-----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, DQy1FuXWo2pq9/MF9sdaGWDjWYIBassw1BkW1v01C/EGY3x4UvjJhTiR7unLPbYk GnmV5UBdZU6koqG1HrGytw== 0000926274-08-000064.txt : 20080925 0000926274-08-000064.hdr.sgml : 20080925 20080925150944 ACCESSION NUMBER: 0000926274-08-000064 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080923 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080925 DATE AS OF CHANGE: 20080925 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIDGEFIELD ACQUISITION CORP CENTRAL INDEX KEY: 0000812152 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 840922701 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16335 FILM NUMBER: 081088605 BUSINESS ADDRESS: STREET 1: 900 THIRD AVE STREET 2: SUITE 201 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 3033680401 MAIL ADDRESS: STREET 1: 900 THIRD AVE STREET 2: SUITE 201 CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: BIO MEDICAL AUTOMATION INC DATE OF NAME CHANGE: 19990323 FORMER COMPANY: FORMER CONFORMED NAME: OZO DIVERSIFIED AUTOMATION INC /CO/ DATE OF NAME CHANGE: 19920703 8-K 1 rac-9088k.txt RIDGEFIELD ACQUISITION CORP. 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): September 23, 2008 Ridgefield Acquisition Corp. -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Nevada 0-16335 84-0922701 - --------------- --------------------- --------------------- (State or other (Commission File No.) (I.R.S. Employer Jurisdiction of Identification Number) Incorporation) 100 Mill Plain Road, Danbury, Connecticut 06811 ------------------------------------------------- (Address of Principal Executive Offices) (203) 791-3871 ---------------------------------------------------- (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)) Section 4 Matters Related to Accountants and Financial Statements Item 4.01 Changes in Registrant's Certifying Accountant. (a) Previous independent accountants (i) On September 23, 2008 the registrant dismissed Carlin, Charron & Rosen, LLP as its independent accountants. (ii) The reports of Carlin, Charron & Rosen, LLP on the financial statements for the fiscal years ended December 31, 2007 and December 31, 2006 contained no adverse opinion or disclaimer of opinion and were not modified as to audit scope or accounting principles. The report of Carlin, Charron & Rosen, LLP on the financial statements for the fiscal year ended December 31, 2007 contained an explanatory paragraph relating to the uncertainty of the registrant's ability to continue as a going concern. (iii) The Board of Directors of the registrant, participated in and approved the decision to change independent accountants. (iv) In connection with its audits for the two most recent fiscal years and through September 23, 2008, there have been no disagreements with Carlin, Charron & Rosen, LLP 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 Carlin, Charron & Rosen, LLP would have caused them to make a reference thereto in their report on the financial statements for such periods. (v) During the two most recent fiscal years and through September 23, 2008, there have been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)). (vi) The registrant has requested that Carlin, Charron & Rosen, LLP furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statement. A copy of the letter from Carlin, Charron & Rosen, LLP is attached hereto as Exhibit 16.1 to this Form 8-K. (b) New independent accountants. (i) The registrant engaged Mark Bailey & Company, Ltd. as its new independent accountants, as of September 23, 2008. During the two most recent fiscal years and through September 23, 2008 the registrant has not consulted Mark Bailey & Company, Ltd. regarding the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the financial statements of the registrant, and either a written report was provided to the registrant or oral advice was provided that Mark Bailey & Company, Ltd. concluded was an important factor considered by the registrant in reaching a decision as to the accounting, auditing, or financial reporting issue. (ii) During the two most recent fiscal years and through September 23, 2008 the registrant has not consulted Mark Bailey & Company, Ltd. regarding any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a reportable event, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K. (iii) the registrant has requested that Mark Bailey & Company, Ltd. furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statement. A copy of the letter from Mark Bailey & Company, Ltd. is attached hereto as Exhibit 16.2 to this Form 8-K. Section 9 Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits. (c) Exhibits. The following Exhibits are hereby filed as part of this Current Report on Form 8-K: Exhibit Description - ------- ----------- 16.1 Letter from Carlin, Charron & Rosen, LLP 16.2 Letter from Mark Bailey & Company, Ltd. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Ridgefield Acquisition Corp. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: September 24, 2008 Ridgefield Acquisition Corp. (Registrant) By: /s/ STEVEN N. BRONSON ---------------------------- Steven N. Bronson, President EX-16.1 2 ex16-1.txt EXHIBIT 16.1 LETTER FROM CARLIN, CHARRON & ROSEN LLP Exhibit 16.1 Letter from Carlin, Charron & Rosen, LLP September 24, 2008 Office of the Accountant Securities and Exchange Commission 460 Fifth Street N. W. Washington, DC 20549 Dear Sirs: We have received a copy of, and are in agreement with, the statements being made by Ridgefield Acquisition Corp. in Item 4.01 of its Form 8-K dated September 24, 2008, captioned "Changes in Registrant's Certifying Accountant." We hereby consent to the filing of this letter as an exhibit to the foregoing report on Form 8-K. Sincerely, /s/ Carlin, Charron & Rosen, LLP EX-16.2 3 ex16-2.txt EXHIBIT 16.2 LETTER FROM MARK BAILEY & COMPANY LTD Exhibit 16.2 Letter from Mark Bailey & Company, Ltd. September 24, 2008 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioner: We have read the statements made by the Company in Item 4.01 of its Current Report on Form 8-K dated September 24, 2008. We agree with the statements concerning our firm in such Current Report on Form 8-K. Furthermore, we understand this letter will be filed as an exhibit to such report. Sincerely yours, /s/ Mark Bailey and Company, Ltd. Mark Bailey and Company, Ltd. Reno, Nevada -----END PRIVACY-ENHANCED MESSAGE-----