HOUSEHOLD DIRECT COM INC
8-K/A, 2000-10-17
NON-OPERATING ESTABLISHMENTS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                  --------------------------------------------

                                    FORM 8-K/A
                                 CURRENT REPORT

                                   (Mark One)

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  --------------------------------------------


      Date of Report (Date of earliest event reported): September 22, 2000


                           Household Direct.com, Inc.
                 (Name of Small Business Issuer in its charter)

          Delaware                                              51-0388634
          --------                                              ----------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                            Identification Number)

                           HOUSEHOLD DIRECT.com, INC.

                              900 MAIN STREET SOUTH
                          SOUTHBURY, CONNECTICUT 06488

                    (Address of Principal Executive Offices)

                                 (203) 267-1400
                 (Issuer's Telephone Number Including Area Code)


===============================================================================
<PAGE>
ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

On September 11, 2000,  the Company was notified that Wallace  Sanders & Company
had merged with McGladrey & Pullen, LLP and that Wallace Sanders & Company would
no longer be the auditor for the Registrant.  On September 21, 2000, the Company
appointed the  accounting  firm of Bloom & Company  ("Bloom & Company"),  as the
Company's new outside  auditors,  subject to  shareholder  ratification  of such
appointment  on the Company's  next annual  meeting or, if called prior thereto,
special  shareholders'  meeting.  Due to the Company's  increased  financing and
development activities, as well as the Company's expected future operations, the
Board had determined that the Company's  requirements  would be better served by
auditors who are situated in close proximity to the Company's  management office
and, based on a review of several accounting firms, we selected Bloom & Company,
which has public company and auditing experience.

The auditors'  report from Wallace Sanders & Company for the  Registrant's  past
two fiscal years were unqualified  however the opinions contained an explanatory
paragraph expressing  uncertainty regarding the continuation of the Company as a
going concern.

During the Registrant's two most recent fiscal years and the subsequent  interim
period  preceding  the change,  there have been no  disagreements  with  Wallace
Sanders & Company on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure.

Prior to engaging Bloom & Company,  the Company consulted with Bloom and Company
as to its  qualifications,  experiences  and  ability  to  audit  the  Company's
financial  statements.  The Company and Bloom & Company did not have substantive
discussions  regarding the  application of accounting  principles to a specified
transaction,  either  complete or  proposed,  or the type of audit  opinion that
might be  rendered on the  registrant's  financial  statements  and there are no
reports  nor written or oral advice  provided  by the new  accountants'  used in
deciding to retain Bloom & Company.  Further, as noted, there was no matter that
was  the  subject  of a  disagreement  as  described  in Item  304(a)(1)(iv)  of
Regulation S-K, promulgated by the Securities and Exchange Commission.

Bloom & Company is expected to audit the  Company's  financial  statements as of
and for the period ended December 31, 2000. The Registrant has requested Wallace
Sanders &  Company  to  furnish a letter  addressed  to the  Commission  stating
whether it agrees with the statements made in this Item. Such letter is included
in an exhibit to this Form 8K. The Company requested that Bloom & Company review
this  filing and  indicated  the  Company  would  file any  letter  with the SEC
submitted  by  Bloom  &  Company  that  contained  any  new   information,   any
clarification of the Company's  expression of its views herein,  or with respect
to which Bloom & Company does not agree with the statements  made by the Company
herein in  response  to Item 304(a) of  regulation  of S-K.  Bloom & Company has
advised the Company that it has  reviewed  this filing and has no basis on which
to submit a letter  addressed  to the SEC in response to Item 304 of  Regulation
S-K.
<PAGE>

SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the  undersigned,  thereunto  duly  authorized,  in the City of
Southbury, State of Connecticut, on September 22, 2000.

BY:/s/__________________________


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