SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
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 16, 2002
RETURN ASSURED INCORPORATED
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(Exact name of registrant as specified in its charter)
DELAWARE 0-21679 13-3896069
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation or Number) Identification No.)
organization)
5962 La Place Court, Suite 230, Carlsbad, California 92008
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(Address of principal executive offices)(Zip Code)
(760) 438-7245
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(Registrant's Telephone Number, Including Area Code)
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(Former Address If Changed since Last Report.)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
Rogoff & Co., P.C. was the independent certifying accountant for EliteJet,
Inc. for the fiscal years ended December 31, 2000 and 2001. Our acquisition of
EliteJet, Inc. on April 26, 2002, is required to be accounted for as a reverse
acquisition, with EliteJet, Inc. being treated as the acquiring company. The
fiscal year of EliteJet, Inc., which is for years ending December 31, became our
fiscal year as of April 26, 2002.
On July 16, 2002, we terminated Rogoff & Co., P.C.'s appointment and
subsequently engaged Goldstein Golub Kessler LLP, 1185 Avenue of the Americas,
Suite 500, New York, NY 10036, as our certifying accountant for the fiscal year
ending December 31, 2002. The termination of Rogoff & Co., P.C. and
appointment of Goldstein Golub Kessler, LLP was approved by our board of
directors.
The reports of Rogoff & Co., P.C. on EliteJet, Inc.'s financial statements
for the fiscal years ended December 31, 2000 and 2001, contained no adverse
opinion or disclaimer of opinion, nor was either qualified or modified as to
uncertainty, audit scope or accounting principle.
In connection with the audits of the fiscal years ended December 31, 2000
and 2001 and during the subsequent interim period preceding its dismissal, there
were no disagreements between EliteJet, Inc. and Rogoff & Co., P.C. on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedures, which disagreements, if not resolved to its
satisfaction, would have caused Rogoff & Co., P.C. to make reference to the
subject matter of the disagreement in connection with his reports.
In connection with the audits of the fiscal years ended December 31, 2000
and 2001, and during the subsequent interim period preceding its dismissal,
Rogoff & Co., P.C. did not advise EliteJet, Inc. that:
(A) internal controls necessary for EliteJet Inc. to develop reliable
financial statements did not exist;
(B) information had come to its attention that led it to no longer to
be able to rely on EliteJet Inc. management's representations or made it
unwilling to be associated with the financial statements prepared by
management;
(C) there was a need to expand significantly the scope of its audit, or
that information had come to its attention during such time periods that if
further investigated might: (i) materially impact the fairness or reliability of
either a previously issued audit report or the underlying financial statements,
or the financial statements issued or to be issued covering the fiscal periods
subsequent to the date of the most recent financial statements covered by an
audit report, or (ii) cause it to be unwilling to rely on management's
representations or be associated with EliteJet's financial statements.
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(D) information had come to its attention that it had concluded
materially impacted the fairness or reliability of either (i) a previously
issued audit report or the underlying financial statements, or (ii) the
financial statements issued or to be issued covering the fiscal periods
subsequent to the date of the most recent financial statements covered by an
audit report.
Prior to engaging Goldstein Golub Kessler, LLP, we did not consult with it
regarding the application of accounting principles to a specific or completed
transaction or the type of audit opinion that might be rendered on our financial
statements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
7(c) Exhibits.
16 Letter from Rogoff & Company, P.C. regarding confirmation of our
assertions on changes in Registrant's certifying accountant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly cause this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
RETURN ASSURED INCORPORATED
Dated: October 14, 2002 By: /s/ Scott Walker
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Scott Walker,
President
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Exhibit 16
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
October 14, 2002
Commissioners:
We have read the statements made by Return Assured, Incorporated (copy
attached), which we understand will be filed with the Commission, pursuant to
Item 4 of Form 8-K/A, as part of the Company's Form 8-K/A report dated
October 14,2002. We agree with the statements concerning our Firm in such Form
8-K.
Yours very truly,
Rogoff & Company, P.C.
New York, NY