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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 10, 2005
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MARINE JET TECHNOLOGY CORP.
(Exact name of registrant as specified in charter)
NEVADA
(State or other Jurisdiction of Incorporation or Organization)
000-33297 88-0450923
(Commission File Number) (IRS Employer Identification No.)
936A BEACHLAND BOULEVARD,
SUITE 13
VERO BEACH, FL 32963
(Address of Principal Executive Offices and
zip code)
(772) 231-7544
(Registrant's telephone
number, including area code)
4805 158TH COURT NE
REDMOND, WASHINGTON 98052
(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 registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[_] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR 240.14a-12(b))
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Information included in this Form 8-K may contain forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended (the "Securities Act") and Section 21E of the Securities Exchange Act of
1934, as amended (the "Exchange Act"). This information may involve known and
unknown risks, uncertainties and other factors which may cause the Company's
actual results, performance or achievements to be materially different from
future results, performance or achievements expressed or implied by any
forward-looking statements. Forward-looking statements, which involve
assumptions and describe the Company's future plans, strategies and
expectations, are generally identifiable by use of the words "may," "will,"
"should," "expect," "anticipate," "estimate," "believe," "intend" or "project"
or the negative of these words or other variations on these words or comparable
terminology. These forward-looking statements are based on assumptions that may
be incorrect, and there can be no assurance that any projections included in
these forward-looking statements will come to pass. The Company's actual results
could differ materially from those expressed or implied by the forward-looking
statements as a result of various factors. Except as required by applicable
laws, the Company undertakes no obligation to update publicly any
forward-looking statements for any reason, even if new information becomes
available or other events occur in the future.
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(A) On February 10, 2005, Marine Jet Technology Corp. (the "Company")
ended the engagement of Chavez and Koch CPA's as its independent certified
public accountants. The decision was approved by the Board of Directors of the
Company.
The report of Chavez and Koch CPA's on the Company's financial statements
for the fiscal years ended December 31, 2003 and 2002 did not contain an adverse
opinion or disclaimer of opinion. However, the report did reference uncertainty
about the Company's ability to continue as a going concern. During the Company's
fiscal years ended December 31, 2003 and 2002 and the subsequent interim periods
preceding the termination, there were no disagreements with Chavez and Koch
CPA's 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 Chavez and Koch CPA's, would have caused Chavez and Koch
CPA's to make reference to the subject matter of the disagreements in connection
with its report on the financial statements for such years or subsequent interim
periods..
The Company requested that Chavez and Koch CPA's furnish it with a letter
addressed to the Securities and Exchange Commission ("SEC") stating whether or
not it agrees with the Company's statements in this Item 4.01(a). A copy of the
letter furnished by Chavez and Koch CPA's in response to that request, dated
February 10, 2005, is filed as Exhibit 16.1 to this Form 8-K.
(B) On February 10, 2005, De Joya & Company was engaged as the Company's
new independent certified accountants. During the two most recent fiscal years
and the interim period preceding the engagement of De Joya & Company, the
Company has not consulted with De Joya & Company regarding either: (i) the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
the Company's financial statements; or (ii) any matter that was either the
subject of a disagreement or event identified in paragraph (a)(1)(iv) of Item
304 of Regulation S-B.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired. None.
(b) Pro forma financial information. None
(c) Exhibits.
Exhibit Number Description
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16.1 Letter from Chavez and Koch CPA's dated February 10,
2005 regarding change in certifying accountant.
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.
MARINE JET TECHNOLOGY CORP.
(Registrant)
Date: February 15, 2005 By: /s/ Kevin R. Keating
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Kevin R. Keating, President and Secretary
EXHIBIT INDEX
Exhibit Number Description
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16.1 Letter from Chavez and Koch CPA's dated February 10,
2005 regarding change in certifying accountant.