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UNITED STATES
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 earliest event reported):
July 1, 1999
NURESCELL INC.
(Exact name of registrant as specified in its charter)
Nevada 0-25377 33-0805583
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification
Number)
1400 Bristol Street N., Suite 240, Newport Beach, California 92660
(Address of principal executive offices)
(949) 752-0071
(Registrant's telephone number)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Ronald L. Jamieson, CPA (the "Former Accountant"), was replaced as
independent certified public accountant and independent auditor for Nurescell
Inc. (the "Company") on July 1, 1999. The Company's decision to change
accountants was approved by its Board of Directors.
The Former Accountant reported on the Company's financial statements for
the periods from May 12, 1998 (date of inception) through September 30, 1998,
December 31, 1998 and March 31, 1999. The reports of the Former Accountant on
the financial statements for such periods contained no adverse opinion or
disclaimer of opinion and were not modified as to uncertainty, audit scope or
accounting principles, except that the opinions for the periods ended
December 31, 1998 and March 31, 1999 included an explanatory paragraph stating
that the financial statements had been prepared assuming that the Company would
continue as a going concern and that the Company had incurred operating losses
and had negative operating cash flows that raised substantial doubt about its
ability to continue as a going concern.
During the Company's fiscal year ended March 31, 1999, and through the date
of this report, 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 him to make reference
thereto in his report on the financial statements for such year.
During the fiscal year ended March 31, 1999, and through the date of this
report, the Former Accountant did not advise the Company with respect to any of
the matters described in paragraphs (a) (1)(vi) (B)(1) through (3) of Item 304
of Regulation S-B.
On July 1, 1999, the Company engaged Hollander, Lumer & Co. LLP as its
independent auditors and independent certified public accountant.
The Company has provided the Former Accountant with a copy of the
foregoing disclosures and has requested in writing that the Former Accountant
furnish it with a letter addressed to the Securities and Exchange Commission
stating whether or not he agrees with such disclosures. A copy of such
letter has been filed as an exhibit to this report in accordance with Item
601 of Regulation S-B.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. The following exhibit is filed as part of this report:
16.1 Letter, dated June 30, 1999 from Ronald L. Jamieson, CPA to the
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Securities and Exchange Commission stating that he has reviewed
Item 4 in the Form 8-K and is in agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated: July 1, 1999 NURESCELL INC.
By: /s/ Sharon Nitka
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Sharon Nitka, Chief Financial Officer
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(LETTERHEAD OF RONALD L. JAMIESON, CPA)
June 30, 1999
Securities and Exchange Commission
450 - 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
I have read the statements made by Nurescell Inc. which I understand will be
filed with the Commission, pursuant to Item 4 of Form 8-K, as part of the
Company's Form 8-K dated July 1, 1999. I agree with the statements concerning
my firm in such Form 8-K.
Very truly yours,
/s/ RONALD L. JAMIESON
Ronald L. Jamieson, CPA
Exhibit 16.1
