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) July 17, 2002
TEL-VOICE COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 000-29743 88-0409143
- --------------------------------------------------------------------------------
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
8283 NORTH HAYDEN ROAD, SUITE 250, SCOTTSDALE, ARIZONA 85258
- --------------------------------------------------------------------------------
(Address of principal executive office) (Zip Code)
Registrant's Telephone Number, Including Area Code (480) 368-8080
N/A
- --------------------------------------------------------------------------------
(Former name or former address if changed since last report)
Item 1. Changes in Control of Registrant
N/A
Item 2. Acquisition or Disposition of Assets
N/A
Item 3. Bankruptcy or Receivership
N/A
Item 4.Change in the Registrant's Certifying Accountant
The Registrant, by resolution of its board of directors, has elected to
dismiss Stonefield Josephson, Inc. as its principal auditors effective July 16,
2002. Stonefield Josephson, Inc. issued its unqualified opinion, other than its
qualification for substantial doubt about the Company's ability to continue as a
going concern, on the registrant's financial statements dated May 1, 2002, as of
and for the years ended December 31, 2002 and 2001.
1
During the Registrant's two most recent fiscal years ended December 31,
2001 and through the date of this Form 8-K, there were no disagreements with
Stonefield Josephson, Inc. with respect to matters of accounting principles or
practices, financial statement disclosure, or auditing scope or procedures
which, if not resolved to Stonefield Josephson, Inc.'s satisfaction would have
caused Stonefield Josephson, Inc. to make reference to the subject matter of the
disagreement in connection with its reports on the Registrant's consolidated
financial statements for such years.
Stonefield Josephson, Inc. has not advised the registrant of the matters
outlined in Item 304 (a)(1)(v) of Regulation S-B with respect to internal
accounting controls, management representations, scope of the audit and material
matters coming to their attention that would impact the financial statements and
their audit report for the Registrant's two most recent fiscal years ended
December 31, 2001 and through the date of this Form 8-K.
The registrant, by resolution of its board of directors, has elected to
engage Epstein, Weber & Conover, PLC as the Company's principal auditors
effective July 16, 2002.
Prior to engaging Epstein, Weber & Conover, PLC, the registrant had not
consulted with them on 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 registrant's financial statements.
The Registrant has provided Stonefield Josephson, Inc. a copy of the
foregoing disclosures and requested that Stonefield Josephson, Inc. review the
disclosures and furnish the Registrant with a letter addressed to the Securities
and Exchange Commission stating whether Stonefield Josephson, Inc. agrees with
the statements made by the Registrant under this Item 4.
Item 5. Other Events and Regulation FD Disclosure
N/A
Item 6. Resignations of Registrant's Directors
N/A
Item 7. Financial Statements and Exhibits
(1) Letter from former accountants
Item 8. Change in Fiscal Year
N/A
Item 9. Regulation FD Disclosure
N/A
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.
TEL-VOICE COMMUNICATIONS, INC.
Date: July 17, 2002 By: /S/ JAY H. BUDD
---------------------------
Jay H. Budd
2