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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
(Amendment No. 1)
Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
Date of Report (Date of Earliest Event Reported): March 8, 2000
GENIUS PRODUCTS, INC.
(Exact Name of Registrant as Specified in its Charter)
Commission File No. 0-27915
NEVADA 88-0363979
(State or Other Jurisdiction (IRS Employer Identification No.)
of Incorporation)
11250 EL CAMINO REAL #100
SAN DIEGO, CALIFORNIA 92130
(Address of Principal Executive Offices)
(858) 793-8840
(Registrant's Telephone No.)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
The registrant has dismissed its former principal accountants, Kelly &
Company of Newport Beach, California and engaged Cacciamatta Accountancy
Corporation of Irvine, California, as its principal accountants. The engagement
was made effective as of March 8, 2000. This dismissal and engagement of the
registrant's principal accountant has been approved by the board of directors of
the registrant.
During the fiscal years of 1997 and 1998 of the registrant, there were
no disagreements with the former accountants 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 accountants would have caused them to make reference in connection with
their report to the subject matter of the disagreements.
The reports of the former principal accountants on the financial
statements of the registrant for either of the past two years contained no
adverse opinion or disclaimer of opinion, nor was either qualified or modified
as to uncertainty, audit scope, or accounting principles.
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.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
EXHIBIT NO. 16.1 Letter Regarding Change in Certifying Accountant
Dated: March 28, 2000 GENIUS PRODUCTS, INC.
By: /s/ Klaus Moeller
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Name: Klaus Moeller,
Title: Chief Executive Officer and Sole Director
KELLY & COMPANY
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Certified Public Accountants
Member of American Institute of Certified Public Accountants Since 1974
SEC Practice Section
Tax Practice Section
March 21, 2000
Securities and Exchange Commission
1150 Fifth Street, NW
Washington D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated March 17, 2000 of Genius Products, Inc.
and are in agreement with the statements contained therein, except as to the
characterization of the replacement of Kelly & Company's as principal
accountants as a dismissal. In a letter to Genius Products, inc. dated January
28, 2000, Kelly & Company resigned as the registrant's principal accountants.
Very truly yours,
/s/ Kelly & Company
Kelly & Company
3931 MacArthur Boulevard o Suite 205 0 Newport Beach, CA 92660
(949) 474-7440 o (800) 526-0869 o FAX (949) 474-7554
