INTERNATIONAL MERCANTILE CORP
8-K, 1998-07-09
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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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): June 1, 1998



                         INTERNATIONAL MERCANTILE CORPORATION
- -------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          MISSOURI                    0-7693                43-0970243
- -------------------------------------------------------------------------------
 (State or Other Jurisdiction       (Commission            (IRS Employer
      of Incorporation)             File Number)           Identification
                                                               Number)


                   7979 OLD GEORGETOWN ROAD, BETHESDA, M.D. 20814
- -------------------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)


       Registrant's telephone number, including area code: (301) 774-6913


<PAGE>   2
     Item 4. Change in Registrant's Certifying Accountants

     On June 1, 1998, the Board of Directors of the Registrant  appointed the
firm of Thomas P. Monahan, CPA as independent auditor for the fiscal year
ending  December 31, 1997.  The accounting firm of Weinberg & Company, P.A.
served as the  Registrant's independent auditors for the fiscal years ended
December 31, 1993, 1994, 1995 and 1996.

     The  registrant  believes that there were no  disagreements  with The
accounting firm of Weinberg & Company, P.A. within the meaning of Instruction 4
of Item 304 of Regulation S-K on any matters of accounting  principles or
practices, financial statement disclosure, or auditing  scope or  procedures  in
 connection  with audits of the  Company's financial  statements  for the fiscal
years ended  December 31, 1995 and 1996 which  disagreements,  if not resolved
to their satisfaction,  would have caused him to issue an adverse opinion or a
disclaimer of opinion,  or was qualified or modified as to uncertainty,  audit
scope or accounting principles.  No report on the financial statements of the
Registrant for the years ended December 31, 1995 and 1996 (the past two fiscal
years) contained an adverse  opinion or  disclaimer of opinion,  or  was
modified  as  to  uncertainty,  audit  scope,  or  accounting principle.

     During the three most recent  fiscal  years ended and through the  present,
there have been no reportable  events (as defined in Item 304 of Regulation S-K)
with The accounting firm of Weinberg & Company, P.A.

     Item 5. Other Events.

     None

                   ITEM 7.  FINANCIAL REPORTS AND EXHIBITS.

(B) EXHIBITS.

         1.  Letter from Weinberg & Company, P.A. issued pursuant to Reg.
             Section 229.304(a)(3).

<PAGE>   3
                                   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.



                                INTERNATIONAL MERCANTILE CORPORATION
                                          (Registrant)

                                By: /s/MAX APPLE
                                    -----------------
                                    Stan Cipkowski,
                                     President and Principal

   Dated: June 1, 1998

<PAGE>   1
                                                                      EXHIBIT 1

                           WEINBERG & COMPANY, P.A.
                         CERTIFIED PUBLIC ACCOUNTANTS
                               6100 GLADES ROAD
                                   SUITE 314
                           BOCA ROTON, FLORIDA 33434



                                        June 1, 1998



Mr. Max APPLE,
  President
International Mercantile Corporation
7979 Old Georgetown Road
Bethesda, Maryland 20814

Dear Mr. Apple,

     I have  received and reviewed the Form 8-K dated June 1, 1998  reporting
in Item 4 the  events  which  transpired  on  June 1, 1998  relating  to my
firms resignation  as auditors and the  appointment  of Thomas P. Monahan, CPA
as the new auditor for the fiscal year ending December 31, 1997.

     I have reviewed Item 4 of such Form 8-K and have no disagreements  with the
position of the Registrant as stated therein.



                                   Sincerely,

                                   /s/Elliott Weinberg
                                   ---------------------
                                   Weinberg



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