U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-KA
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): September 5, 2001
PROVIDENTIAL HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
NEVADA
(State or Jurisdiction of Incorporation or Organization)
002-78335-NY
(Commission File Number)
13-3121128
(IRS Employer Identification Number)
8700 Warner Avenue, Fountain Valley, California 92708
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number: (714) 596-0244
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
A. Effective on July 28, 2000, the independent accountant who was previously engaged as the principal accountant to audit the Registrant's financial statements, Marcum & Kleigman LLP, was dismissed by the Registrant.
This accountant's report on the financial statements for the past two years neither contained an adverse opinion or a disclaimer of opinion, nor was qualified or modified as to uncertainty, audit scope, or accounting principles other than a going concern uncertainty. The decision to change accountants was approved by the Board of Directors.
During the Registrant's two most recent fiscal years and any subsequent Interim period preceding such dismissal, there were no disagreements with the former accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure. In addition, there were no "reportable events" as described in Item 304(a)(1)(iv)(B)1 through 3 of Regulation S-B that occurred within the Registrant's two most recent fiscal years and the subsequent interim period preceding the former accountant's dismissal.
B. Effective on July 28, 2000, the firm of Kabani & Company, Inc. was engaged to serve as the new principal accountant to audit the Registrant's financial statements. During the Registrant's two most recent fiscal years, and the subsequent interim period prior to engaging that accountant, neither the Registrant (nor someone on its behalf) consulted the newly engaged accountant regarding any matter.
Signature
Pursuant to the requirements of Section 13 or 15(d) 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.
Providential Holdings, Inc.
Dated: September 5, 2001 By: /s/ Henry Fahman
Henry Fahman, President
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List of Exhibits:
Exhibit 1.1 Former Accountant's Opinion (filed herewith)
Exhibit 2.1 Former Accountant Letter to the Securities and Exchange
Commission (filed herewith)
Exhibit 1.1
August 17, 2001
Mr. Henry Fahman
President
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Providential Holdings, Inc.
8700 Warner Avenue
Fountain Valley, CA 92708
Re: Providential Holdings, Inc.
(Formerly JR Consulting, Inc.)
File No. 2-78335
Dear Mr. Fahman:
This is to confirm that the client-auditor relationship between Providential Holdings, Inc. (formerly JR Consulting, Inc.) And Marcum & Kliegman LLP has ceased.
Very truly yours,
/s/ Marcum & Kliegman
Marcum & Kliegman LLP
Sent Via Certified Mail - 7000 0600 0027 9519 5285
Return Receipt Requested
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cc: Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
Sent Via Certified Mail - 7000 0600 0027 9519 5155 Return Receipt Requested
Exhibit 2.1
August 17, 2001
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Providential Holdings, Inc.
(Formerly JR Consulting, Inc.)
File No. 0-23506
Commissioners:
We have read Item 4 of the Form 8-K of Providential Holdings, Inc. (formerly JR Consulting, Inc.) Dated July 28, 2000. We agree with statements concerning our Firm in such Form 8-K. We have no basis to agree or disagree with other statements made under Item 4.
Very truly yours,
/s/ Marcum & Kliegman Marcum & Kliegman LLP Woodbury, New York |
Sent Via Certified Mail - 7000 0600 0027 9519 5292 Return Receipt Requested