-----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, QUL3TSN5nUlxFlzGpuaoTzAcotfQJRK6gmX3AkW7A9TL23Bw53mglo8vkgiRaZVa IfgU52M9IbommkCiZRZU+w== 0001227528-08-000152.txt : 20080820 0001227528-08-000152.hdr.sgml : 20080820 20080820105305 ACCESSION NUMBER: 0001227528-08-000152 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080813 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080820 DATE AS OF CHANGE: 20080820 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALCOM, INC CENTRAL INDEX KEY: 0001013453 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ALLIED TO MOTION PICTURE PRODUCTION [7819] IRS NUMBER: 581700840 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28416 FILM NUMBER: 081029248 BUSINESS ADDRESS: STREET 1: 920 COMMERCE STREET CITY: LAS VEGAS STATE: NV ZIP: 89106-4501 BUSINESS PHONE: 702-385-9000 MAIL ADDRESS: STREET 1: 920 COMMERCE STREET CITY: LAS VEGAS STATE: NV ZIP: 89106-4501 FORMER COMPANY: FORMER CONFORMED NAME: VALCOM INC DATE OF NAME CHANGE: 20040816 FORMER COMPANY: FORMER CONFORMED NAME: VALCOM INC DATE OF NAME CHANGE: 20030213 FORMER COMPANY: FORMER CONFORMED NAME: SBI COMMUNICATIONS INC DATE OF NAME CHANGE: 20030204 8-K 1 l8k082008.txt VALCOM, INC. FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) AUGUST 5, 2008 VALCOM, INC. (Exact name of registrant as specified in its charter) Delaware 000-28416 58-1700840 ---------------------------- ---------------- ------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 2113A Gulf Boulevard, Indian Rocks Beach, FL 33785 --------------------------------------------------- (Address of Principal executive offices) (Zip Code) (727) 953-9778 ------------------------------- (Registrant's telephone number) 2525 North Naomi Street, Burbank, California 91504 ---------------------------------------------------------- (Former address of principal executive offices) (zip code) Copies to: Darrin M. Ocasio, Esq. Sichenzia Ross Friedman Ference LLP 61 Broadway, 32nd 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)) ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. (a)On July 24, 2008, Valcom, Inc. (the "Company") dismissed its independent registered public accounting firm, Kempisty & Company ("Kempisty"). The Company's decision to dismiss Kempisty was approved by its Board of Directors on July 24, 2008. During the Company's most recent fiscal year ended September 30, 2007 and the subsequent period through June 30, 2008, there have been no disagreements with Kempisty 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 Kempisty, would have caused it to make reference to the subject matter of the disagreement in connection with its reports. Since February 2007, Kempisty has not reviewed any quarterly financial data or issued any audit reports. The Company provided to Kempisty the disclosure contained in this Form 8-K and requested Kempisty to furnish a letter addressed to the Commission stating whether it agrees with the statements made by the Company herein and, if not, stating the respects in which it does not agree. The requested letter is attached as Exhibit 16.1 to this Form 8-K. (b) On August 1, 2008, the Board of Directors approved the engagement of Moore & Associates CHTD ("Moore") as independent registered public accounting firm for the Company. The Company engaged Moore on August 1, 2008. During the Company's two most recent fiscal years ended September 30, 2007 and 2006 and the subsequent interim period through August 1, 2008, neither the Company nor anyone on its behalf consulted with Moore regarding (i) the application of accounting principles to a specified proposed or contemplated transaction, (ii) the type of audit opinion that might be rendered on the Company's financial statements, (iii) or oral advice that was an important factor considered by us in reaching our decision as to any accounting, auditing or financial reporting issue or (iv) any matter that was the subject of a disagreement or event identified in response to Item 304(a)(1)(iv) of Regulation S-K (there being none). 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 Kempisty & Company, dated August 19, 2008 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: August 19, 2008 By:/s/ Vince Vellardita ------------------------- Vince Vellardita, Chief Executive Officer EX-1 2 ex_16-1.txt EXHIBIT 16.1 KEMPISTY & COMPANY CERTIFIED PUBLIC ACCOUNTANTS, P.C. - ---------------------------------- 15 MAIDEN LANE, SUITE 1003 NEW YORK, NY 10038 TEL (212) 406-7CPA (7272) August 19, 2008 Securities and Exchange Commission 100 F Street, N.E., Washington, D.C. 20549 Gentlemen: We have read Item 4.01(a) of Form 8-K datedAugust 5, 2008 of Valcom, Inc. (Commission file Number - 000-28416) and are in agreement with the statements contained therein. We have no basis to agree or disagree with the statement of the Registrant contained in Item 4.01(b). Sincerely, /s/ Kempisty & Company CPAs PC ------------------------------ Kempisty & Company, CPA's, P.C. -----END PRIVACY-ENHANCED MESSAGE-----