- -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- FORM 8-KA ----------------- CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: May 14, 2003 (Date of earliest event reported) ----------------- ASCONI CORPORATION (Exact name of registrant as specified in its charter) ----------------- Nevada 0-23712 91-1395124 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation or organization) Identification No.) 1211 Semoran Boulevard, Suite 141 Casselberry, Florida 32707 (Address of principal executive offices, zip code) (407) 679-9463 (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- ITEM 1. CHANGES IN CONTROL OF REGISTRANT None ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS None ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT On May 9, 2003, Thomas Leger & Co., LLP resigned as the Registrant's independent accountants. During the period of time Thomas Leger & Co., LLP was engaged by the Registrant, including the two most recent fiscal years and any subsequent interim period, there have been no disagreements with Thomas Leger & Co., LLP on any Matter of accounting principles, financial statement disclosure, auditing scope or Procedure, which disagreements if not resolved to its satisfaction would have caused Thomas Leger & Co., LLP to make reference thereto in its report to be issued on the financial statements. Attached, as Exhibit 16.1 hereto, is Thomas Leger & Co., LLP's letter to the SEC reflecting its withdrawal and agreement with the statements contained in this filing. Thomas Leger & Co., LLPs report on the financial statements for the Company for either of the past two years did not contain an adverse opinion or disclaimer of opinion or was qualified or modified as to uncertainty, audit scope or accounting principles. The Decision to replace accountants was approved by the Board of Directors of the Company. The Registrant has engaged Michaelson & Company, PA as its new independent auditors as of May 12, 2003. The Registrant has not consulted with Michaelson & Company, PA on the subject of any disagreement or the application of accounting principles to a specific completed or contemplated transaction, or the type of audit opinion that might be rendered on the Registrants financial statements and no written or oral advice was provided that was an important factor considered by the Registrant in reaching a decision as to the accounting, auditing or financial reporting issue during the Registrants most recent fiscal year or any later interim period. ITEM 5. OTHER EVENTS On or about May 12, 2003 the Company's stock underwent a 10 for one 1 reverse split and the stock symbol of the Company was changed from ASCS to ASCP. ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS None ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS 16.1 Thomas Leger & Co., LLP Letter to the SEC ITEM 8. CHANGE IN FISCAL YEAR None SIGNATURE PAGE Pursuant to the requirement of the Securities Exchange Act of 1934, the Registrant has duly caused this amended report to be signed on its behalf by the undersigned hereunto duly authorized. ASCONI CORPORATION By: /s/ CONSTANTIN JITARU ------------------------ Constantin Jitaru Chairman of the Board and Chief Executive Officer Date: May 30, 2003