UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event) July 24, 2002
Urbani Holdings, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Colorado 0-22783 95-3966853
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification
Incorporation) No.)
20-24 40th Avenue, Long Island City, New York 11101
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(Address of Principal Executive Offices) (Zip Code)
(718) 392-5050
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(Registrant's Telephone Number, Including Area Code)
Item 4. Changes in Registrant's Certifying Accountant.
On July 21, 2002, the Board of Directors of Urbani Holdings, Inc. ("Urbani"),
dismissed Allen G. Roth, P.A. ("Roth") as independent public accountants for
Urbani. The Board selected Sherb & Co., LLP, ("Sherb") to serve as independent
public accountants for the fiscal year 2002.
Roth's report on Urbani's financial statements for each of the years ended
December 31, 2001 and 2000 did not contain an adverse opinion or disclaimer of
opinion, nor were they qualified or modified as to uncertainty, audit scope or
accounting principles.
During the years ended December 31, 2001 and 2000 and through the filing date of
this Current Report on Form 8-K, there were no disagreements with Roth on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure which, if not resolved to Roth's satisfaction, would
have caused him to make reference to the subject matter in connection with his
report on the Companies' financial statements for those years. There were no
reportable events as defined in Item 304(a)(1)(v) of Regulation S-K.
Urbani has provided Roth with a copy of the foregoing disclosures and requested
that Roth provide the required letter pursuant to Item 304(a)(3) stating its
agreement with the above statements. A copy of this letter, dated July 30, 2002,
is filed as exhibit 16.1 herewith.
During the years ended December 31, 2001 and 2000 and through the filing date of
this Current Report on Form 8-K, Urbani did not consult with Sherb with respect
to 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 consolidated financial statements, or any other matters or reportable events
as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired: None required.
(b) Pro Forma Financial Information: None required.
(c) Exhibits:
Exhibit No. Description
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16.1 Letter from Allen G. Roth, P.A. to the SEC dated July
30, 2002
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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 thereunto duly authorized.
URBANI HOLDINGS, INC
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(Registrant)
Date: August 15, 2002 /s/Rosario Safina
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Rosario Safina
President
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