-----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, WEyGfAn+/Na0emv0ix10FKOcwAIDos0YWX1aP/BSJNE01ivsIh7cLVEN7qTr7q/E iIKZvhLt2baPVW8Lzuyqzw== 0001078782-09-000950.txt : 20090619 0001078782-09-000950.hdr.sgml : 20090619 20090619163036 ACCESSION NUMBER: 0001078782-09-000950 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090619 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090619 DATE AS OF CHANGE: 20090619 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ethos Environmental, Inc. CENTRAL INDEX KEY: 0001056598 STANDARD INDUSTRIAL CLASSIFICATION: MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS) [1400] IRS NUMBER: 880467241 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30237 FILM NUMBER: 09901722 BUSINESS ADDRESS: STREET 1: 6800 GATEWAY PARK DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92154 BUSINESS PHONE: 619-575-6800 MAIL ADDRESS: STREET 1: 6800 GATEWAY PARK DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92154 FORMER COMPANY: FORMER CONFORMED NAME: VICTOR INDUSTRIES INC DATE OF NAME CHANGE: 19980224 8-K 1 ethos8k061809.htm CURRENT REPORT ON FORM 8-K 8-K

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): June 15, 2009


ETHOS ENVIRONMENTAL, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

  

000-30237

  

88-0467241

(State or other jurisdiction

  

(Commission File Number)

  

(IRS Employer

of Incorporation)

  

  

  

Identification Number)

  

  

  

  

  

  

  

6800 Gateway Park Drive

San Diego, CA 92154

  

  

  

  

(Address of principal executive offices)

  

  

  

  

619-575-6800

  

  

  

  

(Registrant’s Telephone Number)

  

  

 

(Former name or former address, if changed since last report)


Copy of all Communications to:

Luis Carrillo

Carrillo Huettel, LLP

501 W. Broadway, Suite 800

San Diego, CA 92101

phone: 619.399.3090

fax: 619.330.1888


    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):


    o    Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


    o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


    o    Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


    o    Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 




ETHOS ENVIRONMENTAL, INC.

 

Item 4.01. Change in Registrant’s Certifying Accountant.


On June 15, 2009, M&K CPAS, PLLC (“MKC”) was appointed as the registered independent public accountant for Ethos Environmental, Inc. (the “Registrant”), a Nevada corporation. On June 15, 2009, Moore & Associates, Chartered (“Moore”), was dismissed as the registered independent public accountant for the Registrant. The decisions to appoint MKC and dismiss Moore were approved by the Board of Directors of the Registrant on June 15, 2009.


During the fiscal years ended December 31, 2008 and 2007 and the subsequent interim period up through the date of dismissal (June 15, 2009), there were no disagreements with Moore 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 Moore, would have caused Moore to make reference thereto in its report on the Registrants financial statements for such years. Further, there were no reportable events as described in Item 304(a)(1)(iv)(B) of Regulation S-B occurring within the Registrant's two most recent fiscal years and the subsequent interim period up through the date of dismissal (June 15, 2009).


The audit report of Moore for the financial statements of the Registrant as of December 31, 2008, which audit report also includes the financial statements as of December 31, 2007, contained a separate paragraph stating:


“The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has incurred an accumulated deficit of $51,029,259, which raises substantial doubt about its ability to continue as a going concern. Management's plans concerning these matters are also described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.”


During the Registrant's two most recent fiscal years and the subsequent interim period up through the date of engagement of MKC (June 15, 2009), neither the Registrant nor anyone on its behalf consulted MKC regarding the application of accounting principles to a specific completed or contemplated transaction, or the type of audit opinion that might be rendered on the Registrant's financial statements. Further, MKC has not provided written or oral advice to the Registrant that was an important factor considered by the Registrant in reaching a decision as to any accounting, auditing or financial reporting issues.


The Registrant provided a copy of the foregoing disclosures to Moore prior to the date of the filing of this report and requested that Moore furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the statements in this Report. A copy of the letter furnished in response to that request is filed as Exhibit 16.1 to this Form 6-K.


Item 9.01 Financial Statements and Exhibits.

 

(a) Not applicable

 

(b) Not applicable

 

(c) Not applicable

 

(d) Exhibits.



 

 

 

Exhibit No.

 

Description 

16.1

 

Letter of Agreement from Moore & Associates, CHARTERED




2




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 thereunto duly authorized.


 

 

Date: June 17, 2009

Ethos Environmental, Inc.

  

  

  

By:  /s/ Corey P. Schlossmann 

 

  

Corey P. Schlossmann,

  

 

President & CEO

 




3



EX-16 2 ethos8k061809ex161.htm EX 16.1 AUDITOR'S LETTER Exhibit 16.1


Exhibit 16.1


MOORE & ASSOCIATES, CHARTERED

ACCOUNTANTS AND ADVISORS

PCAOB REGISTERED




June 19, 2009


 

Office of the Chief Accountant

Securities and Exchange Commission

100 F Street, NE
Washington, D.C. 20549


 

Dear Sir/Madam:

 

We have read the statements included under Item 4.01 in the Form 8-K dated June 15, 2009 of Ethos Environmental Inc. (the "Company") to be filed with the Securities and Exchange Commission and we agree with such statements insofar as they relate to our dismissal and our audits for the years ended December 31, 2008, and our reviews of interim financial statements. We cannot confirm or deny that the appointment of M&K CPAS, PLLC was approved by the Board of Directors, or that they were not consulted prior to their appointment as auditors.


Very truly yours,




/s/ Moore & Associates, Chartered

Moore & Associates, Chartered

Las Vegas, Nevada










6490 WEST DESERT INN RD, LAS VEGAS, NEVADA 89146 (702) 253-7499 Fax: (702)253-7501




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