UNITED STATES 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
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February 4, 2003
Commission File Number 0-29195
NEW MILLENNIUM MEDIA INTERNATIONAL, INC.
(Name of Small Business Issuer in Its Charter)
Colorado (7310) 84-1463284
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(State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification No.)
200 9th Avenue North, Suite 210
Safety Harbor, Florida 34695
(727) 797-6664
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(Address and Telephone Number of Principal Executive Offices
and Principal Place of Business)
John D. Thatch, President
New Millennium Media International, Inc.
200 9th Avenue North, Suite 210
Safety Harbor, Florida 34695
(Name, Address and Telephone Number of Agent for Service)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X] No [ ]
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Previous independent accountants
(i) On February 2, 2003, Richard J. Fuller, C.P.A., P.A. resigned as
the independent accountants of New Millennium Media
International, Inc. (NMMG).
(ii) The Board of Directors approved the decision to change
independent accountants.
(iii) The report of Richard J. Fuller, C.P.A., P.A. on the financial
statements for the two fiscal years of the Company ended
December 31, 2000 and December 31, 2001 contained no adverse
opinion or disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principles
except the report of Richard J. Fuller, C.P.A., P.A. included an
explanatory paragraph describing conditions that raised
substantial doubt about the Company's ability to continue as a
going concern.
(iv) In connection with its audits for the two fiscal years ended
December 31, 2000 and December 31, 2001 and the period January
1, 2002 through February 3, 2003, there were no disagreements
with Richard J. Fuller, C.P.A., P.A. 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 Richard J. Fuller, C.P.A., P.A. would
have caused Richard J. Fuller, C.P.A., P.A. to make reference
thereto in their report on the financial statements for such
years.
(v) During the two recent fiscal years ended December 31, 2000 and
December 31, 2001 and the period from January1, 2002 through
February 3, 2003 there were no reportable events as that term is
defined in Item 304(a)(l)(v) of Regulation S-X.
(vi) The Company has requested, and Richard J. Fuller, C.P.A., P.A.
has furnished, a letter addressed to the Commission stating that
Richard J. Fuller, C.P.A., P.A. agrees with subparagraphs
(a)(ii), (iv) and (v) above. A copy of such letter dated
February 4, 2003, is filed as Exhibit 16.1 of this Form 8-K.
(b) New independent accountants
(i) On February 3, 2003, the Company engaged Salberg & Company, P.A.
as its new principal independent accountant. The engagement was
approved by the Board of Directors on February 3, 2003.
(ii) Beginning May 2002 and continuing to the present the registrant
consulted Salberg & Company, P.A. relating to response to an
April 22, 2002 Securities and Exchange Commission ("SEC") letter
relating to comments by the SEC to a Post Effective Amendment to
Form SB-2 filed by the registrant March 20, 2002. Permission was
given by the registrant to Fuller and Salberg to converse freely
and openly to resolve all SEC comments as described above. Other
than as mentioned herein above, the Company has not consulted
with Salberg & Company, P.A. on the application of any
accounting principles or proposed transactions, the type of
audit opinion that might be given, any matter that was either
the subject of a disagreement,
as that term is defined in Item 304(a)(l)(iv) of Regulation S-K,
or a reportable event, as that term is defined in Item
304(a)(l)(v) of Regulation S-K at any time before being named as
independent accountants.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit
Number Description
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16.1 Letter on 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 thereunto duly authorized.
Signed and submitted this 4 day of February 2003.
New Millennium Media International, Inc.
(Registrant)
by: /s/__________________________________
John Thatch as President/CEO/Director
INDEX TO EXHIBITS
Exhibit
Number Description
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16.1 Letter on change in certifying accountant