United States
Securities and Exchange Commission
Washington, D.C. 20549
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FORM 8-K/A
Amendment No. 1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 16, 2003
THE JACKSON RIVERS COMPANY, INC.
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation or organization)
333-70932 65-1102865
(Commission File Number) (IRS Employer Identification No.)
17-19 Marble Avenue 10570
Pleasantville, New York (Zip Code)
(Address of principal executive offices)
(619) 615-4242
(Registrant's telephone number, including area code)
Item 4. Changes in Registrant's Certifying Accountant
On September 16, 2003, the registrant terminated the client-auditor
relationship between Michaelson & Co., P.A. and the registrant.
Michaelson & Co., P.A.'s reports on the registrant's financial
statements for the years ended December 31, 2002 and through September 16, 2003,
and the period May 8, 2001 (date of inception) through December 31, 2001 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.
The decision to change accountants was recommended by the registrant's
Board of Directors.
During the two most recent fiscal years and any subsequent interim
period through September 16, 2003 there have not been any disagreements between
the registrant and Michaelson & Co., P.A. on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the satisfaction of Michaelson & Co.,
P.A., would have caused it to make reference to the subject matter of the
disagreements in connection with its reports on the financial statements for
such periods.
Regulation S-K Item 304(a)(1)(v) is not applicable to this report.
On September 22, 2003 the registrant engaged Russell Bedford Stefanou
Mirchandani LLP, certified public accountants, as the registrant's independent
accountants to report on the registrant's balance sheet as of December 31, 2003,
and the related combined statements of income, stockholders' equity and cash
flows for the year then ended. The decision to appoint Russell Bedford Stefanou
Mirchandani LLP was approved by the registrant's Board of Directors.
During the registrant's two most recent fiscal years and any subsequent
interim period prior to the engagement of Russell Bedford Stefanou Mirchandani
LLP, neither the registrant nor anyone on the registrant's behalf consulted with
Russell Bedford Stefanou Mirchandani LLP regarding either (i) the application of
accounting principles to a specified transaction, either contemplated or
proposed, or the type of audit opinion that might be rendered on the
registrant's financial statements or (ii) any matter that was either the subject
of a "disagreement" or a "reportable event."
The registrant has provided the former accountants with a copy of this
report before its filing with the Commission. The registrant has requested the
former accountants to furnish the registrant with a letter addressed to the
Commission stating whether it agrees with the statements made by the registrant
in this report and, if not, stating the respects in which they do not agree. The
registrant has filed the former accountants' letter as an exhibit to this
report.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements.
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None.
(b) Exhibits.
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The following exhibit is filed herewith:
Exhibit No. Identification of Exhibit
16 Letter from Michaelson & Co., P.A., stating whether they
agree with the statements made by the registrant in this
report.
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: October 14, 2003
THE JACKSON RIVERS COMPANY, INC.
By /s/ Dennis N. Lauzon
Dennis N. Lauzon, President
Exhibit 16
MICHAELSON & COMPANY, P.A.
CERTIFIED PUBLIC ACCOUNTANTS
1655 Palm Beach Lakes Blvd
West Palm Beach, Florida 33401
October 14, 2003
Securities and Exchange Commission
Washington, DC 20549
Re: The Jackson Rivers Company, Inc.; File No. 333-70932
Gentlemen:
We have read Item 4 of the Form 8-K/A of Jackson Rivers Company, Inc.
dated October 14, 2003 and agree with the statements relating only to Michaelson
& Company, P.A., contained therein.
/s/MICHAELSON & COMPANY, P.A.
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MICHAELSON & COMPANY, P.A.
Certified Public Accountants