UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 10, 2005
RelationServe Media, Inc.
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(Exact name of registrant as specified in its charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
333-119632 43-2053462
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(Commission File Number) (IRS Employer Identification Number)
6700 N. Andrews Avenue, Fort Lauderdale, Florida 33309
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(Address of Principal Executive Offices)
(954) 202-6000
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(Registrant's Telephone Number, Including Area Code)
N/A
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(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
240.14-12)
/ / 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 13-e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
On June 16, 2005, the Company reported that upon the effectiveness
of the merger of the Company's wholly-owned subsidiary, Reland Acquisition,
Inc., a Delaware corporation, with Relationserve, Inc., a Delaware corporation,
Morgan & Company was to be replaced as the Company's independent accountant and
that subject to Board of Directors approval, McKean, Paul, Chrycy, Fletcher &
Co. would be appointed as the Company's independent accountant to audit the
Company's financial statements. As a result of the disclosure in the Company's
Current Report on Form 8-K dated June 16, 2005 (the "June 16, 2005 8-K"), the
Company was required to furnish a letter from Morgan & Company addressed to the
Securities and Exchange Commission stating whether Morgan & Company agrees with
the statements made by the Company. The Company is amending the June 16, 2005
8-K to include a letter received from Morgan & Company on July 15, 2005.
On July 13, 2005, the Company's Board of Directors appointed Sherb &
Co, LLP as the Company's Independent Registered Public Accounting Firm to audit
the Company's financial statements for the fiscal year ending December 31, 2005.
The reports of Morgan & Company on the financial statements of
RelationServe Media, Inc. (formerly Chubasco Resources Corp.) from its inception
in April 2004 contained no adverse opinion or disclaimer of opinion, and were
not qualified or modified as to uncertainty, audit scope or accounting
principles, except such reports were modified as to an explanatory paragraph
relating to its ability to continue as a "going concern" as a result of its lack
of existing commitments from lenders to provide necessary financing, lack of
sufficient working capital, and recurring losses from operations.
From the Company's inception in April 2004 there were no
disagreements with Morgan & Company on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure which,
if not resolved to the satisfaction of Morgan & Company, would have caused it to
make reference to the matter in connection with its reports. There were no
"reportable events" as that term is described in Item 304(a)(1)(v) of Regulation
S-B.
From the Company's inception in April 2004, it did not consult Sherb
& Co., LLP regarding either: (i) the application of accounting principles to a
specified transaction, completed or proposed, or the type of audit opinion that
might be rendered on the Company's financial statements, or (ii) any matter that
was either the subject of a disagreement as defined in Item 304(a)(1)(iv) of
Regulation S-B or a reportable event as described in Item 304(a)(1)(v) of
Regulation S-B.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
16.1 Letter from Morgan & Company to the Securities and
Exchange Commission dated July 15, 2005.
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 hereunder duly authorized.
RelationServe Media, Inc.
By: /s/ Mandee Heller Adler
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Mandee Heller Adler
Chief Executive Officer
DATED: July 15, 2005