PACIFIC RIM ENTERTAINMENT INC
8-K, 1996-05-22
MOTION PICTURE & VIDEO TAPE PRODUCTION
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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): May 17, 1996 (May 1, 1996)


                        PACIFIC RIM ENTERTAINMENT, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


         Delaware                  0-22808                   95-4374983
- - ------------------------     ---------------------   -----------------------
(STATE OR JURISDICTION        (COMMISSION FILE           (IRS EMPLOYER
   OF INCORPORATION)                NUMBER)            IDENTIFICATION NO.)  


1223 WILSHIRE BLVD., #316 SANTA MONICA, CALIFORNIA              90403
    (Address of principal executive offices)                  (zip code)



Registrant's telephone number, including area code: (310) 315-4979

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Item 4.  Changes in Registrant's Certifying Account

a.      On May 2, 1996, notice was received that effective April 30, 1996, Jay
J. Shapiro, CPA ("Shapiro"), resigned as certifying accountant for Pacific Rim
Entertainment, Inc. ("PRE"). Shapiro's report on PRE's financial statements for
the year ended December 31, 1994, which was the only fiscal year during which
Shapiro was the certifying accountant for PRE, and all subsequent interim
periods preceding the date hereof contained no adverse opinion or disclaimer of
opinion, and was not qualified as to uncertainty, audit scope or accounting
principles.

        During the most recent fiscal year, which was the only fiscal year
during which Shapiro was the certifying accountant for PRE, and all subsequent
interim periods preceding the date hereof, there were no disagreements between
PRE and Shapiro on any matters of accounting principles or practices, financial
statement disclosure, or auditing scope of procedure, which disagreements, if
not resolved to the satisfaction of Shapiro, would have caused it to make a
reference to the subject matter of the disagreements in connection with its
reports.

        None of the "reportable events" described in Item 304(a)(1)(ii)
occurred with respect to PRE within the most recent fiscal year end and the
subsequent interim periods to the date hereof.

b.      As of the date of this filing, due to the lack of sufficient funds, PRE
has not engaged an independent auditor to replace Shapiro.

Item 7. Exhibit

        16.     Letter from Jay J. Shapiro, CPA to the Securities and Exchange
                Commission.


                                   SIGNATURE

        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.


                                        Pacific Rim Entertainment, Inc.
                                        -------------------------------
                                                (Registrant)


Date:  May 17, 1996                     By  /s/ Ike Suri
                                           ------------------------------
                                           Ike Suri
                                           Acting President and Director

   
         

<PAGE>   1
                                                                      Exhibit 16


                              JAY J. SHAPIRO, CPA
                       16501 Ventura Boulevard, Suite 650
                            Encino, California 91436
                                 (818) 990-4878




May 17, 1996



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

Ladies and Gentlemen:

I have read Item 4 of Form 8-K dated May 17, 1996 of Pacific Rim Entertainment,
Inc. and agree with the statements contained in the first three paragraphs
therein. I have no basis to agree or disagree with other statements of the
registrant contained therein.



/s/ Jay J. Shapiro, CPA
- - ------------------------------
    Jay J. Shapiro, CPA

 


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