8-K 1 cohia021029_8k.txt CURRENT REPORT ================================================================================ 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) October 29, 2002 Commission file number 33-55254-18 COMPOSITE HOLDINGS, INC. (Exact name of registrant as specified in charter) Nevada 87-0434297 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification number) 5333 S. Arville St. # 206 Las Vegas, Nevada 89118 702-579-4888 (Name, address, including zip code, and telephone numbers, including area code, of agent of service) ================================================================================ Copies To: Susan Donohue 5333 S. Arville St. Suite 206 Las Vegas, NV 89118 (702) 579-4888 2 Item No. 1. Changes in Control of Registrant. No Events to report Item No. 2. Acquisition or Disposition of Assets. No events to report. Item No. 3. Bankruptcy or Receivership. No events to report. Item No. 4. Changes in Registrant's Certifying Accountant. On October 28, 2002, the Board of Directors of the Registrant Composite Holdings, Inc. accepted the resignation of Pascale, Razzino, Alexanderson & Co., PLLC of North Bellmore, New York as the Company's independent auditors. The reports of Pascale, Razzino, Alexanderson & Co., PLLC on the past financial statements did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope, or accounting principles. On October 25, 2002, The auditors contacted management and informed them that Pascale, Razzino, Alexanderson & Co., PLLC would no-longer be providing auditing services for public companies. The auditors had no conflicts with management and this resignation had nothing to do with management business practices nor the scope of Composites Holding, Inc's and its subsidiaries' businesses. Composite Holdings, Inc. is actively seeking a replacement auditor firm. Item No. 5. Other Events. No events to report. Item No. 6. Resignation of Registrant's Directors. No events to report Item No. 7. Financial Statements, Proforma Financial Information and Exhibits. NONE 3 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. COMPOSITE HOLDINGS, INC. By: /s/ Susan Donohue Dated: 29 October, 2002 ------------------------------- Susan Donohue, Secretary and Chairman of The Board