<PAGE>
U.S. 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) January 21, 1998
----------------------------
DEOTEXIS, INC.
- ------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
NEVADA 0-23328 13-3666344
- ------------------------------------------------------------------------------
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification Number)
885 Third Avenue, Suite 2900, New York, New York 10022-4834
- ------------------------------------------------------------------------------
(Address of Principal Executive Offices)
(212) 829-5698
- ------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
<PAGE>
ITEM 4 - REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On January 21, 1998, the Registrant formally dismissed Mayer
Rispler & Company, P.C., Certified Public Accountants (the "Former
Accountants"), as the Registrant's certified public accountants and auditors.
The Former Accountants' report on the financial statements of the Registrant for
the fiscal year ending December 31, 1996 did not contain an adverse opinion or
disclaimer of opinion, nor was such report qualified or modified as to
uncertainty, audit scope, or accounting principles. In connection with the
Former Accountants' audit of the Registrant for the fiscal year ending
December 31, 1996, and for the interim period through January 21, 1998, there
have been no disagreements between the Registrant and the Former Accountants
with respect to any matters of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure. The decision to dismiss
the Former Accountants was approved by the Registrant's Board of Directors on
January 19, 1998.
(b) On January 21, 1998, the Registrant engaged M.R. Weiser & Co.,
LLP, Certified Public Accountants ("M.R. Weiser"), as the Registrant's certified
public accountants and auditors. Prior to its engagement, the Registrant had
not consulted M.R. Weiser regarding the application of accounting principles to
any transaction in which the Registrant was engaged or proposed to engage, or
the type of audit opinion that might be rendered on the Registrant's financial
statements. The decision to engage M.R. Weiser was approved by the Registrant's
Board of Directors on January 19, 1998.
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.
DEOTEXIS, INC.
DATE: January 27, 1998 By: /s/Gerold Tebbe
----------------------------------
Gerold Tebbe, President,
Chief Executive Officer,
Secretary and Treasurer
3
<PAGE>
EXHIBIT INDEX
PAGE
----
Exhibit 16 Letter of Mayer Rispler & Company, P.C., 5
Certified Public Accountants dated
[January 27, 1998,] to Deotexis, Inc.
4
<PAGE>
EXHIBIT 16
Because of time constraints, the Registrant has not been able to secure
from its prior accountants, Mayer Rispler & Company, P.C. ("Mayer Rispler"),
the letter required by Item 304(a)(3) of Regulation S-K. Consistent with the
requirements of Item 304(a)(3) of Regulation S-K, the Registrant has provided
Mayer Rispler with a copy of this filing on Form 8-K, along with a request
that Mayer Rispler provide to the Registrant the letter required by Item
304(a)(3) of Regulation S-K in a timely manner to enable the Registrant to
file that letter within ten (10) business days of the filing of this Form
8-K. In any event, the Registrant hereby undertakes, consistent with the
requirements of Item 304(a)(3) of Regulation S-K, to file, by amendment, the
letter from Mayer Rispler within two (2) business days of its receipt.
