NORTH AMERICAN INTEGRATED MARKETING INC
8-K/A, 1996-05-16
DIRECT MAIL ADVERTISING SERVICES
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                          FORM 8-K/A-AMENDMENT NO. 3

                                CURRENT REPORT
                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934


                ______________________________________________

                              Date:  May 7, 1996

                  NORTH AMERICAN INTERGRATED MARKETING, INC.
            (Exact name of registrant as specified in its charter)


                                   Delaware
                (State or other jurisdiction of incorporation)

       33-27603                                         22-2942013
(Commission File No.)                          (IRS Employer Identification No.)


                              999 McBride Avenue
                                  Suite 200A
                        West Paterson, New Jersey 07424
                   (Address of principal executive offices)
                                  (Zip Code)

                                (201) 890-7330
             (Registrant's telephone number, including area code)
<PAGE>
 
Item 4.   Changes in Registrant's Certifying Accountants.
- ------

          (a) Effective as of March 27, 1996, Registrant retained the services
          of Thompson Dugan, PC as Registrant's certifying accountants for the
          performance of accounting and financial reporting services. Thompson
          Dugan, PC replaces Wengryn, Hughan & Co., Inc. ("Wengryn, Hughan"),
          the accountants that served as the principal independant accountants
          for purposes of auditing Registrant's financial statements and
          preparing financial reports during 1994. Wengryn, Hughan resigned as
          Registrant's principal independent accountants effective November 15,
          1995. Registrant's decision to change accounting firms was a result of
          Wengryn, Hughan's decision not to perform any further SEC audit
          engagements.

          (b) The reports of Registrant's principal independent accountants on
          Registrant's financial statements for the past two fiscal years
          contain no adverse opinion or disclaimer of opinion and were not
          qualified as to uncertainty, audit scope or accounting principals.
          Ferraro Krebs & McMurtry, P.C. was the principal independent
          accountant on Registrant's financial statements for the year ended
          December 31, 1993. Wengryn, Hughan was the principal independent
          accountant on Registrant's financial statements for the year ended
          December 31, 1994.

          (c) In connection with Wengryn, Hughan's audit for the year ended
          December 31, 1994 and for the subsequent interim period preceding its
          resignation on November 15, 1995, and with Ferraro Krebs & McMurtry's
          audit for the year ended December 31, 1993, there have been no
          disagreements with either of these two prior principal accounting
          firms on any matter of accounting principals or practices, financial
          statement disclosure, auditing scope or procedure, which disagreements
          if not resolved to the satisfaction of Wengryn, Hughan or Ferraro
          Krebs & McMurtry, would have caused them to make reference thereto in
          their respective reports on the Registrant's financial statements for
          such years.

          (d) Attached as Exhibit 16 to this Report is a copy of the letter from
          Wengryn, Hughan concurring with the statements in paragraphs (a)-(c),
          above.

                                      -2-

<PAGE>
 
                                  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 thereunto duly authorized.

                                        NORTH AMERICAN INTEGRATED
                                        MARKETING, INC.
                                        (REGISTRANT)


                                        s/Robert W. Paltrow
                                        --------------------------
                                        (signature)
                                        Name:  Robert W. Paltrow
                                        Title: Secretary/Treasurer
                                        
                                      -3-

<PAGE>
 
                                                                      Exhibit 16
           [LETTERHEAD OF WENGRYN, HUGHAN & CO., INC. APPEARS HERE]







May 6, 1996

Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549

Dear Gentlemen:

We have read Item 4 of Form 8-K dated March 29, 1996, April 18, 1996 and May 7, 
1996 of North American Integrated Marketing, Inc. and are in agreement with the 
statements contained in the (a), (b), and (c) paragraphs.


Very truly yours,

/s/ Wengryn, Hughan & Co., Inc.
Wengryn, Hughan & Co., Inc.
Certified Public Accountants


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