UNITED STATES
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) JANUARY 18, 2010
VALCOM, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 000-28416 58-1700840
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(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
OF INCORPORATIONOR ORGANIZATION) (IDENTIFICATION NO.)
2113A GULF BOULEVARD, INDIAN ROCKS BEACH, FL 33785
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(Address of principal executive offices and zip code)
2525 North Naomi Street, Burbank, California 91504
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(Former address of principal executive offices) (zip code)
(727) 953-9778
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(Registrant's telephone number, including area code)
Copies to:
Darrin M. Ocasio, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32 nd Floor
New York, New York 10006
Phone: (212) 930-9700
Fax: (212) 930-9725
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
This amendment on Form 8-K/A (the "Amendment") amends the Current Report for
Valcom, Inc. on Form 8-K, as initially filed with the Securities and Exchange
Commission on February 4, 2010 (the "Original Report"). The purpose of this
Amendment is to reflect the correct time period in the last paragraph. This
Amendment is an amendment and restatement of the Original Report in its
entirety in order to provide a complete presentation
ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On January 18, 2010, the board of directors of Valcom, Inc. (the "Company")
dismissed Seale & Beers CPAs("S&B") as the Company's independent registered
public accounting firm.
S&B has not issued a report on the financial statements of the Company for each
of the two most recent fiscal years.
During the Company's two most recent fiscal years and the subsequent interim
period through the date of dismissal, there were no reportable events as the
term is described in Item 304(a)(1)(iv) of Regulation S-K.
On Feb. 1, 2010, the Company provided S&B with a copy of the disclosures it is
making in response to Item 4.01 on this Form 8-K, and has requested that S&B
furnish it with a letter addressed to the Securities and Exchange Commission
stating whether it agrees with the above statements. A copy of the letter,
dated Feb. 2, 2010, is filed as Exhibit 16.1 (which is incorporated by
reference herein) to this Current Report on Form 8-K.
On January 18, 2010, the Company engaged Malone & Bailey ("M&B") as its
independent registered public accounting firm for the Company's fiscal year
ended September 30, 2009. The change in the Company's independent registered
public accounting firm was approved by the Company's Board of Directors on
January 18, 2010.
During the Company's two most recent fiscal years and the subsequent interim
period through January 18, 2010, the Company did not consult with M&B regarding
either (i) the application of accounting principles to a specific completed or
contemplated transaction, or the type of audit opinion that might be rendered
on the Company's financial statements or (ii) any matter that was either the
subject of a disagreement or event identified in response to (a)(1)(iv) of Item
304 of Regulation S-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.
Not applicable.
(B) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(C) SHELL COMPANY TRANSACTIONS.
Not applicable.
(D) EXHIBITS
EXHIBIT NUMBER DESCRIPTION
16.1 Letter from Seale & Beers, dated Feb. 2, 2010 (Incorporated by reference
to the Current Report on Form 8-K, filed with the SEC on February 4, 2010.
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.
VALCOM, INC.
Date: March 15, 2010 By: /s/ Vince Vellardita
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Vince Vellardita, Chief Executive Officer