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) January 17, 2018

Fortem Resources Inc.
(Exact name of registrant as specified in its charter)

 
Nevada
 
000-52645
 
20-4119257
 
 
(State or other jurisdiction
 
(Commission
 
(IRS Employer
 
 
of incorporation)
 
File Number)
 
Identification No.)
 

777 N. Rainbow Blvd., Suite 250, Las Vegas, Nevada  89107
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code 403.241.8912

N/A
(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 (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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
         Emerging growth company  [  ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   [  ]


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Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.
On January 17, 2018, we determined that the following financial statements of our company should not be relied upon:
·
Unaudited financial statements included in our quarterly report on Form 10-Q for the quarterly period ended May 31, 2017, filed on July 24, 2017; and
·
Unaudited financial statements included in our quarterly report on Form 10-Q for the quarterly period ended August 31, 2017, filed on October 17, 2017.
Our management following consultation with our financial advisors and independent registered public accounting firm determined that we incorrectly accounted for the fair booked value of Colony Energy, LLC, Black Dragon Energy, LLC, Rolling Rock Resources, LLC and City of Gold, LLC that we purchased in 2017.
As a result of the revisions to our accounting treatment as discussed above, we anticipate filing amended quarterly reports on Form 10-Q for the periods affected as soon as practicable.  
We do not currently have an audit committee, and the functions of any such committee are performed by our board of directors. Although our board of directors did not discuss the matters disclosed in this current report on Form 8-K with our independent registered public accounting firm, Dale Matheson Carr-Hilton Labonte LLP,  our chief operating officer has discussed these matters with Dale Matheson Carr-Hilton Labonte LLP.




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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.

FORTEM RESOURCES INC.

By:

/s/ Michael Caetano 
Michael Caetano
Chief Operating Officer

Date: January 22, 2018