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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
Date of Report (Date of Earliest Event Reported): February 8, 2000
C ME RUN CORP.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
0-25359 65-0877745
(Commission File Number) (IRS Employer Identification Number)
ONE CABOT ROAD
HUDSON, MASSACHUSETTS 01749
(Address of principal executive offices and zip code)
(978) 567-6800
(Registrant's telephone number, including area code)
C ME RUN CORP.
1740 MASSACHUSETTS BOULEVARD
BOXBOROUGH, MASSACHUSETTS 01719
(Former name and address)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Dorra Shaw & Dugan Certified Public Accountants ("DS&D") were
previously the principal accountants to audit the financial statements of C
Me Run Corp. (the "Company"). On February 8, 2000, that firm's appointment as
principal independent auditors was terminated. The firm of Deloitte & Touche
LLP was engaged on April 21, 2000 as principal independent auditors. The
decision to change auditors was recommended by the Company's Board of
Directors.
In connection with the audits of the Company's financial statements
as of September 30, 1999 and for the period December 1, 1998 (date of
inception) to September 30, 1999, and with respect to the subsequent period
through the date of termination, there were no disagreements with DS&D on any
matter of accounting principles or practices, financial statements
disclosure, or auditing scope or procedures, which disagreements, if not
resolved to their satisfaction, would have caused them to make reference in
connection with their opinion to the subject matter of the disagreement.
DS&D's reports on the consolidated financial statements of the
Company as of September 30, 1999 and for the period December 1, 1998 (date of
inception) to September 30, 1999 did not contain any adverse opinion or
disclaimer of opinion, nor were they qualified as to audit scope or
accounting principles, however, such report did include an explanatory
paragraph referring to the Company's ability to continue as a going concern.
The Company delivered a copy of this Report on Form 8-K to DS&D on
April 28, 2000 and requested DS&D to furnish it with a letter addressed to the
Securities and Exchange Commission stating whether or not it agrees with the
statements made by the Company in response to this Item 4 and, if not, stating
the respects in which it does not agree. A copy of the response letter of DS&D
is attached hereto as Exhibit 16.
As noted above, the Company engaged Deloitte & Touche LLP as its new
independent accountants on April 21, 2000. From the date of the Company's
inception (December 1, 1998) through April 20, 2000, the Company has not
consulted with Deloitte & Touche LLP concerning the Company's financial
statements, including the application of accounting principles to a specified
transaction (proposed or completed) or the type of audit opinion that might
be rendered on the Company's financial statements or any matter that was
either the subject of a "disagreement" or "reportable event" (as such terms
are defined in Item 304 of Regulation S-K) with the previous independent
accountants.
Since the date of the Company's inception (December 1, 1998), no
"reportable events" (as described in Item 304 (a)(1)(v) of Regulation S-K)
have occurred.
ITEM 5. OTHER EVENTS
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On April 19, 2000, the Board of Directors of the Company, pursuant
to the Company's by-laws, increased the number of directors of the Company
from five to six and appointed Mr. Richard Hronicek to fill the newly-created
vacancy on the Board of Directors.
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Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS
(c) The following exhibit is filed with this Current Report on Form
8-K.
EXHIBIT No. DESCRIPTION
16 Letter Regarding Change in Certifying Accountants
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
C ME RUN CORP.
By: /s/ David Myers
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Name: David Myers
Title: President
Date: April 28, 2000
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Exhibit 16
April 28, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 of the Form 8-K dated April 28, 2000 of C Me Run Corp. and
are in agreement with the statements contained therein.
Very truly yours,
/s/ Ariel J. Dorra
Dorra Shaw & Dugan
Certified Public Accountants
