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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 6, 1997
Service Systems International, Ltd.
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(Exact name of registrant as specified in its charter)
Nevada 0-21753 88-0263701
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Ident. No.)
2800 Ingleton Avenue, Burnaby, B.C. Canada V5C 6G7
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (604) 451-1069
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(Former name or former address, if changed since last report.)
Item 4. Change in Registrant's Certifying Accountant.
On October 14, 1997, the Registrant's Board of Directors elected to engage,
as the principal accountant to audit the Registrant's financial statements, the
firm of Elliott Tulk Pryce Anderson, Chartered Accountants, of Vancouver,
British Columbia, Canada for the fiscal year ended August 31, 1997. Elliott
Tulk Pryce Anderson has audited the financial statements of the Registrant's
majority-owned subsidiary, UV Systems Technology, Inc., through which the
Registrant conducts most of its business, for the past two fiscal years. The
Registrant's previous accountant was Winter, Scheifley and Associates, P.C.,
of Englewood, Colorado.
The Registrant further states that:
a) the former auditors reports on financial statements for either of the
last two years 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.
b) during the last two fiscal years and subsequent interim period through
the date of dismissal there were no disagreements or reportable events
with the former accountants.
Item 9. Sales of Equity Securities Pursuant to Regulation S
On October 6, 1997, the Registrant sold to one Swiss, one Uraguayan, and
one Spanish investor, in Regulation S transactions, 12% Series A Senior
Subordinated Convertible Redeemable Debentures in the aggregate principal face
amount of $243,750 for a price of $195,000.
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Each Debenture is due on July 31, 1998, if not redeemed or converted before
that date. The conversion price per share of common stock is the lower of (a)
80% of the closing bid price of the common stock for the business day
immediately preceding the date of receipt by the Company of Notice of conversion
or (b) 80% of the average of the closing bid price of the common stock for the 5
business days of trading immediately preceding the date of conversion as
reported on the NASDAQ Bulletin Board.
SERVICE SYSTEMS INTERNATIONAL, LTD.
Date: October 21, 1997 By: /s/ Kenneth Fielding
Kenneth Fielding, President
Service Systems International, Ltd.
(Registrant)
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November 3, 1997
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC 20549
Re: Service Systems International, Ltd.
Dear Sir/Madam:
Pursuant to the request of the above named company, we affirm that:
(1) We have read the Company's response to Item 4 of Form 8-K dated
October 6, 1997.
(2) We agree with the response.
Sincerely,
Winter, Scheifley & Associates, P.C.
