SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20594
FORM 8-K
SECOND AMMENDMENT
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
December 14, 2006
Date of Report (Date of earliest event reported)
SECURED FINANCIAL NETWORK, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-28457 | | 86-0955239 |
(Commission File Number) | | (IRS Employer Identification No.) |
101 NE Third Avenue, Suite 1500, Ft. Lauderdale, | FL 33301 |
(Address of principal executive offices) | (Zip Code) |
(954) 332-3793 |
Registrant’s telephone number, including area code |
| |
7951 SW 6th Street, Suite 210, Plantation, FL 33024 |
(Former name and 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):
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))
Section 4. Matters Related to Accountants and Financial Statements
Item 4.01. Changes in Registrant's Certifying Accountant
(a) Engagement of New Independent Auditors
On December 14, 2006, we engaged Sherb & Co., LLC (“Sherb”) as our new principal independent accountants with the approval of our Board of Directors. Accordingly, on December 14, 2006, Moore & Associates, Chartered Accountants (“Moore”), resigned as our independent accountants. Moore has acted as our principal independent accountant since March 7, 2006.
During our two most recent fiscal years ended December 31, 2005, and the subsequent interim period through December 14, the date of Moore’s resignation and the date of Sherb’s appointment, the principal accountant’s report on the financial statements did not contain any adverse opinion or disclaimer of opinion, and was not modified as to uncertainty, audit scope, or accounting principles.
During our two most recent fiscal years ended December 31, 2005, and the subsequent interim period through December 14, the date of Moore’s resignation and the date of Sherb’s appointment, there were no disagreements with Moore on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
We provided Moore with a copy of this Current Report on Form 8-K prior to its filing with the SEC, and requested that they furnish us with a letter addressed to the SEC stating whether they agree with the statements made in this Current Report on Form 8-K, and if not, stating the aspects with which they do not agree. A copy of the letter provided by Moore, dated December 20, 2006, is attached to this Form 8-K as an exhibit.
In connection with our two most recent fiscal years ended December 31, 2005 and the subsequent interim period through December 14, 2006, Sherb was not consulted on any matter relating to accounting principles to a specific completed or proposed transaction or the type of audit opinion that might be rendered on our financial statements. In connection with our two most recent fiscal years ended December 31, 2005 and the subsequent interim period through December 14, 2006, preceding the change in accountants, Sherb did not provide any written or oral advice that was an important factor considered by it in reaching any decision as to the accounting, auditing or financial reporting issues.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 - Financial Statements and Exhibits
(a) Financial statement
None
(b ) Exhibits
16.1 - Letter of Resignation of Moore & Associates, Chartered Accountants
16.2 - Letter of Agreement from Moore & Associates
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.
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| | SECURED FINANCIAL NETWORK, INC. (Registrant) |
| | | |
| Date: January 5, 2007 | By: | /s/ Michael E. Fasci |
| | Title: Chief Financial Officer |
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