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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): February 21, 2000
COMC, INC.
(Exact Name of Registrant as Specified in its Charter)
Illinois 36-3021754
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification Number)
400 N. Glenoaks Boulevard, Burbank, California 91502
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (818) 556-3333
(Former Name or Former Address if Changed Since Last Report)
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Item 4. Change in Registrant's Certifying Accountant.
(a) Effective February 2, 2000, the Board of Directors of COMC, Inc. ("COMC")
decided to dismiss Hollander, Lumer & Co. LLP ("Hollander") as its independent
public accountants.
COMC believes, and has been advised by Hollander that it concurs, that for
the two fiscal years ended December 31, 1998, and the subsequent interim period
through February 2, 2000, COMC and Hollander did not have any disagreement on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreement, if not resolved
to the satisfaction of Hollander, would have caused it to make reference in
connection with its report on COMC's financial statements to the subject matter
of the disagreement.
The report of Hollander on COMC's financial statements for the years ending
December 31, 1997 and December 31, 1998 did not contain an adverse opinion or
disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope or accounting principles. During that period, there were no
"reportable events" within the meaning of Item 304(a)(1)(v) of Regulation S-K
promulgated under the Securities Act of 1933.
COMC has requested that Hollander furnish a letter addressed to the
Securities and Exchange Commission stating whether Hollander agrees with the
above statements. A copy of that letter is attached as Exhibit 1 to this Form
8-K.
(b) On February 2, 2000, COMC engaged Deloitte & Touche LLP ("Deloitte") to
replace Hollander as COMC's independent public accountants. On February 15,
2000, Deloitte resigned as independent auditors because it determined that,
prior to its engagement as auditors, it had performed certain valuation services
that could impact its independence. During the period of Deloitte's engagement,
COMC and Deloitte did not have any disagreement on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope of
procedure, which disagreement, if not resolved to the satisfaction of Deloitte,
would have caused it to make preference in connection with its report on COMC's
financial statements to the subject matter of the disagreement. Deloitte did not
issue any reports on the financial statements of COMC.
COMC has requested that Deloitte furnish a letter addressed to the
Securities and Exchange Commission stating whether Deloitte agrees with the
statements in the preceding paragraph. A copy of that letter is attached as an
Exhibit 2 to this Form 8-K.
(c) COMC is currently in the process of receiving and reviewing engagement
proposals from other nationally recognized independent accounting firms. COMC
will file a Form 8-K notifying the Commission immediately upon engagement of its
new independent auditors.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, COMC has
duly caused this statement to be signed on its behalf by the undersigned,
thereto duly authorized.
Date: February 21, 2000 COMC, INC.
By: __________________________
John Ackerman, Chairman
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Exhibit 1
[LETTERHEAD OF HOLLANDER, LUMER & CO. LLP]
February 23, 2000
Office of the Chief Accountant
Division of Corporation Finance
Securities and Exchange Commmission
450 - 5th Street, N.W.
Washington, DC 20549
Dear Sir or Madam:
We have reviewed a draft of the Form 8-K, Item 4 of COMC, Inc. ("COMC") dated
February 2, 2000 concerning the dismissal of Hollander, Lumer & Co, LLP
("Hollander") as it independent public accountants. Hollander agrees with the
statement as set forth in paragraphs (a)2 and (a)3, that as of the date of its
last auditor's opinion and the subsequent interim period through February 2,
2000 it had no disagreement on any matter of accounting principles or auditing
scope or procedures, which disagreement, if not resolved to the satisfaction of
Hollander, would have caused it to make reference in connection with its report
on COMC's financial statements to the subject matter of the disagreement.
Sincerely yours,
Hollander, Lumer & Co. LLP
cc: Mr. John Ackerman, Chairman of the Board, COMC
Mr. Christopher Smith, Chief Financial Officer, COMC
COMC8K2A
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Exhibit 2
[LETTERHEAD OF DELOITTE & TOUCHE]
February 21, 2000
Securities and Exchange Commission
Mail Stop 11-3
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in Item 4(b) of Form 8-K of COMC, Inc.
dated February 21, 2000.
Yours truly,
/s/ Deloitte & Touche LLP
