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 (Date of earliest event reported) August 15, 2003
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TMI HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Florida 000-30011 65-0309540
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(State of other jurisdiction (Commission File Number) (IRS Employer
or incorporation) Identification No.)
5 Lyons Mall, Suite 302, Basking Ridge, NJ 07920
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (732) 226-0055
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11924 Forest Hill Blvd., Suite 22-204, Wellington, FL 33414
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(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.
(A) Previous Independent Accountants
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(i) Berkowitz Dick Pollack & Brant Certified Public Accountants and
Consultants, LLP ("BDPB"), by letter dated August 15, 2003, was dismissed as the
independent accountant for TMI Holdings, Inc. (the "Company") for the reasons
specified in the last paragraph of this item. BDPB had been the independent
accountant for, and audited the financial statements of, the Company.
(ii) The reports of BDPB on the financial statements of the Company for the
past two fiscal years contained no adverse opinion or disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope or accounting
principles, except the reports expressed that the financial statements were
prepared assuming that the Company would continue as a going concern. This
qualification was attributable to the circumstance that the Company had suffered
recurring losses from operations, had a stockholders' deficit, and limited
ongoing business operations.
(iii) The Company's Board of Directors unanimously approved the dismissal
of BDPB.
(iv) In connection with the audits for the two most recent fiscal years and
in connection with BDPB's review of the subsequent interim period preceding
dismissal on August 15, 2003, there have been no disagreements between the
Company and BDPB on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which would have caused
BDPB to make a reference thereto in its report on the Company's financial
statements for those periods. During the two most recent fiscal years and prior
to the date hereof, the Company had no reportable events (as defined in Item 304
(a)(1)(v) of Regulation S-B).
The Company has requested that BDPB furnish it with a letter addressed to
the Securities and Exchange Commission stating whether or not BDPB agrees with
the above statements. A form of such letter is attached as an exhibit to this
Report on Form 8-K.
(B) Engagement of New Independent Auditors
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The Company engaged HJ & Associates, LLC ("HJ") as its new independent
accountants as of August 15, 2003 as the Company's Board of Directors determined
that it would be more cost effective using the services of HJ. Prior to such
date, the Company did not consult with HJ regarding (i) the application of
accounting principles, or (ii) the type of audit opinion that might be rendered
by HJ.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
(1) Letter from BDPB to the Securities and Exchange Commission
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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 hereunto duly authorized.
TMI HOLDINGS, INC.
By: /s/ Martin Peskin
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Martin Peskin, President and
Chief Executive Officer
DATED: August 18, 2003
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