
No.)
|
1369
Forest Park Cir. Suite #202, Lafayette, CO 80026
(Address
of principal executive offices and Zip Code)
Registrant's
telephone number, including area code (303) 926-4415
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 (see General Instruction A.2. below):
[
]
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
4.02 Non-Reliance on Previously Issued Financial Statements or a Related
Audit
Report or Completed Interim Review.
In
connection
with the Company's filing of Form 10-QSB for the period
ended September 30, 2007 (the “Form 10-QSB”) with the Securities and
Exchange Commission (the “Commission”), we had been in communication with
our independent certified public accountant in order to complete the
required review of our financial statements, who has not yet responded to
our
communications relating to their review of our financial statements prior
to our
filing the Form 10-QSB. The Board of Directors has determined as of
the date hereof that, under these circumstances, the present filing should
be
made. The Board of Directors has attempted to discuss the matters
disclosed in this filing, and will continue to work toward obtaining proper
review of the referenced Form 10-QSB.
We
are aggressively seeking any
additional comments required to complete the review for filing an amended
Form
10-QSB for the period ended September 30, 2007.
The
Company intends to file
such amended Form 10-QSB to rectify the filing, at the earliest practicable
date.
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.
Fellows
Energy
Ltd.
Date:
November 21,
2007 By:
/s/ GEORGE S. YOUNG
George
S. Young
Chief
Executive Officer