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)
April 10, 1998
Commission file Number 0-15435
First Entertainment Holding Corp. (formerly known as First
Entertainment, Inc.)
(Exact name of registrant as specified in its charter.)
Nevada 84-0974303
(State or other jurisdiction of (I.R.S. Employer incorporated or
organization) Identification No.)
1999 Broadway, Suite 3135 80202
(Address of principal executive offices (Zip Code)
Registrant's telephone number, including area code:
(303) 382-1235
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Item 1. Changes in Control of Registrant.
Not Applicable
Item 2. Acquisition or Disposition of Assets.
Not Applicable
Item 3. Bankruptcy or Receivership.
Not Applicable
Item 4. Changes in Registrant's Certifying Accountant
On April 6, 1998, the Registrant was informed by its independent
auditors, BDO Seidman, LLP (BDO), of BDO's resignation, effective as of that
date.
The reports on the consolidated financial statements of the Registrant for each
of the two fiscal years in the period ended December 31, 1996 did not contain
any adverse opinion or disclaimer of opinion and were not qualified as to audit
scope or accounting principles. However, the reports of BDO did contain an
explanatory paragraph relative to a going concern uncertainty. There were no
accounting disagreements with BDO that resulted in their resignation.
The Registrant has authorized BDO to respond fully to the inquiries of the
Registrant's successor accountant and has requested that BDO provide the
Registrant with a letter addressed to the SEC, as required by Item 304(a)(3) of
Regulation S-K, which is filed as an exhibit with this report.
Item 5. Other Events
Not Applicable
Item 6. Resignation of Registrant's Directors.
Not Applicable
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
Not Applicable
Item 8. Change in Fiscal Year.
Not Applicable
Item 9. Sales of Equity Securities Pursuant to Regulation S
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.
FIRST ENTERTAINMENT HOLDING CORP.
By:______________________
A.B. Goldberg
President
Dated: April 10, 1998
EXHIBIT A
April 14, 1998
Securities and Exchange Commission
450 5th Street, NW
Washington, D.C. 20549
Gentlemen:
We have been furnished with a copy of the response to Item 4 of Form 8-K for
the
event that occurred on April 6, 1998 to be filed by our former client First
Entertainment, Inc. We agree with the statements made in response to that Item
insofar as they relate to our Firm.
Very Truly Yours,
BDO Seidman, LLP
Denver, Colorado
