UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): February 19, 2009
ACCOUNTABILITIES, INC.
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) | 000-30734 (Commission File Number) | 11-3255619 (IRS Employer Identification Number) |
195 Route 9 South, Suite 109 Manalapan, New Jersey 07726 (Address of principal executive offices, including zip code) |
Registrant’s telephone number, including area code: (732) 333-3622
(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):
| q | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| q | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| q | Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| q | Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
| ITEM 4.01 | CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT |
Effective January 1, 2009 Miller, Ellin & Company, LLP (“Miller Ellin”) merged its practice into the practice of Rosen Seymour Shapss Martin & Company LLP (“Rosen Seymour”). As a result of the merger Miller Ellin has effectively resigned as the independent registered public accounting firm of Accountabilities, Inc. (the “Company”) and Rosen Seymour has formally been engaged as the Company’s new independent registered public accounting firm. The Board of Directors of the Company has approved the change in accountants described herein.
Prior to the merger, the Company had not consulted with Rosen Seymour with respect to (i) the application of accounting principles to a specific transaction, either completed or proposed, (ii) the type of audit opinion that might be rendered on the Company’s financial statements, or (iii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in Item 304 (a)(1)(v) of Regulation S-K).
The Company has requested Rosen Seymour to furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made above by the Company. A copy of such letter, dated March 3, 2009, is filed as Exhibit 16.1 to this Form 8-K/A.
During the previous two fiscal years ended September 30, 2007 and 2008 (the “Fiscal Years”), Miller Ellin was engaged as the Company’s independent registered public accounting firm engaged to examine the Company’s financial statements. Miller Ellin’s reports for the Fiscal Years did not contain an adverse opinion or disclaimer of opinion, nor were the reports qualified or modified as to uncertainty, audit scope or accounting principles.
During the Fiscal Years and through the date of the merger, including the subsequent interim period ended December 31, 2008, there were no disagreements with Miller Ellin, whether or not resolved, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to Miller Ellin’s satisfaction, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report.
The Company has requested Miller Ellin to furnish it with a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made above by the Company. A copy of such letter, dated March 3, 2009, is filed as Exhibit 16.2 to this Form 8-K/A.
| SECTION 9. | FINANCIAL STATEMENTS AND EXHIBITS |
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
| (c) | Exhibits: |
| | |
| Exhibit No. | Description |
| 16.1 | Letter from Rosen Seymour Shapss Martin & Company LLP to the Securities and Exchange Commission |
| 16.2 | Letter from Miller, Ellin & Company LLP to the Securities and Exchange Commission |
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.
| | AccountAbilities, Inc. | |
| | (Registrant) | |
| | | | |
| Date: March 3, 2009 | By: | /s/ Stephen DelVecchia | |
| | | Name: Stephen DelVecchia | |
| | | Title: Chief Financial Officer | |
| | | | |
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