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 Date of Event Requiring Report: September 25, 2003 ------------------ PRIME HOLDINGS AND INVESTMENTS, INC. ------------------------------------------------------ (Exact name of Registrant as Specified in Its Charter) Nevada 000-30477 88-0421215 ---------------------------- ------------------------ ------------------ (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 521 Fifth Avenue, Suite 1700 New York, NY ------------------------------------------ (Address of Principal Executive Offices) Registrant's telephone number, including area code: (212) 292-4258 ----------------- ----------------------------------------------------------- (Former name or former address, if changes since last report) ITEM 1. CHANGES IN CONTROL OF REGISTRANT. Not applicable. ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. Not applicable. ITEM 3. BANKRUPTCY OR RECEIVERSHIP. Not applicable. ITEM 4. CHANGES IN REGISTRANT'S CERTIFIYING ACCOUNTANTS. On September 24, 2003, has replaced its current certifying accountants Evancic Perrrault Robertson of North Vancouver, British Columbia, Canada with William A. Meyler, CPA of Middletown, New Jersey. The Company had no accounting disputes with Evancic Perrrault Robertson but felt a need to change to a new audit firm due to billing disputes and a need to reduce its future audit expenses. ITEM 5. OTHER EVENTS. Not applicable. ITEM 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS. Not Applicable. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibits: Exhibit No. Document Description ----------- --------------------- 16 Letter from Meyler & Company, LLC Re: acceptance of the engagement as auditor ITEM 8. CHANGE IN FISCAL YEAR. Not applicable. ITEM 9. REGULATION FD DISCLOSRE Not applicable 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. Dated: September 25, 2003 Prime Holdings and Investments, Inc. ------------------- ------------------------------------ (Registrant) By: /s/ John Visendi --------------------------------- John Visendi Chief Executive Officer, Treasurer and Director (Principal Accounting Officer)