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): June 19, 2006
Biggest Little Investments L.P.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-16856 13-3368726
- -------------------------- ---------------------- ---------------------
(State or other jurisdic- (Commission File Number) (IRS Employer Identi-
tion of incorporation or fication No.)
organization)
1175 West Moana Lane
Reno, Nevada 89509
- -------------------------------- --------------------
(Address of principal executive (Zip Code)
offices)
(775) 825-3355
---------------------------------------------------
(Registrant's telephone number, including area code)
---------------------------------------------------
(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:
[ ] 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 Ruled 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))
ITEM 4.01 ? CHANGES IN REGISTRANT?S CERTIFYING ACCOUNTANTS
(a) Dismissal of previous independent accountants
(i) On June 19, 2006, Biggest Little Investments, L.P., or
the Partnership, dismissed Imowitz, Koenig & Co., or
Imowitz, as its independent public accountants. The Manager
of the Partnership?s general Partner, Maxum LLC,
participated in and approved the decision to dismiss
Imowitz.
(ii) The reports of Imowitz on the financial statements of
the Partnership for the past two fiscal years contained no
adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or
accounting principle.
(iii) During the two most recent fiscal years and through June
19, 2006, there have been no disagreements between the
Partnership and Imowitz on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements, if not
resolved to the satisfaction of Imowitz, would have caused
Imowitz to make reference to the subject matter thereof in
its report on the Partnership?s financial statements for
such periods.
(iv) During the two most recent fiscal years and through June
19, 2006, there have been no reportable events (as defined
in Item 304(a)(1)(v) of Regulation S-K).
(v) At the request of the Partnership, Imowitz furnished a
letter addressed to the SEC stating that it agrees with the
above statements. A copy of such letter, dated June 19,
2006, is filed as Exhibit 16 to this Form 8-K.
(b) Engagement of new independent accountants.
(i) The Partnership engaged Mark Bailey & Company Ltd. as its
new independent accountants as of June 19, 2006. During the
two most recent fiscal years and through June 19, 2006,
the Partnership has not consulted with Mark Bailey &
Company Ltd. regarding the matters described in, and
required to be disclosed pursuant to, Item 304(a)(2)(i) or
Item 304(a)(2)(ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
16 Imowitz, Koenig & Co. Letter Dated June 27, 2006.
-2-
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 this 27th day of June, 2006.
Biggest Little Investments L.P.
By: Maxum LLC
Its General Partner
By: /s/ Ben Farahi
-------------------
Ben Farahi
Manager
-3-
Exhibit Index
Exhibit No. Description
- ----------- -----------
16 Imowitz, Koenig & Co. Letter Dated June 27, 2006.
-4-
Exhibit 16
June 27, 2006
Imowitz Koenig & Co., LLP
622 Third Avenue
New York, NY 10017
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Re: Biggest Little Investments, L.P.
Dear Sir or Madam:
We have read the statements that we understand Biggest Little Investments,
L.P. will include under Item 4 of the Form 8-K/A report 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 other
statements made under Item 4.
Very truly yours,
/s/ Imowitz Koenig & Co., LLP
- -----------------------------
Imowitz Koenig & Co., LLP
-5-