As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

10/15/04  2THEMAX Com Inc                   8-K:4,9    10/05/04    2:12K                                    123EDGARDIRECT Inc/FA

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     13K 
 2: EX-16.1     Letter re: Change in Certifying Accountant          HTML      5K 

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 TO 1934

October 5, 2004
(Date of earliest event reported)

2THEMAX.COM, INC.
(Exact name of registrant as specified in its charter)

(702) 376-3373
(Registrant’s telephone number, including area code)

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:

ٱ	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
ٱ	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
ٱ	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
ٱ	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.

 

On June 15, 2004, David E. Coffey, Certified Public Accountant (“Coffey”) was dismissed as the independent registered public accounting firm for 2TheMax.Com, Inc. (the “Company”).  Effective on October 5, 2004, Bagell, Josephs & Company, LLC was appointed as the new independent registered public accounting firm for the Company.  The decision to dismiss Coffey and to appoint Bagell, Josephs & Company, LLC was recommended and approved by the Company’s Board of Directors.

Coffey reports on the Company’s financial statements for the past year did not contain an adverse opinion, disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.  Coffey served as our independent registered public accounting firm for only one year and prior to their August 20, 2003 appointment, Merdinger, Fruchter, Rosen & Corso, P.C., (“MFR&C”) served as the Company’s independent registered public accounting firm.

During the Company’s most recent fiscal year and the period from January 1, 2004 through June 15, 2004, there were no disagreements with Coffey 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 Coffey, would have caused it to make reference to the subject matter of the disagreements in connection with its report; and there were no reportable events as defined in Item 304(a)(1)(v) of Regulation S-B.

The Company provided Coffey with a copy of this Item and requested that Coffey furnish the Company with a letter addressed to the Commission stating whether it agrees with the statements by the Company in this Item and, if not, stating the respects in which it does not agree.  A letter from Coffey to such effect is attached hereto as Exhibit 16.1.

During the Company’s two most recent fiscal years and through the date of this Form 8-K, the Company did not consult Bagell, Josephs & Company, LLC with respect to 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 consolidated financial statements, or any other matters or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation S-B.

Item 9.01. Financial Statements and Exhibits.

	(c) Exhibits:
	Exhibit 16.1	Letter from David E. Coffey, Certified Public Accountant

SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	2THEMAX.COM, INC.
	By /s/ Catherine S. Ratelle
	Catherine S. Ratelle, President
	Date:  October 7, 2004

 

 

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