SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of earliest event reported: October 8, 1997
AMERICAN CHAMPION ENTERTAINMENT, INC.
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(Exact name of registrant as specified in it charter)
Delaware 0-22833 94-3261987
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(State of incorporation) (Commission (I.R.S. Employer
File Number) Identification Number)
26203 Production Avenue, Suite 5, Hayward, California 94545
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(Address of principal executive offices)
Registrant's telephone number, including area code: (510) 782-8168
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Exhibit Index at Page 4
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This Form 8-K/A-1 amends Items 4 and 7 of the Registrant's Current Report on
Form 8-K as filed on October 14, 1997.
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Effective October 8, 1997, the Board of Directors (the "Board") of
American Champion Entertainment, Inc. (the "Registrant"), dismissed
Moore Stephens, P.C. ("Moore Stephens"), and such firm will no
longer be acting as the Registrant's principal accountant.
Moore Stephens' report on the Registrant's financial statements
dated February 5, 1997, the date of the Registrant's incorporation,
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. Moore Stephens' report on the financial
statements for the past two years relating to America's Best Karate,
predecessor to the Registrant ("ABK"), dated January 31, 1997, did
not contain an adverse opinion or a disclaimer of opinion and was
not qualified or modified as to audit scope or accounting
principles; however, such report did include a modification of the
auditors' standard report, noting that certain factors raised
substantial doubt about ABK's ability to continue as a going
concern. During Registrant's and its predecessor's two most recent
fiscal years and the interim period through October 8, 1997, there
were no disagreements between Registrant or its predecessor and
Moore Stephens on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures,
which, if not resolved to the satisfaction of Moore Stephens, would
have caused it to make reference to the subject matter of the
disagreements in connection with its report.
Effective October 8, 1997, Registrant engaged Moss-Adams LLP
as its principal accountant. Such engagement was approved by the
Registrant's Board of Directors. During Registrant's two most
recent fiscal years and any subsequent interim period through
October 8, 1997, Registrant did not consult Moss-Adams LLP
regarding the application of accounting principals to a specified
transaction, the type of audit opinion that might be rendered on
Registrant's financial statements or any matter that was the
subject of disagreement or a reportable event.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
The following exhibit is filed as part of this report:
(c) EXHIBITS.
16.1 Letter, dated October 17, 1997, re Change in
Certifying Accountant.
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Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
AMERICAN CHAMPION ENTERTAINMENT, INC.
Date: October 17, 1997 By: /s/ Anthony K. Chan
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Anthony K. Chan
Chief Executive Officer
and President
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Exhibit Index
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No. Exhibit Page
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16.1 Letter, dated October 17, 1997, re Change 5
in Certifying Accountant by Moore Stephens, P.C.
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EXHIBIT 16.1
MOORE STEPHENS, P.C.
340 North Avenue East, Suite 6
Granford, N.J. 07016-2496
October 17, 1997
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have read and agree with the comments in Item 4 of Form 8-K/A-1 of
American Champion Entertainment, Inc., dated October 17, 1997.
Yours truly,
/s/ Moore Stephens, P.C.
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