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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) - July 1, 1999
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NET COMMAND TECH, INC.
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(Exact name of registrant as specified in its charter.)
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<S> <C> <C>
Delaware 0-17772 55-0672633
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(State or other jurisdiction (Commission File Number) (IRS Employer Number)
of incorporation)
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111 Second Avenue Northeast, 16th Floor, St. Petersburg, Florida 33701
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(Address of principal executive offices.) (Zip code.)
(727) 898-5707
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(Registrant's telephone number, including area code.)
62 Indian Trace, Suite 286, Weston, Florida 33326
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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
On June 30, 1999, our Board of Directors recommended and approved the
replacement of our principal accountants, Strabala, Ramirez & Associates,
effective on June 30, 1999. Also, on June 30, 1999, our Board of Directors
recommended and approved the replacement firm of Ernst & Young LLP as its
independent auditors, effective July 1, 1999. Prior to our appointment of Ernst
& Young LLP, we had not consulted with them on the application of any accounting
principles related to a specific or contemplated transaction, or the type of
audit opinion that might be rendered on our financial statements for the year
ended December 31, 1999.
The audit reports of Strabala, Ramirez & Associates on our financial
statements for the last two years did not contain a qualified, adverse or
disclaimed opinion. The audit report of Strabala, Ramirez & Associates, dated
May 6, 1999, included in our Annual Report on Form 10-KSB for the year ended
December 31, 1998, was modified for an uncertainty surrounding substantial doubt
about our ability to continue as a going concern. That uncertainty was described
in the notes to the financial statements included in our Annual Report.
During the last two years and subsequent interim periods, preceding
this change, there have been no disagreements with Strabala, Ramirez &
Associates on any matter of accounting principles or practices, disclosure, or
auditing scope, which, if not resolved to the satisfaction of Strabala, Ramirez
& Associates, would have caused them to make reference to the subject matter of
such disagreements in connection with issuing their reports. Also, no reportable
events, within the meaning of Item 304(a)(1)(v) of Regulation S-K, has occurred
during the two most recently completed years and subsequent interim periods,
preceding this change.
We have provided Strabala, Ramirez & Associates with these disclosures,
and have requested them to furnish us with a letter, addressed to the
Commission, stating whether or not they agree with our statements. That letter,
dated July 1, 1999, is included in this report, as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) None
(b) None
(c) Exhibits
Exhibit 99 Letter addressed to the Commission from Strabala,
Ramirez & Associates, Inc.
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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.
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/s/ Charles C. Bream President and Chief Executive July 1, 1999
- ------------------------------------------- Officer
Charles C. Bream
/s/ Robert I. Chalnick Vice President and Chief July 1, 1999
- ------------------------------------------- Financial Officer
Robert I. Chalnick
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EXHIBIT 99
July 1, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Net Command Tech, Inc.
(formerly Corsaire, Inc.)
Current Report on Form 8-K, dated July 1, 1999
Ladies and Gentlemen:
We have read Item 4 of the Current Report on Form 8-K of Net Command
Tech, Inc. dated July 1, 1999. Stabala, Ramirez & Associates, Inc. understand
that it is being replaced by Ernst & Young LLP, as the Board of Directors wishes
to utilize a national CPA firm. Strabala, Ramirez & Associates, Inc. further
understands that its replacement was not as a result of performance, nor SEC
investigations, nor any disagreement.
Stabala, Ramirez & Associates, Inc. is in agreement with the first
paragraph contained in Item 4, as well as the first sentences of paragraph three
and paragraph four. We have no basis to agree or disagree with any other
statements of Net Command Tech, Inc. contained in the Current Report.
/s/ Manuel J. Ramirez, CPA
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Strabala, Ramirez & Associates, Inc.
President and CEO
Irvine, California
July 1, 1999
