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): May 5, 2004
LITTLEFIELD CORPORATION.
(exact name of registrant as specified in its charter)
| Delaware | 1-13530 | 74-2723809 |
| (State or other jurisdiction of incorporation) | (Commissions File Number) | I.R.S. Employer Identification Number) |
|
2501 North Lamar Blvd., Austin, Texas
|
78705
|
| (Address of principal executive offices) |
(Zip Code) |
| Registrant's telephone number, including area code: (512) 476-5141 |
| (Former name or former address, if changed since last report.) NA |
Item 5. - Other Events
The following information is furnished pursuant to Item 5, "Other Events."
On May 5, 2004, Littlefield Corporation issued a press release announcing its impending removal from the Nasdaq Small Cap Market and its move to the OTC Bulletin Board.. A copy of that press release is attached as exhibit 99 to this report, and is included below.
Exhibit 99:
Press Release dated May 5, 2004.
Littlefield Corporation Announces Over the Counter Bulletin
Board Listing Effective May 6, 2004
Littlefield Corporation announced today that effective with the open
of business on May 6, 2004, its shares will be quoted on the Over the Counter
Bulletin Board.
The Over the Counter Bulletin Board (based on March 2004 statistics) consists
of 3,323 securities traded by 240 market makers with a monthly share volume
of over 39,000,000,000 shares and a monthly aggregate trading volume of almost
$6 billion.
Shareholders are directed to www.otcbb.com which, in addition to providing
a ready source of electronic quotes, provides significant background information
on the OTC Bulletin Board itself. Interested parties will be able to obtain
market information, investor information, issuer information and review OTC
Bulletin Board rules.
The OTC Bulletin Board is a “dynamic” source of information and
provides current information on quoted bid and ask prices. Such information
will continue to be readily available on normal computerized financial information
sites. A Level II screen will show no obvious differences. This is a different
marketplace dynamic than what is historically referred to as the “pink
sheets.” Some companies are listed dually on both the OTC Bulletin Board
and the pink sheets.
All of the Company’s Market Makers, who routinely make a market in OTC
Bulletin Board stocks, will continue to make a market in the Company’s
securities and all Market Makers have been alerted to the impending trading
change.
The Company will continue to be a Securities and Exchange Commission reporting
company, routinely filing quarterly Forms 10Q-SB and the annual Form 10K-SB.
The Company will continue to issue press releases and Form 8Ks, in order to
comply with its obligations under Regulation FD (Fair Disclosure). The Company
is current in all of its required SEC and regulatory filings.
There are few OTC Bulletin Board regulatory rules and there is no listing
fee paid by the Company. The Company will continue to be subject to its By
Laws, Delaware law and SEC rules.
Jeffrey L Minch, President and Chief Executive Officer of Littlefield Corporation,
offered the following comments:
| "In many ways, our new Over the Counter Bulletin
Board presence will place us in a more representative peer group when
taking into consideration the Company’s history, size and the shareholder
base of the OTC Bulletin Board. Having our shares quoted on the OTC Bulletin
Board will ensure that we are exposed to Market Makers and shareholders
who are intimately familiar with companies similar to Littlefield and
for whom the pricing, trading and research of such issues is a core business.
In the long run, this may actually serve to broaden our exposure. Access to information and quotes will be provided in an identical manner through the OTC Bulletin Board as it was before. All existing Market Makers, who routinely quote on the OTC Bulletin Board, will continue to make a market in the Company’s stock. The Company will continue to be subject to strict regulation by virtue of its By Laws, Delaware law and the applicable SEC rules. The Company will continue to report its performance in exactly the same manner as in the past. Corporate governance and oversight will continue unchanged. I urge shareholders to carefully study the www.otcbb.com website and to put their minds at ease as it relates to the Company’s future on the OTC Bulletin Board. This information will allay unfounded fears that relate to the “pink sheets.” The Company will be quoted on the OTC Bulletin Board." |
Investors are always cautioned to be careful in drawing conclusions
from a single press release, the Company’s performance in a single quarter
or the individual opinions of any member of the Company’s management
in making their individual investment decisions.