<PAGE>
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) November 21, 1997
-----------------
VIRTUAL TELECOM, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-22351 98-0162893
- ------------------------------- ----------- ------------------
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
12, Av. des Morgines, 1213 Petit-Lancy / Geneva, Switzerland
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant s Telephone number, including area code 41-22-879-0879
--------------
N/A
- -------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On November 21, 1997, the appointment of Raimondo, Pettit & Glassman as
independent auditors for the Registrant was terminated by the Registrant and
Arthur Anderson SA was engaged as independent auditors. The decision to
change independent auditors will be submitted to the Board of Directors of
the Registrant for their ratification and approval. During the fiscal year
ended December 31, 1996 and the subsequent interim period through September
30, 1997 there were no disagreements between the Registrant and Raimondo,
Pettit & Glassman on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures which
disagreements if not resolved to the satisfaction of Raimondo, Pettit &
Glassman would have caused them to make reference to the subject matter of
the disagreement in connection with their reports.
The audit reports of Raimondo, Pettit & Glassman on the Registrant's
financial statements as of and for the year ended December 31, 1996 did not
contain an adverse opinion or a disclaimer of opinion, nor were they
qualified or modified as to audit scope, or accounting principles.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
a. Exhibit I - Copy of letter from Raimondo, Pettit & Glassman regarding
change of independent public accountants.
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.
Virtual Telecom, Inc.
Dated: November 24, 1997 /s/ NEIL GIBBONS
---------------------------
Neil Gibbons, President
<PAGE>
RAIMONDO, PETTIT & GLASSMAN
A PARTNERSHIP INCLUDING PROFESSIONAL CORPORATION
ACCOUNTANTS AND CONSULTANTS
UNION BANK TOWER, SUITE 1250
21515 HAWTHORNE BOULEVARD
TORRANCE, CALIFORNIA 90503
TELEPHONE (310) 540-5990
FAX (310) 543-3066
November 24, 1997
Securities and Exchange Commission
450 5th Street N.W.
Washington, DC 20549
Gentlemen:
We have been furnished with a copy of the response to Item 4 on Form 8-K for the
change in accountants that occurred on November 21, 1997, which will be filed by
our former client, Virtual Telecom, Inc. We agree with the statements made in
response to that Item insofar as they relate to our firm.
Very truly yours,
/s/ RAIMONDO, PETTIT & GLASSMAN
-----------------------------------
Raimondo, Pettit & Glassman
