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) May 19, 1999
--------------------------
New Hilarity Mining Company
-------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Idaho 001-03323 82-0183199
- - ---------------------------- --------------------- -------------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
5102 South Morrill Lane, Spokane, Washington 99223
-------------------------------------------------------------
(Address of principal executive offices, including zip code)
(509) 448-5128
-------------------------------------------------------------
(Registrant's telephone number, including area code)
N/A
-------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
Prior to the fiscal year ending March 31, 1999, the Company did not have a
certifying accountant. In April, 1999, the Company contacted Williams &
Webster, P.S. about acting as auditors for the Company's balance sheet as of
March 31, 1999, and the related statements of operations, stockholders' equity,
and cash flows for the year then ended. Williams & Webster has now accepted the
engagement and will serve as the Company's auditor.
ITEM 5. OTHER EVENTS
1. REINCORPORATION IN NEVADA. On March 15, pursuant to a duly noticed and
valid meeting of the shareholders of New Hilarity Mining Company, the
shareholders voted in favor of reincorporating the Company in the State of
Nevada. The reincorporation was accomplished by merging New Hilarity Mining
Company into its wholly owned subsidiary, New Hilarity, Inc., a Nevada
corporation. Following the merger, the separate existence of New Hilarity
Mining Company ceased. The successor company, New Hilarity, Inc., continues the
business of the Company and all shareholders of New Hilarity Mining Company are
now deemed to hold shares of New Hilarity, Inc. on a share for share basis. The
certificates of New Hilarity Mining Company may be exchanged for certificates of
New Hilarity, Inc. by submitting the old certificates to AST for transfer.
2. CHANGE OF NAME. In conjunction with the reincorporation of the Company in
the State of Nevada, the name of the Corporation was changed to New Hilarity,
Inc.
3. NEW TRANSFER AGENT. Earlier this year, TranSecurities International, Inc.,
the Company's transfer agent and registrar, notified the Company that American
Securities Transfer and Trust, Inc. (AST) was acquiring its business, of Denver,
Colorado. The existing agreement for transfer agent and registrar services
between AST and the Company continues in force following assignment to AST, and
all future stock transfer requests and questions should be directed to AST.
ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS
0 On May 18, 1999, Terrence J. Dunne resigned as President and Director of
the Company effective immediately. Mr. Dunne's resignation was tendered to
allow him to take care of other personal business. Mr. Dunne's letter of
resignation is attached as an exhibit.
Following the resignation of Mr. Dunne, the sole remaining director of the
Company appointed Mr. John R. Coghlan to fill the positions of President and
Director. John R. Coghlan graduated from the University of Montana in 1965 with
a degree in business administration. Mr. Coghlan is a Certified Public
Accountant in Washington State and is a member of the American Institute of
Certified Public Accountants.
Mr. Coghlan was a founder of Labor Ready, Inc., a New York Stock Exchange
listed company. Mr. Coghlan was employed by Labor ready from March 1987 through
December 1996, when he retired. Since his retirement, Mr. Coghlan has worked in
private investments.
ITEM 7. EXHIBITS
EXHIBIT 17 DIRECTOR'S LETTER OF RESIGNATION
<PAGE>
SIGNATURE
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.
NEW HILARITY MINING COMPANY
Date: May 27 1999 By: /s/ JOHN R. COGHLAN
-------------------------
President and Director
EXHIBIT 17
DIRECTOR'S LETTER OF RESIGNATION
TERRENCE J. DUNNE
601 WEST MAIN, SUITE 814
SPOKANE, WASHINGTON 99201
MAY 18, 1999
The Board of Directors
New Hilarity, Inc.
601 West Main, Suite 814
Spokane, Washington 99201
RE: Resignation as President and Director
Dear Board Members:
Please accept this letter as my resignation from the positions of President and
Director of New Hilarity, Inc. effective immediately. I am resigning in order
to allow time for me to take care of other personal business.
Thank you.
Sincerely,
/s/ Terrence J. Dunne
Terrence J. Dunne
