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 event reported): October 28, 1999.
J-BIRD MUSIC GROUP LTD
(Exact name of registrant as specified in its charter)
Commission File Number: 0-23015
PENNSYLVANIA 06-1411727
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
396 Danbury Road
Wilton, Connecticut 06897
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number: (203) 761-9393
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed
since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
The independent auditors of J-Bird Music Group, Ltd. (the
"Company") for 1998 was Schnitzer & Kondub, P.C. ("Schnitzer &
Kondub"). On October 28, 1999, the Company replaced Schnitzer &
Kondub with the accounting firm of Caracansi Ramey & Associates,
LLC ("Caracansi Ramey & Assoc.") to audit the Company's 1999
financial statements. This change was approved by the Board of
Directors of the Company. The Company has been advised that
neither Caracansi Ramey & Assoc. nor any of its members or
associates have any relationship with the Company or any of its
affiliates, except in the firm's proposed capacity as the
Company's independent auditors.
The reason for the change in independent auditors to
Caracansi Ramey & Assoc. is due to a mutual agreement between the
Company and Schnitzer & Kondub to terminate the engagement based
upon Schnitzer & Kondub's desire to focus its practice on non
public companies.
During the fiscal year ended December 31, 1998, the
financial statements of the Company did not contain any adverse
opinion or disclaimer of opinion from the Company's former
independent auditors, and were not modified as to uncertainty,
audit scope, or accounting principles, except for a qualification
regarding going concern uncertainty. During this period, there
were no disagreements with the former independent auditors on any
matter of accounting principles, financial statement disclosure,
or auditing scope or procedure which, if not resolved to the
former independent auditor's satisfaction, would have caused it
to make reference to the subject matter of the disagreement in
connection with its audit report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements: None.
(b) Pro Forma Financial Information: None.
(c) Exhibits
Included in this report as Exhibit No. 1 (Item 601(a)(16) of
Regulation S-B) is the letter of Schnitzer & Kondub, P.C., dated
November 8, 1999, required by Item 304(a)(3) of Regulation S-B.
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SIGNATURES
Pursuant to the requirements 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 hereunto duly
authorized.
J-BIRD MUSIC GROUP LTD.
DATED: November 8, 1999 By: /s/
John J. Barbieri, President
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Exhibit No. 1
J-BIRD MUSIC GROUP LTD
Form 8-K
File No.
November 8, 1999
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by J-Bird Music Group, Ltd.
(the "Company") which were filed
with the Commission, pursuant to item 4 of Form 8-K, as part
of the Company's Form 8-K report
filed November 15, 1999. We agree with the statements
concerning our Firm in such Form 8-K.
Very truly yours,
Schnitzer & Kondub P.C.
