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 18, 1999
CAPITAL MEDIA GROUP LIMITED
(Exact name of registrant as specified in its charter)
NEVADA 0-21051 87-0453100
(State or other (Commission File (I.R.S. Employer
jurisdiction Number) Identification
of incorporation) No.)
2 RUE DU NOUVEAU BERCY
94220, CHARENTON, FRANCE
(Address of principal executive offices)
Registrant's telephone number, including area code: 011-33-1-43-53-6999
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
The Company has been advised that Deloitte & Touche ("Deloitte &
Touche"), which has served as the Company's independent auditors since 1995,
have resigned as the Company's auditors, effective on February 18, 1999.
In connection with the audits of the Company's financial statements for
each of the two fiscal years ended December 31, 1997 and 1996, and in the
subsequent interim periods preceding Deloitte & Touche's resignation, there were
no disagreements on any matters of accounting principles or practices, financial
statement disclosure or auditing scope or procedures which, if not resolved to
their satisfaction, would have caused them to make reference to the subject
matter of the disagreement(s) in connection with their report. Deloitte and
Touche's audit reports for 1997 and 1996 contained a going concern qualification
and a qualification as to the outcome of certain litigation against the Company.
During the most recent fiscal years and any subsequent interim periods,
there has been no reportable event as defined in Regulation S-B 304(a)(1)(B).
The Company has requested a letter from Deloitte & Touche addressed to
the Securities and Exchange Commission stating that Deloitte & Touche agrees
with the statements as set forth above. A copy of that letter, dated February
24, 1999, is attached as Exhibit 16 to this Form 8-K.
ITEM 7. EXHIBIT
(16) Letter from Deloitte & Touche addressed to the Securities and Exchange
Commission, dated February 24, 1999.
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<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.
CAPITAL MEDIA GROUP LIMITED
By: /s/ GILLES ASSOULINE
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Gilles Assouline
Chairman and Chief Executive Officer
Date: February 24, 1999
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<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
- ------- ------------
(16) Letter from Deloitte & Touche addressed to the Securities and
Exchange Commission, dated February 24, 1999.
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EXHIBIT 16
Securities and Exchange Commission
Mail Stop 9-5 Direct line: (0171) 303-3783
450 5th Street, N.W. Direct fax: (0171) 303-4784
Washington, D.C. 20549
USA
24 February 1999
Dear Sirs
We have read and agree with the comments in Item 4 of Form 8-K of Capital Media
Group Limited dated 24 February 1999, with the exception of the phrases "and in
the subsequent interim periods preceding Deloitte & Touche's resignation" in
paragraph 2 and "During the most recent fiscal years and any subsequent interim
periods, there has been a modification as defined in Regulation
S-B 304 (a)(1)(B)" in paragraph 3. In respect of these phrases alone, we have
no basis for agreeing or disagreeing with the phrases.
Yours faithfully
/s/ Deloitte & Touche
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Deloitte & Touche
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