CANCER TREATMENT HOLDINGS INC
8-K/A, 1999-08-03
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                   FORM 8-K/A

                                 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 15, 1999

                         Cancer Treatment Holdings, Inc.
                         -------------------------------
               (Exact Name of Registrant as Specified in Charter)

Nevada                          1-11062                     87-0410907
- ------                          -------                     ----------
(State or Other Jurisdiction    (Commission              (IRS Employer
of Incorporation)               File Number)       Identification No.)

c/o Carol B. O'Donnell, Esq., 540 Joan Drive, Fairfield, CT  06430-2207
- -----------------------------------------------------------  ----------
(Address of principal executive offices; zip code)

Registrant's telephone number, including area code (212) 221-1340


- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

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Item 4.  Changes in Registrant's Certifying Accountant.

         (a)(i) PricewaterhouseCoopers LLP was dismissed by the Registrant as
the Registrant's principal independent accountant effective July 15, 1999.

         (ii) The principal accountant's report on the financial statements for
either of the past two years did not contain an adverse opinion or disclaimer of
opinion, nor was either modified as to uncertainty, audit scope, or accounting
principles.

         (iii) The decision to change accountants was approved by the Board of
Directors of the Registrant.

         (iv) During the registrant's two most recent fiscal years and any
subsequent interim periods through the date of the principal accountant's
termination on July 15, 1999, there were no disagreements with the former
accountant on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which, if not resolved to
the former accountant's satisfaction, would have caused it to make reference to
the subject matter of the disagreement(s) in connection with its report.

         (2) DFSH, CPA, P.C. has been engaged as the principal accountant to
audit the Registrant's financial statements effective as of July 15, 1999.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

         (a-b)  None.

         (c)  Exhibits.

         Index of Exhibits:

         (16)  Letter on Change in Certifying Accountant


                                   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.

                                   CANCER TREATMENT HOLDINGS, INC.

Date: July 30, 1999                By:  /s/ Ullrich Klamm, Ph.D.
                                        -------------------------------
                                        Ullrich Klamm, Ph.D.,
                                        President and CEO

                                       2



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July 19, 1999


Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549


Commissioners:

We have read the statements made by Cancer Treatment Holdings, Inc. (copy
attached), which we understand will be filed with the Commission, pursuant to
Item 4 of Form 8-K, as part of the Company's Form 8-KSB report dated July 15,
1999. We agree with the statements concerning our Firm in such Form 8-KSB.

Very truly yours,

/s/ PricewaterhouseCoopers LLP
- ------------------------------

PricewaterhouseCoopers LLP



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