-----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, LH+U9K8qMMOJJ6qMIKIF91HH8plseLSfcQVu28rq2OgFrG85d2dkdmtWf1K2fvZG 40+vfUlq1GTuhXq3R8Q1AQ== 0001116502-06-000952.txt : 20060510 0001116502-06-000952.hdr.sgml : 20060510 20060510132218 ACCESSION NUMBER: 0001116502-06-000952 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060508 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060510 DATE AS OF CHANGE: 20060510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL COMMUNICATION SYSTEMS INC CENTRAL INDEX KEY: 0001098207 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 860887822 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30405 FILM NUMBER: 06824806 BUSINESS ADDRESS: STREET 1: 407 LINCOLN ROAD STREET 2: SUITE 6K CITY: MIAMI STATE: FL ZIP: 33139 BUSINESS PHONE: 5108396100 MAIL ADDRESS: STREET 1: 407 LINCOLN ROAD STREET 2: SUITE 6K CITY: MIAMI STATE: FL ZIP: 33139 FORMER COMPANY: FORMER CONFORMED NAME: WORLD WIDE WIRELESS COMMUNICATIONS INC DATE OF NAME CHANGE: 20000124 8-K 1 universal_8-k.txt CURRENT REPORT ================================================================================ 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): May 8, 2006 _______________ UNIVERSAL COMMUNICATION SYSTEMS, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Its Charter) _______________ 4812 Nevada 860887822 - ----------------------- ---------------------------- -------------- (Commission File Number) (State or Other Jurisdiction (IRS Employer of Incorporation) Identification No.) 407 LINCOLN RD, STE 12F, MIAMI BEACH, FL 33139 - ---------------------------------------- --------- (Address of Principal Executive Offices) (Zip Code) 305-672-6344 --------------------------------------------------- Registrant's Telephone Number, Including Area Code NOT APPLICABLE ------------------------------------------------------------- (Former name or former address, if changed since last report) 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: |_| 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)) ================================================================================ Section 4 - Matters Related to Accountants and Financial Statements Item 4.01 Changes in Registrant's Certifying Accountant (b) New Independent Registered Public Accounting Firm On May 8, 2006, the Audit Committee of the Board of Directors of the Company re-engaged Reuben E. Price & Co., Public Accountancy Corporation ("Reuben E. Price") as its independent registered public accounting firm to audit the Company's financial statements for the year ending September 30, 2006. The Company's decision to re-engage Reuben E. Price as its independent registered public accounting firm was not the result of any disagreement with Rachlin Cohen & Holtz LLP ("RC&H") on matters of accounting principles or practices, financial statement disclosures, or auditing scope or procedures. RC&H rescinded their initial indication of acceptance of the engagement prior to performing any auditing procedures. Item 9.01 Financial Statements and Exhibits (c) Exhibits. Exhibit No. Description ----------- ----------------------------------------------------------- 16.1 Letter from Rachlin Cohen & Holtz LLP to the Securities and Exchange Commission dated May 10, 2006. The Exhibits attached to this Current Report on Form 8-K are incorporated by reference into Item 4.01 of this Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such any such filing. 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 hereunto duly authorized. Universal Communication Systems, Inc. (Registrant) By: /s/ Michael J. Zwebner ----------------------------------- Michael J. Zwebner Chairman and Chief Executive Officer Dated: May 10, 2006 3 EX-16.1 2 exh_16-1.txt LETTER RE: CHANGE OF CERTIFYING ACCOUNTANT EXHIBIT 16.1 May 10, 2006 Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 Ladies and Gentlemen: RE: UNIVERSAL COMMUNICATION SYSTEMS, INC. COMMISSION FILE NUMBER 4812 We have read the statements made by Universal Communication Systems, Inc. (the "Company"), filed with the Commission pursuant to Item 4.01 of Form 8-K, as part of the Company's Form 8-K report dated May 8, 2006 and filed on May 10, 2006. We agree with the statements concerning our Firm contained in such Form 8-K. We further state that our decision to rescind our initial indication of acceptance of this engagement was based upon certain information that only recently came to our attention. Very truly yours, Rachlin Cohen & Holtz LLP -----END PRIVACY-ENHANCED MESSAGE-----