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)
April 30, 2010
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MMAX Media, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
000-53574 20-4959207
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(Commission File Number) (IRS Employer Identification No.)
580 Decker Dr., Suite 285, Irving, TX 75062
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(Address of Principal Executive Offices) (Zip Code)
(972) 719-0170
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(Registrant's Telephone Number, Including Area Code)
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))
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Dismissal of Seale and Beers, CPAs, Chartered
On April 30, 2010 (the "Dismissal Date"), the Board of Directors of MMAX
Media, Inc. (the "Registrant") voted to dismiss Seale and Beers, CPAs,
terminating its relationship as the Registrant's independent registered
public accounting firm.
Seale & Beers, CPAs was the independent registered public accounting firm
for the Registrant's from August 24, 2009 until April 30, 2010. None of
Seale & Beers reports on the Registrant's financial statements from August
24, 2009 through April 30, 2010, (a) contained an adverse opinion or
disclaimer of opinion, or (b) was modified as to uncertainty, audit scope, or
accounting principles, or (c) contained any disagreements on any matters of
accounting principles or practices, financial statement disclosure, or
auditing scope or procedures, which disagreements, if not resolved to the
satisfaction of Seale & Beers, would have caused it to make reference to the
subject matter of the disagreements in connection with its reports. None of
the reportable events set forth in Item 304(a)(1)(iv) of Regulation S-K
occurred during the period in which Seale & Beers served as the Registrant's
principal independent accountants.
However, the November 6, 2009 report of Seale and Beers, CPAs on the
audited financial statements of the Registrant for the years ended September
30, 2009 and 2008 did contain an explanatory paragraph which noted that there
was substantial doubt as to the Registrant's ability to continue as a going
concern.
The Registrant has provided Seale & Beers, CPAs with a copy of this
disclosure and has requested that Seale & Beers furnish it with a letter
addressed to the U.S. Securities and Exchange Commission stating whether it
agrees with the above statements, and if not, stating the respects in which
it does not agree. A copy of the letter from Seale & Beers, CPAs addressed
to the U. S. Securities and Exchange Commission dated May 4, 2010 is filed as
Exhibit 16.1 to this Current Report on Form 8-K.
(b) Engagement of De Joya Griffith
On April 30, 2010 (the "Engagement Date"), the Registrant's Board of
Directors approved the appointment of and engaged De Joya Griffith & Company,
LLC, Certified Public Accountants and Consultants, 2580 Anthem Village Dr.,
Henderson, Nevada 89052, as the Registrant's independent registered public
accounting firm. During the Registrant's two most recent fiscal years, the
subsequent interim periods thereto, and through the Engagement Date, neither
the Registrant nor anyone on its behalf consulted the Current Accountants
regarding either (1) the application of accounting principles to a specified
transaction regarding the Company, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's financial
statements; or (2) any matter regarding the Company that was either the
subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K
and related instructions to Item 304 of Regulation S-K) or a reportable event
(as defined in Item 304(a)(1)(v) of Regulation S-K).
ITEM 9.01 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
c) Exhibits
No. Exhibits
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16.1 Letter from Seale and Beers, CPAs, dated
May 4, 2010 to the Securities and Exchange Commission
regarding statements included in this Form 8-K
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.
MMAX Media, Inc.
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Registrant
/s/ Larry Biggs
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By: Larry Biggs
Its: Chief Executive Officer
Dated: April 30, 2010
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