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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) JANUARY 12, 2001
LIL MARC, INC.
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(Exact name of registrant as specified in charter)
NEVADA
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(State or other jurisdiction of incorporation)
0-24431 84-1417774
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(Commission file number) (IRS employer identification no.)
830 THIRD AVENUE, NEW YORK, NEW YORK 10022
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(Address of principal executive offices)
Registrant's telephone number, including area code (212) 829-5800
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(Former name or former address, if changed since last report)
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Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Effective January 12, 2001, the registrant and HJ & Associates, L.L.C.
("HJ"), the independent accounting firm engaged as the principal accountant to
audit the registrant's financial statements, ceased their relationship. Such
decision was dictated by geographical concerns. Registrant's principal executive
offices are located in New York and HJ is located in Utah. The decision was
approved by the Board of Directors of the registrant. HJ's report on the
registrant's financial statements as of December 31, 1999 and for the years
ended December 31, 1999 and 1998 and for the period from inception on April 22,
1997 through December 31, 1999 stated that the absence of operations and limited
capital together raised substantial doubt about the registrant's ability to
continue as a going concern. That report was issued prior to a change in control
of the registrant in May 2000, as a result of which a capital infusion in the
amount of $250,000 was made, registrant has no further interest in its former
business (the development, manufacture, and marketing of the Lil Marc training
urinal), and the registrant's current plan of operation is to merge or effect a
business combination with a domestic or foreign operating entity. HJ's report
did not otherwise contain an adverse opinion or a disclaimer of opinion, and was
not qualified or modified as to uncertainty, audit scope, or accounting
principles. During the registrant's two most recent fiscal years and any
subsequent interim period preceding January 12, 2001, there were no
disagreements with the former accountant on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the satisfaction of the former
accountant, would have caused it to make reference to the subject matter of the
disagreements in connection with its report.
Effective January 12, 2001, the registrant engaged Berenson & Company LLP,
an independent accounting firm, as the principal accountant to audit the
registrant's financial statements. The decision to retain this accounting firm
was approved by the Board of Directors of the registrant.
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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 duly authorized.
LIL MARC, INC.
(Registrant)
Dated: January 17, 2001 By: /s/ BASIL ASCIUTTO
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Basil Asciutto
President
