Attached files
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| EX-16.1 - EX161 - Dragon's Lair Holdings, Inc. | ex161.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
Amendment No.
1
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of
Report (Date of Earliest Event Reported): June 28,
2010
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FOUR
STAR HOLDINGS, INC.
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(Exact
name of Registrant as specified in its
charter)
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Florida
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000-53439
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26-1427633
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(State
or other jurisdiction of
incorporation
or organization)
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Commission
File Number
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IRS
Employer
Identification
Number
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100
Four Star Lane
Odenville,
AL 35120
(Address of principal
executive offices including zip code)
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(205)
640-3726
(Registrant’s
telephone number, including area code)
__________________________________
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
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Item
4.01. Changes in Registrant’s Certifying Accountant
Dismissal
of Independent Accountant
On June
28, 2010, Four Star Holdings, Inc. (the “Company”) advised Lake & Associates
CPAs, LLC (the “Former Auditor”)
that it was dismissed as the Company’s independent registered public accounting
firm. Except as noted in paragraph
immediately below, the reports of the Former Auditor on the Company’s
consolidated financial statements
for the years ended December 31, 2009 and December 31, 2008 did not contain an
adverse opinion or disclaimer
of opinion, and such reports were not qualified or modified as to uncertainty,
audit scope, or accounting principle.
The
reports of the Former Auditor on the Company’s consolidated financial statements
as of and for the years ended December 31, 2009 and December 31, 2008, contained
an explanatory paragraph which noted that there was substantial doubt as to the
Company’s ability to continue as a going concern.
During
the years ended December 31, 2009 and December 31, 2008, and through the June 28, 2010 (the interim period), the
Company has not had any disagreements with the Former Auditor on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedure, which disagreements, if not resolved to the Former Auditor’s
satisfaction, would have caused them to make reference thereto in their reports
on the Company’s consolidated financial statements for such years.
During
the years ended December 31, 2009 and December 31, 2008, and through the June
28, 2010, (the interim period) there was a reportable event, as defined in Item
304(a)(1)(v) of Regulation S-K in connection with the filing of Form 10Q for the
first quarter of 2010 without a review of an independent and registered
certified public accounting firm. This matter came to the attention of the
preceding auditor who advised the Company that it will be required to file a
Form 10-Q/A including a consent letter from the succeeding auditor that
relinquishes the Former Auditor of any responsibility thereof. The
Company has, according to an SEC comment letter date July 12, 2010, File No.
000-53439, filed an amended 10-Q with a review from and independent registered
certified public accountant.
The
decision to dismiss the Former Auditor as the Company’s independent registered
public accounting firm was approved
by the Company’s Audit Committee.
On June
30th,
2010, the Company hired Douglas
A. Labrozzi of Miami, Florida as its independent auditor. Mr.
Labrozzi will audit the 2010 financial statements for the
Company and review the quarterly financials for 2010 and 2011 in connection with
filing periodic 10-Q reports.
The
decision to dismiss the Former Auditor as the Company’s independent registered
public accounting firm was approved
by the Company’s Audit Committee.
Item
9.01 Financial Statements and Exhibits
Not
applicable
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(b)
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Pro
forma financial information.
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Not
applicable
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(c)
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Shell
company transactions.
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Not
applicable
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(d)
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Exhibits
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Number
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Description
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16.1
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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.
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Four
Star Holdings, Inc.
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Date:
July 16, 2010
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By: /s/ Alvin
Rhoney
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Alvin Rhoney
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Chief
Financial Officer
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