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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) December 26, 2003
----------------------------------------------------------------------
AMSTAR FINANCIAL SERVICES, INC.
----------------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA 0-25803 65-0181535
----------------------------------------------------------------------
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NUMBER)
10800 Biscayne Blvd., Suite 500 Miami, Fl 33161
----------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE 305-751-3232
NOT APPLICABLE
----------------------------------------------------------------------
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
1
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On December 26, 2003 Registrant notified Holyfield & Thomas LLC it
would not be engaged to audit Registrant's financial statements for
the fiscal year ending December 31, 2003 due to such firm's failure
to register with the Public Company Accounting Oversight Board. This
decision was approved by the Registrant's Board of Directors.
The report of Holyfield & Thomas LLC on the Registrant's financial
statements for the Registrant's two most recently completed fiscal
years two years did not contain an adverse opinion or disclaimer of
opinion, nor was it qualified or modified as to uncertainty,
audit scope or accounting principles. During the Registrant's two most
recently completed fiscal years and the subsequent interim period
preceding the determination to change principal accountants, there were
no disagreements with Holyfield & Thomas LLC on any matter of
accounting principles or practices, financial statement disclosure
or auditing scope or procedure, which, if not resolved to the
satisfaction of Holyfield & Thomas LLC, would have caused it to make
reference to the subject matter of the disagreement in connection
with any reports it would have prepared on the Registrant's financial
statements.
The Registrant requested Holyfield & Thomas LLC to furnish it with
a letter addressed to the Securities and Exchange Commission stating
whether or not it agrees with the above statements. A copy of
response of Holyfield & Thomas LLC is filed herewith as Exhibit 16.
The Registrant engaged Rachlin Cohen & Holtz LLP as the Registrant's
principal accountants effective as of December 26, 2003. During the
Registrant's two most recent fiscal years and the subsequent interim
period prior to engaging Rachlin Cohen & Holtz LLP, neither the
Registrant nor anyone on its behalf consulted with Rachlin Cohen &
Holtz LLP 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
Registrant's financial statements, and neither a written report nor
oral advice was provided to the Registrant by Rachlin Cohen &
Holtz LLP that was an important factor considered by the Registrant
in reaching a decision as to any accounting, auditing or financial
reporting issue; or (ii) any matter that was either the subject
of a disagreement or a reportable event.
Item 7. Financial Statements and Exhibits
c) Exhibits
Exhibit # Description of Exhibit
16. Letter from Holyfield & Thomas LLC
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.
Amstar Financial Services, Inc.
BY: /s/ Nelson Locke
-------------------------------------
Nelson Locke, President
DATED: December 26, 2003
3
EXHIBIT INDEX
Ex# Exhibit Description
16 Letter from Holyfield & Thomas LLC
EXHIBIT 16
Holyfield & Thomas LLC
Certified Public Accountants
1601 Forum Place, Suite 801
West Palm Beach, FL 33401
December 26, 2003
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Commissioners:
We have read the statements made by Amstar Financial Services, Inc.
which we understand will be filed with the Commission, pursuant to Item
4 of Form 8-K, as part of the Company's Form 8-K report for the month
of December 2003. We agree with the statements concerning our Firm
in such Form 8-K.
Very truly yours,
Holyfield & Thomas LLC