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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
July 7, 1998
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Date of report (Date of earliest event reported)
NEVADA MANHATTAN MINING INCORPORATED
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(Exact Name of Registrant as Specified in Its Charter)
NEVADA
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(State or Other Jurisdiction of Incorporation)
001-12867 88-0219765
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(Commission File Number) (IRS Employer Identification No.)
5038 N. PARKWAY CALABASAS, SUITE #100, CALABASAS, CA 91302
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(Address of Principal Executive Offices) (Zip Code)
(818) 591-4400
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(Issuer's Telephone Number, Including Area Code)
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Item 4. Changes in Certifying Accountants
On July 7, 1998, Nevada Manhattan Mining Incorporated (the "Company")
dismissed Jackson & Rhodes P.C., the Company's independent auditors. In
connection with its audits of the Company's financial statements for the
Company's most recent fiscal years, there were no disagreements with Jackson &
Rhodes P.C. on any matters of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures which, if not resolved to
the satisfaction of Jackson & Rhodes P.C., would have caused Jackson & Rhodes
P.C. to make reference to the matter in their report. Jackson & Rhodes' report
on the Company's financial statements for each period for which Jackson & Rhodes
performed an audit of the Company's financial statements contained no adverse or
disclaimer of opinion and was not modified or qualified as to uncertainty, audit
scope, or accounting principles. The decision to change accountants was approved
by the board of directors of the Company.
On July 7, 1998, the board of directors appointed Merdinger, Fruchter,
Rosen & Corso, P.C. to serve as the Company's independent auditors for the
fiscal year ended May 31, 1998.
Item 7. Financial Statements and Exhibits
(c)
Exhibit Number
16.1 Letter Regarding Change in Certifying Accountants
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NEVADA MANHATTAN MINING, INCORPORATED
(Registrant)
Date: July 10, 1998 BY: /s/ Jeffrey S. Kramer
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JEFFREY S. KRAMER
CHIEF FINANCIAL OFFICER
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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16.1 Letter Regarding Change in Certifying Accountant
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(JACKSON & RHODES LETTERHEAD)
July 7, 1998
Mr. Jeff Kramer
Nevada Manhattan Mining Incorporated
5038 N. Parkway Calabasas Suite 100
Calabasas, CA 91302
Dear Mr. Kramer:
This is to confirm that the client-auditor relationship between Nevada
Manhattan Mining Incorporated (Commission File No. 001-12867) and Jackson &
Rhodes P.C. has ceased. There were no disagreements on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreement, if not resolved to our satisfaction, would have
caused us to make reference to the subject matter of the disagreement in
connection with our report.
Sincerely,
/s/ Jackson & Rhodes P.C.
Jackson & Rhodes P.C.
cc: Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street N.W.
Washington, D.C. 20549
