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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report: September 18, 1998
PICK Communications Corp.
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(Exact name of registrant as specified in its charter)
Nevada 0-27604 75-2107261
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(State or other jurisdiction (Commission (IRS Employer
or incorporation) File Number) Identification No.)
155 Route 46 West, Wayne, New Jersey 07470
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (973)812-7425
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(Former Name Or Former Address, If Changed Since Last Report)
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Item 4. Changes in Registrant's Certifying Accountants
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(a) Effective September 17, 1998, Goldstein Golub Kessler LLP ("GGK")
has been engaged as Registrant's independent accountants for the 1998 fiscal
year. The change in the independent accountants has been approved by
Registrant's Board of Directors.
(b) Upon the engagement of GGK, the Registrant dismissed Durland &
Company, CPAs, P.A. (the "Former Accountants"), its independent accountant for
the years ended December 31, 1996 and 1997 ("Fiscal 1996 and 1997").
(c) For the audit of the financial statements of Registrant for
Fiscal 1996 and 1997, there were no disagreements on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure which if not satisfactorily resolved would have caused the Former
Accountants to make reference to such matter in its report. Through September
17, 1998, there were no disagreements on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure
with the Former Accountants. The Former Accountants' report on the financial
statements for Fiscal 1996 and 1997 did not contain an adverse opinion or
disclaimer of opinion, nor was it qualified as to uncertainty, audit scope, or
accounting principles. The Former Accountants' report for Fiscal 1997 contained
a modified opinion with an explanatory paragraph stating that the financial
statements have been prepared on a going concern basis. As discussed in Note l4
to the consolidated financial statements, the Company has experienced
significant losses, resulting in a deficit equity position. The Company's
financial position and operating results raise substantial doubt about its
ability to continue as a going concern. Management's plans in regard to these
matters are also described in Note l4. The consolidated financial statements do
not include any adjustments that might result from the outcome of this
uncertainty.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
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(16) Former Accountants' Letter re Change in Certifying Accountant.*
* To be filed by amendment.
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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.
PICK COMMUNICATIONS CORP.
By: /s/ Robert Bingham
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Robert Bingham,
Vice President and
Chief Financial Officer
Dated: September 18, 1998