UNITED STATES
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): August 13, 2002
CLEMENTS GOLDEN PHOENIX ENTERPRISES, INC.
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(Exact name of registrant as specified in its charter)
Florida 0-27137 65-0509296
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
3135 S.W. Mapp Road
P.O. Box 268, Palm City, FL 34991
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (561) 287-5958
N/A
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(Former name or former address, if changes since last report)
Copy of Communications to:
Mintmire & Associates
265 Sunrise Avenue
Suite 204
Palm Beach, FL 33480
Phone:(561) 832-5696
Facsimile:(561) 659-5371
The purpose of this current report on Form 8-K is to change the
Registrant's Certifying Accountant.
ITEM 4(a). CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On August 13, 2002 Kaufman, Rossin, & Co. notified the Company that they
were resigning as the Company's independent auditors due to financial reasons.
ITEM 4(b). CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On August 13, 2002, the Company's board of directors approved the
engagement the firm of DoRocco & Dombrow Financial Corporation located at 3601
West Commercial Boulevard, Suite 39, Ft. Lauderdale, FL 33309, as the Company's
independent auditors. Such appointment was accepted by Raymond M. DiRocco of the
firm. Prior to such engagement, the Company had not consulted DoRocco & Dombrow
Financial Corporation on any prior matters, including any matters relative to
the application of accounting principles or any subject of disagreement with
Kaufman, Rossin, & Co.
Audited statements prepared by Kaufman, Rossin, & Co. contained a going
concern qualification but such financial statements did not contain any
adjustment for uncertainties stated therein. The Company has had no
disagreements with Kaufman, Rossin, & Co. on any matter of accounting principle
or practice, financial statement disclosure or auditing scope or procedure.
During the Registrant's most recent fiscal year and during any subsequent
interim period preceding the date of resignation, the Company has had no
disagreements with Kaufman, Rossin, & Co. on any matter of accounting principles
or practices, financial statement disclosure or auditing scope or procedure.
On August 13, 2002 the Company provided Kaufman, Rossin, & Co. with a copy
of this disclosure and requested that it furnish a letter to the Company,
addressed to the SEC, stating that it agreed with the statements made herein or
the reasons why it disagreed.
No accountant's report on the financial statements for the past year
contained an adverse opinion or a disclaimer of opinion or was qualified or
modified as to uncertainty, audit scope or accounting principles.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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N/A N/A
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CLEMENTS GOLDEN PHOENIX ENTERPRISES, INC.
(Registrant)
Date: August 13, 2002
BY: /s/ Joseph R. Rizzuti
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Joseph R. Rizzuti, Chairman and Chief Operating Officer