-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GTEzq2q/mDrN4iZiG93Si+Jv+1hCYsVYWXRPY4PJkDkavJ5ynDFIqvCCJNh2ZXLW PhiDOMWAVWUZQnrkb39mvw== 0001010549-01-000008.txt : 20010123 0001010549-01-000008.hdr.sgml : 20010123 ACCESSION NUMBER: 0001010549-01-000008 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20001220 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMULABS CORP CENTRAL INDEX KEY: 0001000686 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP SPORTS & RECREATION CLUBS [7997] IRS NUMBER: 841286065 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-26760 FILM NUMBER: 1506169 BUSINESS ADDRESS: STREET 1: 15945 QUALITY TRAIL NORTH CITY: SCANDIA STATE: MN ZIP: 55073 BUSINESS PHONE: 6124333522 MAIL ADDRESS: STREET 1: 15945 QUALITY TRAIL NORTH CITY: SCANDIA STATE: MN ZIP: 55073 FORMER COMPANY: FORMER CONFORMED NAME: NORTH AMERICAN RESORTS INC DATE OF NAME CHANGE: 19950915 8-K/A 1 0001.txt - -------------------------------------------------------------------------------- IMMULABS CORPORATION Filing Type: 8-K / A Description: Amended Current Report Filing Date: January 8, 2000 Period End: December 20, 2000 Primary Exchange: Over the Counter Includes OTC and OTCBB Ticker: IMLB - -------------------------------------------------------------------------------- Table of Contents - -------------------------------------------------------------------------------- To jump to a section, double-click on the section name. 8-K/A ITEM 4.........................................................................1 ................................................................................ ITEM 7.........................................................................2 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15d of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported):December 20, 2000 IMMULABS CORPORATION (Exact name of registrant as specified in its charter) Colorado 0-26760 84-1286065 (State of Incorporation) (Commission (I.R.S Employer File Number) Identification No.) 15945 Quality Trail North Scandia, Minnesota 55073 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (888) 763-6547 (Former name, former address and former fiscal year, if changed since last report.) - -------------------------------------------------------------------------------- ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT On December 8, 2000, Scott Hatfield C.P.A. ("Hatfield"), then Auditor for the Company, advised the Company by letter in writing received December 13, 2000 (and copied to the U.S. Securities and Exchange Commission) that he declined reappointment as independent certified public accountants for the audit period ending December 31, 2000 and would be ceasing to act in said capacity effective upon receipt of such letter by the parties. The Board of Directors of the Company have accepted the resignation and are seeking a replacement auditor. The Company expects its future reports to be filed in the ordinary course without disruption. Each of Hatfield's audit reports for the previous two years did not contain an adverse opinion. However, each opinion was qualified as to uncertainty and contained the following paragraph: "The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note A to the financial statements, the Company has no viable operations or significant assets and is dependent upon significant shareholders to provide sufficient working capital to maintain the integrity of the corporate entity. These circumstances create substantial doubt about the company's ability to continue as a going concern and are discussed in note A. The financial statements do not contain any adjustments that might result from the outcome of these uncertainties." - -------------------------------------------------------------------------------- During the Company's two most recent fiscal years ended December 31, 1999 and during the interim period from December 31, 1999 through December 8, 2000, there were not any disagreements with the former accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. In particular, there was not in that period any disagreement which if not resolved to the satisfaction of Hatfield, would have caused Hatfield to make reference to the subject matter of the disagreements in connection with its report on the financial statements for those years. Further, there was not, in the Company's two most recent fiscal years ended December 31, 1999 and during the interim period from December 31, 1999 through December 8, 2000, any difference of opinion between the former accountant and the Company related to any matters in Regulation S-K 229.304 a (1) (v)(A) through (D), nor will there be, due to the accountant's resignation, any issue remaining unresolved to the former accountant's satisfaction. The decision to accept the accountant's declination of reappointment and action to approve change of accountants was made by the Board of Directors. Hatfield's resignation letter and requested letter addressed to the U.S. Securities and Exchange Commission accompany this report at Exhibit 16.1 and 16.2 respectively. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Financial Statements - None Exhibiy 16.1 - letter of Resignation from S.W. Hatfield, CPA Exhibit 16.2 - amended letter from S.W. Hatfield, CPA to Company 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: December , 2000 IMMULABS CORPORATION By: /s/ Bruce Deildal -------------------------------- Bruce Deildal President - -------------------------------------------------------------------------------- EX-16.1 2 0002.txt LETTER OF RESIGANTION FROM S.W. HATFIELD S. W. HATFIELD, CPA certified public accountants Member: American Institute of Certified Public Accountants SEC Practice Section Information Technology Section Texas Society of Certified Public Accountants December 8, 2000 Board of Directos Immulabs Corporation (formerly North American Resorts. Inc.) 2nd Floor - 827 West Pender Street Vancouver BC V6C 3G8 CANADA Gentlemen: In conjuction with our annual client retention review, we wish to inform you that we respectfully decline reappointment as independent auditors for Immulabs Corporation (formerly North American Resorts, Inc.) (SEC File # 0- 26760, CIK # 1000686). Further, by copy of this letter to the U.S. Securities and Exchange Commission, we hereby confirm that the client-auditor relationship between Immulabs Corporation (formerly North American Resorts, Inc.) (SEC File # 0- 26760, CIK # 1000686) and S.W. Hatfield, CPA has ceased. Please provide us with a copy of the required Form 8-K filing, due to the U.S. Securities and Exchange Commission within five (5) working days of this letter, for our review and appropriate response in Exhibit 16.1 of said Form 8-K filing. Yours truly, /s/ S. W. Hatfield, CPA - ----------------------- Scott W. Hatfield, CPA cc: Office of the Chief Accountant SECPS Letter File Securities and Exchange Commission Mail Stop 9-5 450 Fifth Street, NW Washington, DC 20549 Use our past to assist your future sm (secure mailing address) (overnight delivery/shipping address) P. O. Box 820395 9002 Green Oaks Circle, 2nd Floor Dallas, Texas 75382-0395 Dallas, Texas 75243-7212 214-342-9635 (voice) (fax) 214-342-9601 800-244-0639 SWHCPA@aol.com EX-16.2 3 0003.txt AMENDED LETTER FROM S.W. HATFIELD, CPA TO COMPANY S. W. HATFIELD, CPA certified public accountants Member: American Institute of Certified Public Accountants SEC Practice Section Information Technology Section Texas Society of Certified Public Accountants January 8, 2001 U. S. Securities and Exchange Commission 450 Fifth Street, N. W. Washington DC 20549 Gentlemen, On January 8, 2001, this firm received and reviewed Item 4 - Changes in Registrant's Certifying Accountant of the Form 8-K/A to be filed by Immulabs Corporation (formerly North American Resorts, Inc.) (SEC File # 0- 26760, CIK # 1000686) during January 2001. We have no disagreements with the statements made within Item 4 of the referenced Form 8-K/A. Yours truly, S. W. Hatfield, CPA /s/ Scott W. Hatfield - ------------------------- Scott W. Hatfield, CPA for the Firm SWH/ Use our past to assist your future sm (secure mailing address) (overnight delivery/shipping address) P. O. Box 820395 9002 Green Oaks Circle, 2nd Floor Dallas, Texas 75382-0395 Dallas, Texas 75243-7212 214-342-9635 (voice) (fax) 214-342-9601 800-244-0639 SWHCPA@aol.com -----END PRIVACY-ENHANCED MESSAGE-----