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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): February 19, 1999
CAM DESIGNS INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-13886 75-2257039
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
Baysham Court, Sellack, Ross-on-Wye, Herefordshire, England HR9 6QR
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 011-44-1-989-563-473
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(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant.
On February 19, 1999, Registrant received a letter from KPMG, it's
independent auditors, confirming the latter's resignation as of that date. A
copy of this letter is annexed as Exhibit 99.1 to this Report.
KPMG's auditors' Report on the consolidated financial statements of
Registrant and subsidiaries as and for the years ended May 31, 1998 and 1997,
contained a separate paragraph stating that "the Group has suffered recurring
losses from operations and that raises substantial doubt about its ability to
continue as a going concern."
As previously reported by Registrant in it's Report on Form 8-K dated
October 21, 1998, administrative receivers were appointed for Registrant's
United Kingdom subsidiaries on or about October 22, 1998, and these subsidiaries
were subsequently disposed of or severed from Registrant, with the result the
Registrant no longer has an interest in the same.
During the Registrant's two most recent fiscal years and the subsequent
interim period preceding such resignation there were no disagreements with KPMG
on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure which disagreements, if not resolved
to the satisfaction of KPMG, would have caused it to make reference to the
subject matter of the disagreements in connection with its reports.
Registrant has provided KPMG with a copy of this report on Form 8K, and
requested that firm to furnish it with a letter addressed to the Securities and
Exchange Commission stating whether it agrees with the statements made by the
Registrant and, if not, stating the respects in which it does not agree. Such
letter from KPMG is annexed hereto as Exhibit 99.2.
Item 7. Exhibits.
99.1 Letter dated February 19, 1999 from KPMG to Registrant confirming
KPMG's resignation.
99.2 Letter dated February 25, 1999 from KPMG to Securities and Exchange
Commission indicating whether KPMG agrees with the disclosure
contained in this Report.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
CAM DESIGNS INC.
Date: February 25, 1999 By: /s/ John R. Davidson
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John R. Davidson
President and Principal Executive Officer
and Principal Financial Officer
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[LETTERHEAD OF KPMG]
The Directors
CAM Designs Inc
460 Park Avenue
New York
NY 10022-1987
USA
19 February 1999
Dear Sirs
This is to confirm that the client-auditor relationship between CAM Designs Inc
and KPMG has ceased.
KPMG's auditors' report on the consolidated financial statements of CAM Designs
Inc and subsidiaries as of and for the years ended May 31, 1998 and 1997,
contained a separate paragraph stating that "the Group has suffered recurring
losses from operations and that raises substantial doubt about its ability to
continue as a going concern". Management's plans in regard to those matters were
described in Note 1. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.
On October 22, 1998 Robson Rhodes, Chartered Accountants, were appointed joint
administrative reeivers by the Group's bankers of its United Kingdom
subsidiaries. This action was taken because of the Company's inability to secure
further credit facilities necessary to conduct the business of these
subsidiaries.
Yours faithfully
/S/ KPMG
KPMG
cc: Chief Accountant, Securities and Exchange Commission
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[Leterhead of KPMG]
Chief Accountant
The Securities and Exchange Commission
450 Fifth Street, NW
Washington DC 20549 Our ref mjs/5/cab/tf284feb
USA
25 February 1999
Dear Sirs
We were previously auditors for CAM Designs Inc and, under the date of 14
September 1998, we reported on the consolidated statements of CAM Design Inc
and subsidiaries as of and for the years ended May 31 1998 and 1997. On
February 19 1999 we resigned. We have read CAM Designs Inc's statements
included under Item 4 of its Form 8-K dated February 25 1999, and we agree with
such statements.
Your faithfully
/s/ KPMG
KPMG