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: September 5, 2003
AZONIC CORPORATION
-------------------------------
(Exact name of registrant as specified in its charter)
Nevada 000-28315 84-1517404
- ------------------ ---------------- ------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
2530 S. Rural Road, Tempe, AZ 85282
- ----------------------------------------------- ---------
(Address of principal executive offices) (Postal Code)
Registrant's telephone number, including area code: (480) 731-9100
--------------
Item 1. Changes in Control of Registrant
None.
Item 2. Acquisition or Disposition of Assets
None.
Item 3. Bankruptcy or Receivership
None.
Item 4. Changes in Registrant's Certifying Accountant
Effective on May 22, 2003, Levine, Hughes & Mithuen, Inc. was
dismissed as the principal accountant engaged to audit the financial
statements of Azonic Corporation (the "Company"). Levine, Hughes &
Mithuen, Inc. performed the audit of the Company's financial
statements for the fiscal year ended March 31, 2002. During this
period and the subsequent interim period prior to their dismissal,
there were no disagreements with Levine, Hughes & Mithuen, Inc. on any
matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements if not
resolved to Levine, Hughes & Mithuen, Inc.'s satisfaction would have
caused Levine, Hughes & Mithuen, Inc. to make reference to this
subject matter of the disagreements in connection with Levine, Hughes
& Mithuen, Inc.'s report, nor were there any "reportable events" as
such term is defined in Item 304(a)(1)(iv) of Regulation S-K,
promulgated under the Securities Exchange Act of 1934, as amended
("Regulation S-K").
The audit reports of Levine, Hughes & Mithuen, Inc. for the Company's
fiscal year ended March 31, 2002 did not contain an adverse opinion,
or a disclaimer of opinion, or qualification or modification as to
uncertainty, audit scope, or accounting principles.
The Company has requested Levine, Hughes & Mithuen, Inc. 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 September 5, 2003, is filed with
this Form 8-K.
Effective on May 22, 2003, the Company engaged Larry O'Donnell, CPA,
PC to audit the Company's financial statements. Prior to its
engagement, the Company had not consulted with Larry O'Donnell, CPA,
PC with respect to: (i) the application of accounting principles to a
specified 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 or
disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K) or a
reportable event (as described in Item 304(a)(1)(iv) of Regulation
S-K.
Board of Directors of the Company approved the change in accountants
described herein.
Item 5. Other Events
None.
Item 6. Resignation and Appointment of Directors
None.
Item 7. Financial Statements, Pro Forma Financials, & Exhibits
Financial Statements:
None.
Pro Forma Financial Statements:
None.
Exhibits:
EX-16.1 Confirmation of Levine, Hughes & Mithuen, Inc.
EX-16.2 Resignation of Levine, Hughes & Mithuen, Inc.
EX-23.1 Consent of Levine, Hughes & Mithuen, Inc.
Item 8. Change in Fiscal Year.
None.
Item 9. Regulation FD Disclosure.
None.
Item 10. Amendments to the Registrant's Code of Ethis, Waiver of a Provision of
the Code of Ethics
None.
Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit
Plans
None
Item 12. Results of Operations and Financial Condition.
None.
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: September 11, 2003 AZONIC CORPORATION
By: /s/ Howard Baer
----------------------------------------
Howard Baer, President