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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 REPORT (DATE OF EARLIEST EVENT REPORTED): December 9, 2003
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LIONS GATE INVESTMENT LIMITED
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(Exact name of registrant as specified in its charter)
NEVADA 0-32523 98-0222710
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
1200 MACARTHUR BLVD.
MAHWAH, NEW JERSEY 07430
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 760-6464
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P.O. BOX 86020, 2106-33RD AVENUE, S.W.
CALGARY, ALBERTA, T2T 120
(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On December 9, 2003, Lions Gate replaced Moore Stephens Ellis Foster Ltd.
as its independent accountant. Moore Stephens Ellis Foster Ltd. had been
previously engaged as the principal accountant to audit Lions Gate's financial
statements. Moore Stephens Ellis Foster Ltd. had replaced Dohan & Company P.A.
CPAs, Lions Gate's previous principal accountant, on July 15, 2003. The reason
for the replacement of Moore Stephens Ellis Foster Ltd. was that a subsidiary of
Lions Gate recently merged with and into DOBI Medical Systems, Inc., with the
stockholders of DOBI Medical Systems, Inc. owning a majority of the outstanding
shares of common stock of Lions Gate immediately following the merger. DOBI
Medical Systems Inc. is the primary business unit of Lions Gate, and the current
independent accountant of DOBI Medical Systems, Inc. is the firm of Marcum &
Kliegman LLP. Lions Gate believes that it is in its best interests to have
Marcum & Kliegman continue to work with the DOBI Medical business, and Lions
Gate therefore retained Marcum & Kliegman as its new independent accountant on
December 9, 2003. Marcum & Kliegman is located at 655 Third Avenue, 16th Floor,
New York, New York 10017.
Neither Moore Stephens Ellis Foster Ltd.'s nor Dohan & Company P.A. CPAs'
report on Lions Gate's financial statements for the past two years contained an
adverse opinion or a disclaimer of opinion, and neither report was qualified or
modified as to uncertainty, audit scope or accounting principles, except that
their reports for each of the last two fiscal years included an explanatory
paragraph stating that Lions Gate's losses from operations raise substantial
doubt about its ability to continue as a going concern.
The decision to change accountants was approved by Lions Gate's Board
of Directors.
During Lions Gate's two most recent fiscal years, and the subsequent
interim periods, prior to December 9, 2003, there were no disagreements with
Moore Stephens Ellis Foster Ltd. or Dohan & Company P.A. CPAs on any matter of
accounting principles or practices, financial statement disclosure, auditing
scope or procedure, which disagreements, if not resolved to the satisfaction of
Moore Stephens Ellis Foster Ltd. or Dohan & Company, as the case may be, would
have caused it to make reference to the subject matter of the disagreement in
connection with its reports.
Lions Gate has provided Moore Stephens Ellis Foster Ltd. and Dohan &
Company P.A CPAs with a copy of this Report and has requested Moore Stephens
Ellis Foster Ltd. and Dohan & Company to furnish Lions Gate with letters
addressed to the U.S. Securities and Exchange Commission stating whether they
agree with the above statements and, if not, to state the respects in which they
do not agree with such statements. Moore Stephens Ellis Foster Ltd.'s and Dohan
& Company P.A CPAs' response letters, dated December 12, 2003 and December 15,
2003, respectively, are filed as Exhibits 16.1 and 16.2 to this Report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
16.1 Letter from Moore Stephens Ellis Foster Ltd. dated
December 12, 2003.
16.2 Letter from Dohan & Company P.A. CPAs dated
December 15, 2003.
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 thereunto duly authorized.
Date: December 15, 2003 LIONS GATE INVESTMENT LIMITED
By:/s/ Phillip C. Thomas
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Phillip C. Thomas
Chief Executive Officer