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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
July 14, 2000
Date of Report (Date of Earliest Event Reported)
PTN Media, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 0-24835 38-3399098
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation or
organization)
455 East Eisenhower Parkway
Suite 15
Ann Arbor, Michigan 48108
(Address of principal executive offices)
Registrant's telephone number, including area code: (734) 327-0579
with copies to:
Hank Gracin, Esq.
Lehman & Eilen, LLP
50 Charles Lindbergh Boulevard
Suite 505
Tel: 516-222-0888
Fax: 516-222-0948
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) By letter dated July 10, 2000, PTN Media, Inc. (the "Company") terminated
Lazar, Levine & Felix, LLP as independent certified accountants for the Company.
The decision to change accountants was recommended by the Company's Board of
Directors.
The Company's former independent certified accountants' (Lazar, Levine &
Felix, LLP) annual report covering the two fiscal years ended December 31, 1999
and 1998 did not include an adverse opinion or disclaimer of opinion, and was
not modified as to audit scope or accounting principles but was modified for a
going concern uncertainty. In connection with the audits of the two most recent
fiscal years and during any subsequent interim periods preceding such
termination, there has not developed any disagreement between such former
independent certified accountants and management of the Company or other
reportable events which have not been resolved to the Company's former
independent certified accountants' satisfaction. Lazar, Levine & Felix, LLP had
been the Company's independent certified accountants since approximately July
1998.
(b) As of July 11, 2000, the Company engaged Merdinger, Fruchter, Rosen &
Corso, P.C. as the Company's independent auditors to replace Lazar, Levine &
Felix, LLP.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
16.1 Letter RE Change in Certifying Accountant of Lazar, Levine & Felix, LLP,
dated July 14, 2000.
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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 authorized.
PTN MEDIA, INC.
Dated: July 14, 2000 By: /s/ Peter Klamka
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Peter Klamka
Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
16.1 Letter re Change in Certifying Accountant of Lazar, Levine &
Felix, LLP, dated July 14, 2000.
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July 14, 2000
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sir or Madam:
We have read Item 4(a) of Form 8-K of PTN Media, Inc. and agree with the
statements contained therein.
Yours truly yours,
/s/ LAZAR, LEVINE & FELIX, LLP
