~~UNITED~~SECURITIES ~~STATESSECURITIES~~ AND EXCHANGE ~~COMMISSIONWashington, D.C. 20549~~ 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~~March ~~of Report (Date of earliest event reported): June 23~~7, ~~2017~~2018

~~STEELE~~Date ~~OCEANIC~~of ~~CORPORATION~~Report (Date of earliest event reported)

Steele Oceanic Corporation

(Exact name of registrant as specified in its charter)

~~Oklahoma (State or Other Jurisdiction of Incorporation) 000-53474 (Commission File Number) 81-1294537 (IRS Employer Identification No.)~~OKLAHOMA

~~2658~~(State ~~Del~~or ~~Mar~~other ~~Heights~~jurisdiction ~~Rd. # 520 Del Mar, CA (Address~~ of ~~Principal Executive Offices~~incorporation) ~~92014 (Zip Code)~~

~~Registrant’s telephone number, including area code: (858) 847~~000-~~9090~~53474

(Commission File Number)

81-1294537

(I.R.S. Employer Identification No.)

2658 Del Mar Heights Rd. #520 Del Mar, CA 92014

(Address of principal executive offices)

(858) 847-9090

(Registrant’s telephone number, including area code)

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:

o[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Indicate~~Item by4.01 ~~check~~Change ~~mark whether the registrant is an emerging growth company as defined~~ in asRegistrant’s ~~defined~~Certifying ~~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).~~Accountant

~~Emerging~~(a) ~~growth~~Previous ~~company o~~independent registered public accounting firm.

IfEffective anMarch ~~emerging~~7, ~~growth~~2018, ~~company~~the Registrant dismissed MALONEBAILEY, ~~indicate~~LLP byas ~~check~~its ~~mark~~independent ifregistered ~~the~~public ~~registrant~~accounting ~~has~~firm. ~~elected~~MALONEBAILEY, ~~not~~LLP, towhich ~~use~~firm was engaged by the ~~extended~~Registrant’s ~~transition~~on ~~period~~March 5, 2014 and audited our financial statements for ~~complying~~the ~~with~~period ~~any~~of ~~new~~October or1, ~~revised~~2016 through October 31, 2016 as well as review our quarterly financial ~~accounting~~statements ~~standards~~for ~~provided~~January ~~pursuant~~31, to2017, ~~Section~~April ~~13(a)~~30,2017, ofand July 31, 2017. The change in the ~~Exchange~~Registrant’s ~~Act~~auditors was recommended and approved by the Board of Directors of the Registrant. o

AsMALONEBAILEY, ~~used~~LLP inissued ~~this~~its auditors’ report, on the ~~terms~~financial ~~"we",~~statements ~~“us"~~for the period of October 1, ~~“our"~~2016 through October 31, 2016 which included an explanatory paragraph as to the ~~“Company"~~Registrant’s ~~refer~~ability to ~~Steele~~continue ~~Oceanic~~as ~~Corporation,~~a angoing ~~Oklahoma~~concern.

~~Item~~Other ~~5.02~~than ~~Departure~~the going concern disclosure described above, the auditors’ report of ~~Directors~~MALONEBAILEY, orLLP ~~Certain~~on ~~Officers;~~the ~~Election~~financial statements of ~~Directors;~~the ~~Appointment~~Registrant for the period of ~~Certain~~October ~~Officers;~~1, ~~Compensatory~~2016 ~~Arrangements~~through October 31, 2016 contained no adverse opinion or disclaimer of ~~Certain~~opinion ~~Officers~~and were not qualified or modified as to uncertainty, audit scope or accounting principle.

OnDuring ~~June~~the ~~23,~~period ~~2017~~of October 1, ~~Scott~~2016 ~~Landow~~through ~~resigned~~October as31, ~~the~~2016 and ~~Company’s~~through ~~Chief~~the ~~Executive~~date ~~Officer. Mr.~~of ~~Landow~~the ~~remains~~termination asof ~~President~~MALONEBAILEY, ~~the~~LLP ~~Company’s~~there ~~Chief~~have ~~Financial~~been ~~Officer,~~no ~~and~~disagreements with MALONEBAILEY, LLP (as defined in Item 304(a)(1)(iv) ~~member~~of ~~and~~Regulation ~~Chairman~~S-K) on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the ~~Board~~satisfaction of ~~Directors~~MALONEBAILEY, LLP , would have caused them to make reference thereto in their report on financial statements for such years.

OnDuring ~~June~~the 23period of October 1, ~~2017~~2016 through October 31, ~~Carlos~~2016 ~~Faria~~and ~~was~~through ~~appointed~~the date of the dismissal of MALONEBAILEY, LLP, there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-K., except for the ~~Company’s~~following ~~Chief~~internal ~~Executive~~control ~~Officer~~and procedure weaknesses: There are control deficiencies regarding the lack of segregation of duties (we did not effectively segregate certain accounting duties due to the small size of our accounting staff) and the need for a stronger internal control environment. (fully integrated financial consolidation and reporting system throughout the period and as a result, adjustments relating were required in order to produce financial statements for external reporting purposes)

MrThe Registrant provided MALONEBAILEY, LLP with a copy of this Current Report on Form 8-K, and requested that MALONEBAILEY, LLP furnish the Registrant with a letter addressed to the U.S. ~~Faria’~~Securities and Exchange Commission stating whether MALONEBAILEY, LLP agrees with the disclosure contained in this report, or, if not, stating the respects in which it does not agree. The Registrant has received the requested letter from MALONEBAILEY, LLP, and a copy of MALONEBAILEY, LLP ‘s ~~biography~~letter is filed as ~~follows:~~Exhibit 16.1 to this Current Report on Form 8-K.

Before joining Steele Oceanic, Mr. Faria was Senior Vice President – Procurement at AquaStar, the largest operating company in the Red Chamber Group, a $3 Billion vertically integrated leader in the International Seafood market. (~~www.aquastar.com; not incorporated into this filing~~b). ~~During~~New ~~his~~independent ~~tenure,~~registered hepublic ~~developed~~accounting ~~4 new product lines with over 50 new sku’s~~firm. From 2012 – 2015 he served as Vice President of Operations at Chicken of the Sea Frozen Foods, the largest operating company in the Thai Union Group, a $5 Billion diversified international seafood company, (www.thaiunion.com; not incorporated into this filing). As Head of East Coast operations, he was an integral part of the management team that brought revenues from $400 Million to $950 Million in four years. He began his career at Citibank, N.A. as an International Business Analyst in Caracas, Venezuela.

InOn ~~anticipation~~March of9, ~~the~~2018, ~~transition~~and ofeffective the ~~Chief~~same ~~Executive Officer position from Scott Landow to Carlos Faria~~date, ~~Mr. Faria was engaged~~ on ~~May~~the 1,recommendation ~~2017,~~of ~~although~~the heRegistrant’s ~~has~~Board ~~been~~of ~~consulting~~Directors, ~~with~~ the ~~Company~~Registrant ~~since~~engaged ~~November 2016~~D. ~~Mr.~~Brooks ~~Faria~~and ~~will~~Associates ~~receive an annual salary of $120~~CPA’s,~~000~~ ~~per~~P.A. ~~annum~~as ~~with~~its ~~prospective~~independent ~~increases~~registered ~~over~~public ~~time~~accounting ~~and~~firm ~~based~~to onaudit ~~specific~~the ~~criteria.~~Registrant’s ~~Mr.~~financial ~~Faria~~statements ~~shall be eligible~~ for ~~bonus~~the ~~payments~~fiscal ~~and~~year ~~benefits.~~ending ~~Mr.~~October ~~Faria~~31, ~~also~~2017 ~~received~~and ~~2,500,000~~to ~~shares~~perform ofprocedures ~~common~~related ~~stock,~~to ~~535,714~~the ~~shares~~financial ~~vesting~~statements onincluded ~~January~~in 1,the ~~2018,~~Registrant’s ~~892,857~~quarterly ~~vesting~~reports on ~~January~~Form 110-Q, ~~2019,~~beginning ~~and~~with the ~~remainder~~quarter ~~vesting~~ended on January 131, ~~2020, subject, under certain circumstances, to acceleration of vesting~~2018.

~~SIGNATURES~~During the fiscal year ended October 31, 2016, and through the date of the engagement of D. Brooks and Associates CPA’s, P.A., neither the Registrant nor anyone on its behalf has consulted with D. Brooks and Associates CPA’s, P.A., regarding either:

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.


(a)		The application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant’s financial statements, and neither was a written report provided to the Registrant nor was oral advice provided that D. Brooks and Associates CPA’s, P.A., concluded was an important factor considered by the Registrant in reaching a decision as to an accounting, auditing, or financial reporting issue; or

	(b)		Any matter that was either the subject of a disagreement or a reportable event, as each term is defined in Items 304(a)(1)(iv) or (v) of Regulation S-K, respectively.

Date: June 26, 2017		STEELE OCEANIC CORPORATION
		By: /s/ Scott Landow
		Scott Landow
		Director, CFO

Item 9.01 Financial Statements and Exhibits

The following exhibits are furnished as part of this report:

(d) Exhibits Number Description 16.1

16.1 Letter of MALONEBAILEY, LLP, dated March 9, 2018, regarding change in independent

registered public accounting firm.

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.

Steele Oceanic Corporation

/s/ Carlos Faria

Carlos Faria

CEO

Date: March 9, 2018

EXHIBIT INDEX

Number

Description


16.1	Letter of MALONEBAILEY, LLP, dated March 9, 2018, regarding change in independent registered public accounting firm.

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