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) July 29, 2004 (July 16, 2004)
The Children's Internet, Inc.
(Exact name of registrant as specified in its chapter)
Nevada 000-29611 20-1290331
(State or other jurisdiction (Commission (IRS Employer
of incorporation File Number) Identification No.)
5000 Hopyard Rd., Suite 320
Pleasanton, California 94588 94588
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (925) 737-0144
N/A
(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Effective July 16, 2004, the Board of Directors of The Children's Internet, Inc.
(the "Company") dismissed Stonefield Josephson, Inc. ("Stonefield") as its
independent auditor for the fiscal year ended December 31, 2005 and approved the
engagement of Marc Lumer & Company, Certified Public Accountants ("Lumer") as
Stonefield's replacement. The decision to change auditors was approved by the
Company's Board of Directors.
For the last two fiscal years, Stonefield's reports on the financial statements
of the Company did not contain an adverse opinion or a disclaimer of opinion,
nor were the reports qualified or modified as to uncertainty, audit scope, or
accounting principles. During the fiscal years ended December 31, 2002 and
December 31, 2003, and the subsequent interim period through July 16, 2004,
there were no disagreements with Stonefield on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure which, if not resolved to the satisfaction of Stonefield would have
caused Stonefield to make reference to the matter in their reports. There were
no "reportable events", as that term is described in Item 304(a)(1)(v) of
Regulation S-K.
The Company has provided a copy of this disclosure to Stonefield and requested
Stonefield to furnish the Company with a letter addressed to the Securities and
Exchange Commission stating whether Stonefield agrees with the statements made
by the Company in this report, and, if not, stating the respects in which they
do not agree.
During the fiscal years ended December 31, 2002 and December 31, 2003, and the
subsequent interim period through July 16, 2004, the Company did not consult
with Lumer regarding any of the matters or events set forth in Item 304(a)(2)(i)
and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
16.1 The letter required from Stonefield regarding the statements made by the
Company in this Current Report will be filed by an amendment to this Current
Report on Form 8-K within ten business days of the date of this filing and two
business days after receipt by the Company.
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.
Dated: July 29, 2004 THE CHILDREN'S INTERNET, INC.
/s/ Sholeh Hamedani
--------------------------------------------
By: Sholeh Hamedani
Its: President, Chief Executive Officer, and
Chief Financial Officer