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 Event: September 30, 2004
WORLDWIDE MANUFACTURING USA, INC.
(Exact name of registrant as specified in its charter)
Colorado | 0-31761 | 84-1536519 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1142 Cherry Avenue San Bruno, California |
94066 |
(Address of Principal Executive Office) | (Zip Code) |
(650) 794-9888
(Registrant’s telephone number)
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))
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Item 4.01
Changes in Registrant’s Certifying Accountant
On or about September 30, 2004, the Company advised Comiskey & Co., 789 Sherman Street, Suite 440, Denver, Colorado, that it had been dismissed and would not be appointed as the Company’s auditors for the fiscal year ending December 31, 2004.
The reports of Comiskey & Co., for the four fiscal years ending December 31, 2001, 2002, and 2003, did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to any uncertainty, audit scope or accounting principle.
During the Company’s fiscal years ended December 31, 2001, 2002, and 2003, and from January 1, 2004 to the date of this Report, there were no disagreements with Comiskey & Co. on any matter of accounting principles or practices, financial disclosure, or auditing scope or procedure. There were no reportable events, as described in Item 304(a)(1)(v) of Regulation S-K, during the Company's fiscal years ended December 31, 2001, 2002, and 2003, and from January 1, 2004 to the date of this Report.
On September 30, 2004, the Board of Directors appointed the firm of Child, Sullivan & Company, (“Child Sullivan”) 1284 W. Flint Meadow Dr., Suite D, Kaysville, Utah 84037 as independent auditors of the Company beginning with the period ending September 30, 2004. Prior to the engagement of Child Sullivan, neither the Company nor anyone on its behalf consulted with such firm regarding the application of accounting principles to a specified transaction whether completed or uncompleted, the type of audit opinion that might be rendered on the Company’s financial statements or as to any matter that was either the subject of a disagreement with the previous independent auditor or was a reportable event.
The decision to change accountants was recommended and approved by the Company’s Board of Directors.
On October 1, 2004, the Company provided a draft copy of this report on Form 8K to Comiskey & Co., requesting their comments on the information contained herein. The responsive letter from Comiskey & Co. is herewith filed as an exhibit.
Item 9.01
Financial Statements and Exhibits
(c)
Exhibits
16.1 - Responsive Letter from Comiskey & Co.
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SIGNATURE
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.
WORLDWIDE MANUFACTURING USA, INC.
By: /S/
JOHN BALLARD
John Ballard, Chief Financial Officer
Date: October 1, 2004
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Exhibit 16.1
COMISKEY & COMPANY
789 Sherman Street, Suite 440
Denver CO 80203
Phone: (303)-830-2255
Fax: (303)-830-0876
October 1, 2004
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.
USA 20549
Dear Sir and/or Madam:
We have read the statements that we understand Worldwide Manufacturing USA, Inc. will include under Item 4 of the Form 8-K it will file regarding the recent change of auditors. We agree with such statements made regarding our firm. We have no basis to agree or disagree with the other statements made under Item 4.
Yours truly,
/s/ Comiskey & Company
COMISKEY & COMPANY
Professional Corporation
cc: Worldwide Manufacturing USA, Inc.
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