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
Date of report (Date of earliest reported): February 22, 2005
COMPREHENSIVE HEALTHCARE SOLUTIONS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 003-08955 58-0962699
(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NO.) (IRS EMPLOYEE
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
45 LUDLOW STREET
SUITE 602
YONKERS, NEW YORK 10705
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(914)375-7591
(ISSUER TELEPHONE NUMBER)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(1) Previous Independent Auditors:
(i) Effective February 22, 2005, Cunzio & Company Inc ("Cunzio & Company")
was removed as independent auditor for the Company due to the fact that Cunzio
is not registered with the Public Company Accountants Oversight Board ("PCAOB").
On February 22, 2005, the Company engaged Jewett Schwartz & Associates ("Jewett
Schwartz") as its principal independent accountant. This decision to engage
Jewett Schwartz was ratified by the unanimous approval of the Board of Directors
of the Company.
(ii) The Company will file an amended Form 10-KSB for the year ended
February 28, 2004 with financial statements that have been audited by Jewett
Schwartz who are registered with PCAOB. The Company will also file amended Form
10-QSBs for any period in which Cunzio & Company, the former principal
independent accountant, reviewed the Company's financial statements. Management
of Comprehensive Healthcare Solutions, Inc. is unaware of any disagreements with
Cunzio & Company related to any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure. Through Cunzio &
Company's termination on February 22, 2005, there has been no disagreement
between the Company and Cunzio & Company on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which disagreement, if not resolved to the satisfaction of Cunzio & Company
would have caused it to make a reference to the subject matter of the
disagreement in connection with any reports.
(iii) The Company's Board of Directors participated in and approved the
decision to change independent accountants. Cunzio & Company's audit report on
the financial statements for the years ended February 28, 2004 and February 28,
2003 were modified for an uncertainty as to the Company's ability to continue as
a going concern. Cunzio & Company's audit report contained no adverse opinion or
disclaimer of opinion and was not qualified or modified as to audit scope or
accounting principles.
(iv) In connection with its audits for the two most recent fiscal years
and review of financial statements through February 22, 2005, there have been no
disagreements with Cunzio & Company 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 Cunzio & Company would have
caused them to make reference thereto in their report on the financial
statements.
(v) During the two most recent fiscal years and the interim period
subsequent to February 22, 2005, there have been no reportable events with the
Company as set forth in Item 304(a)(i)(v) of Regulation S-K.
(vi) The Company has requested that Cunzio & Company furnish it with a
letter addressed to the SEC addressed to the SEC stating whether or not it
agrees with the above statements. A copy of such letter is filed as an Exhibit
to this Form 8-K.
(2) New Independent Accountants:
(i) The Company engaged, Jewett Schwartz & Associates, Hollywood, Florida
as its new independent auditors as of February 22, 2005. Prior to such date, the
Company, did not consult with Jewett Schwartz & Associates regarding (i) the
application of accounting principles, (ii) the type of audit opinion that might
be rendered by Jewett Schwartz & Associates, or (iii) any other matter that was
the subject of a disagreement between the Company and its former auditor as
described in Item 304(a)(1)(iv) of Regulation S- B.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired:
None
(b) Exhibits
NUMBER EXHIBIT
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23.1 Letter from Cunzio & Company, Inc.
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 hereunto duly authorized.
COMPREHENSIVE HEALTHCARE SOLUTIONS, INC.
By: /s/ John Treglia
-------------------------------------
John Treglia
President
March 8, 2005