SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 4, 2002
ORBIT E-COMMERCE, INC.
(Exact name of Registrant as specified in its charter)
Nevada 001-03323 91-197860
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or File number) Identification
organization) Number)
14845 Yonge Street
Aurora, Ontario, Canada L4G 6H8
(Address of principal (Postal Code)
executive offices)
Registrant's telephone number, including area code:
(416) 860-6249
Item 4. Changes in Registrant's Certifying Accountant.
Effective as of December 4, 2002, BDO Dunwoody LLP
resigned as the principal independent accountants of Orbit E-
Commerce, Inc. (the "Company") and the Company engaged Kempisty
& Company, Certified Public Accountants, P.C. as its principal
independent accountants to audit the financial statements of
the Company.
For the past two fiscal years, the reports of the former
independent accountants, BDO Dunwoody LLP, contained no adverse
opinion, disclaimer of opinion or qualification or modification
as to uncertainty, audit scope or accounting principles, except
for a "going concern" opinion issued in its report for the year
ended July 31, 2002.
During the Company's two most recent fiscal years and
any subsequent interim period preceding the date hereof, there
were no disagreements with the former accountants 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 the
former accountants would have caused it to make reference to
the subject matter of the disagreements in connection with its
report.
During the Company's two most recent fiscal years and
any subsequent interim period preceding the date hereof, there
were no reportable events (as described in paragraph
304(a)(1)(iv)(B) of Regulation S-B).
The change in the Company's independent accountants was
approved by the Company's Board of Directors.
During the Company's two most recent fiscal years, and
any subsequent period prior to engaging Kempisty & Company,
Certified Public Accountants, P.C., neither the Company nor, to
the best of the Company's knowledge, anyone acting on the
Company's behalf, consulted Kempisty & Company, Certified
Public Accountants, P.C. regarding either (i) the application
of accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might
be rendered on the Company's financial statements, and either a
written report was provided to the Company or oral advice was
provided that the new accountant concluded was an important
factor considered by the Company in reaching a decision as to
the accounting, auditing or financial reporting issue; or (ii)
any matter that was subject of a disagreement with the former
accountant or a reportable event (as described in paragraph
304(a)(1)(iv) of Regulation S-B).
The Company has requested BDO Dunwoody LLP to furnish it
a letter addressed to the Commission stating whether it agrees
with the above statements. A copy of that letter, dated
December 4, 2002, is filed as Exhibit 16.1 to this Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
Exhibits: Page
16.1 Letter re change in certifying accountant 4
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.
ORBIT E-COMMERCE, INC.
(Registrant)
Dated: December 9, 2002 By: /s/ Douglas C. Lloyd
Name: Douglas C. Lloyd
Title: President and
Chief Executive Officer