UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 12, 2005
Defense Technology Systems, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-9263 11-2816128
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(State of Incorporation or (Commission File Number) (I.R.S. Employer
Organization) Identification No.)
275K Marcus Blvd.
Hauppauge, New York 11788
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (631) 951-4000
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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:
[_] Written communications pursuant to Rule 425 under the securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 4.01 - CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On October 12, 2005, the Board of Directors of Defense Technology Systems,
Inc. (the "Company") dismissed the Company's independent registered public
accounting firm, BP Audit Group, PLLC ("BP Audit"). In addition, the Company
engaged Pollard-Kelley Auditing Services, Inc. ("PKASI") on October 14, 2005 as
its new independent registered public accounting firm for its fiscal year June
30, 2005.
The reports of BP Audit Group, PLLC on the financial statements of the
Company as of and for the fiscal years ended June 30, 2004 and June 30, 2003 did
not contain any adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope or accounting principle;
except that their reports on the Company's financial statements as of and for
each of the years ended June 30, 2004 and 2003 were modified to include
reference to a substantial uncertainty about the Company's ability to continue
as a going concern
During the fiscal years ended June 30, 2004 and 2003 and through October
12, 2005, there were no disagreements with BP Audit on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of BP Audit,
would have caused BP Audit to make reference thereto in its report on the
Company's financial statements for such years.
During the Company's two most recent fiscal years and the subsequent
interim period though October 12, 2005 there were no reportable events as
defined in Item 304(a)(1)(v) of Regulation S-B.
A letter from BP Audit is attached hereto as Exhibit 16.1 indicating its
agreement with the above disclosures.
During the two most recent fiscal years and the subsequent interim period
to October 14, 2005, the Company did not consult with PKASI regarding (i) either
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, and neither was a written report nor oral
advice provided to the Company that PKASI concluded was an important factor
considered by the Company in reaching a decision as to the accounting, auditing
or financial reporting; or (ii) any matter which was the subject of either a
"disagreement" or "reportable event" as each is defined in Items 304(a)(1)(iv)
and (v) of Regulation S-B, respectively.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
Exhibit No. Description
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16.1 * Letter from BP Audit Group, PLLC dated October 18, 2005.
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* Filed herewith.
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.
Date: October 18, 2005
DEFENSE TECHNOLOGY SYSTEMS, INC.
By: /s/ Philip J. Rauch
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Philip J. Rauch
Chief Operating & Financial Officer