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): June 14, 2004
ACS HOLDINGS, INC.
(FORMERLY KNOWN AS MAXXZONE.COM, INC.)
(Exact Name of Registrant as Specified in Its Charter)
Nevada 000-33465 88-0503197
(State or Other (Commission (IRS Employer
Jurisdiction of incorporation File Number) Identification Number)
7658 Municipal Drive
Orlando, FL 32819
407-226-6866
(Registrant's telephone number)
maxxZone.com, Inc.
(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On June 29, 2004, ACS Holdings, Inc. (formerly known as maxxZone.com, Inc.), a
Nevada corporation ("ACS"), dismissed Beckstead and Watts, LLP ("Beckstead and
Watts") as its independent auditors.
Beckstead and Watts had been the Company's principal auditors for the purpose of
auditing its financial statements for the fiscal years ended December 31, 2002
and December 31, 2003. The reports on the financial statements for the
aforementioned fiscal years did not contain an adverse opinion or a disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles. In the fiscal years ended December 31, 2002 and December
31, 2003, and the subsequent interim period through March 31, 2004, the Company
has had no disagreements Beckstead and Watts on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure which, if not resolved to the satisfaction of the Beckstead and Watts,
would have caused Beckstead and Watts to make reference to the matter in their
reports. ACS has requested Beckstead and Watts to furnish it a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the
above statements. A copy of that letter, dated June 30, 2004 is filed as Exhibit
16.1 to this Current Report on Form 8-K.
On June 29, 2004, the ACS engaged Samuel Klein & Company ("Samuel Klein") as the
Company's principal auditors. Prior to engaging Samuel Klein, the ACS had not
previously discussed any accounting or auditing issue with Beckstead and Watts.
ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS.
Roland Becker, a former director of the Company resigned his position as a
director on June 14, 2004. Mr. Becker identified "a lack of clarity of business,
marketing, financial, corporate and funding plans" of ACS and the intended
registration of 112 million shares of common stock of ACS under a Registration
Statement on Form S-8, pursuant to consulting agreements with consultants of
ACS, as the primary reasons for his resignation. A copy of the letter Mr. Becker
tendered to ACS regarding his resignation is filed as Exhibit 17.1 hereto.
Walter Roder (also ACS's Chairman, Chief Executive Officer and President, and
Secretary) and David Eison (also ACS's Treasurer) remain as ACS's directors.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
The following exhibit is filed as part of this Report:
Exhibit
Number Description
- ------ -----------
16.1 Beckstead and Watts letter dated June 30, 2004
17.1 Roland Becker letter dated June 14, 2004
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.
Date: June 30, 2004 ACS HOLDINGS, INC.
/s/ Walter Roder
--------------------------------------
Walter Roder
President and Chief Executive Officer
EXHIBIT INDEX
Exhibit
Number Description
- ------ -----------
16.1 Beckstead and Watts letter dated June 30, 2004
17.1 Roland Becker letter dated June 14, 2004