SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A-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) October 9, 1998
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News Communications, Inc.
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(Exact name of Registrant as Specified in its Charter)
Nevada 0-18299 13-3346991
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
174-15 Horace Harding Expwy., Fresh Meadows, New York 11365
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (718) 357-3380
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N/A
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(Former Name or Former Address, if Changed Since Last Report)
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Item 4. Changes in Registrant's Certifying Accountants.
(a) On October 9, 1998, PricewaterhouseCoopers LLP, successors to Coopers &
Lybrand L.L.P. ("PwC"), declined to stand for reelection as the independent
accountants of News Communications, Inc. (the "Registrant").
PwC's reports on the financial statements of the registrant for the fiscal
years ended November 30, 1997 and 1996 did not contain any adverse opinion or
disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope, or accounting principles. In connection with the audits for the
fiscal years ended November 30, 1997 and 1996 and through October 9, 1998, there
have been no disagreements with PwC 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 PwC would have caused them
to make reference thereto in their report on the financial statements for such
year. The decision to change accountants was approved by the Audit Committee of
the Registrant's Board of Directors.
In a letter dated June 30, 1997, in connection with the audit of the
financial statements of the Registrant for the year ended November 30, 1996, PwC
reported to management and the Audit Committee of the Registrant's Board of
Directors that the following reportable conditions existed in the Registrant's
internal control structure:
1. A need for the Registrant to implement formal accounting closing
procedures to ensure annual and quarterly financial statements are prepared in a
timely, accurate and consistent manner, reflecting all significant accruals and
estimates necessary for the results of each annual and interim period to provide
meaningful information with respect to the operations of the Registrant.
2. A need for the Registrant to restrict access to accounting records and
information systems to authorized personnel.
The Registrant has taken measures to improve its internal control
structure in response to the above recommendations by PwC and, as a result,
believes that its internal control structure is sufficient.
(b) The Registrant is in the process of selecting new independent
accountants.
The Registrant has requested that PwC furnish it with a letter addressed
to the Securities and Exchange Commission stating whether or not it agrees with
the above statements. A copy of such letter is filed herewith as Exhibit 16.
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
Exhibit No. Description
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16 Letter dated October 20, 1998 from PwC to the
Securities and Exchange Commission regarding change in
certifying accountants.
<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.
NEWS COMMUNICATIONS, INC.
Date: October 23, 1998 By: /s/ Michael Schenkler
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Michael Schenkler
President
<PAGE>
Exhibit 16
PRICEWATERHOUSECOOPERS
PricewaterhouseCoopers LLP
1301 Avenue of the Americas
New York, NY 10019-6013
Telephone (212) 259-1000
Facsimile (212) 259-1301
October 20, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Commissioners:
News Communications, Inc. (Commission File Number 0-18299)
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We have read the statements made by News Communications, Inc. (copy attached),
which we understand have been filed with the Commission, pursuant to Item 4 of
Form 8-K, as part of the Company's report for the month of October 1998. We
agree with the statements concerning our Firm in such Form 8-K.
With respect to management's statement that it has taken measures to improve its
internal control structures, the conditions reported in our letter dated June
30, 1997 were in existence for the fiscal year ended November 30, 1997. We have
no basis to agree or disagree with respect to management's statements regarding
improvements in internal control subsequent to the date of our audit for the
year ended November 30, 1997.
Yours very truly,
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
