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): February 7, 2007
PETALS
DECORATIVE ACCENTS, INC.
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Delaware
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0-24641
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84-1016435
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(State
or other jurisdiction
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(Commission
File Number)
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(I.R.S.
Employer
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of
incorporation)
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Identification
No.)
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Executive
Pavilion, 90
Grove street, Ridgefield, CT
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06877
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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(203)
431 3300
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N/A
(Former
name or former address, if changed since last report)
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 (see
General
Instruction A.2. below):
[
] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[
]
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17
CFR 240.14a-12(b))
[
] 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 CHANGES
IN REGISTRANT’S CERTIFYING ACCOUNTS
1. Previous
Independent Registered Public Accounting Firm.
A. On
February 7, 2007, Petals Decorative Accents, Inc (“Registrant’) dismissed its
independent registered public accounting firm, Most & Company, LLP
(“Mostco”)
B. The
reports of Mostco on the financial statements of the Registrant for the three
months ended September 30, 2006 did not contain an adverse opinion or disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope
or
accounting principles other than going concern.
C. The
decision to change independent registered public accounting firms was approved
by the members of the Board of Directors of the Registrant.
D. During
the Registrant’s two most recent fiscal years and the subsequent interim periods
through February 7, 2007, there were no disagreements with Mostco 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 Mostco, would have caused it to make reference thereto in its
reports on the financial statements for such years.
E. The
Registrant provided Mostco with a copy of this Current Report and has requested
that it furnish the Registrant with a letter addressed to the Securities &
Exchange Commission stating whether it agrees with the above statements. A
copy
of such letter will filed as Exhibit 16.1 in an amendment to this Current Report
on Form 8-K.
2. New
Independent Registered Public Accounting Firm.
The
Registrant has engaged Li & Company, PC as its new independent certified
public accounting firm to audit the Registrant’s financial statements effective
February 7, 2007. Prior to such engagement, the Registrant did not consult
such
firm on any of the matters referenced in Regulation S-B Item
304(a)(2).
Item
5.02 Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers
On
January 31, 2007, Antonio Yenidjeian tendered his resignation as Chief Operating
Officer of the Registrant. To the knowledge of the Company’s executive officers,
Mr. Yenidjeian’s resignation was not due to any disagreement with the Company’s
operations, policies or practices.
The
Board
of Directors of the Company has not yet chosen a permanent replacement for
Mr.
Yenidjeian or determined who will act as interim principal operating officer
while the Board of Directors conducts a search for a permanent replacement
for
Mr. Yenidjeian.
ITEM
9.01 FINANCIAL
STATEMENTS AND EXHIBITS.
(a)
Financial Statements of Businesses Acquired: None
(b)
Pro-Forma Financial Statements: None
(c)
Exhibits: None
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, Registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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PETALS
DECORATIVE ACCENTS, INC.
(Registrant)
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Date: February
8, 2007
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By:
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/s/ Christopher
Topping
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Christopher
Topping
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Chief
Executive Officer
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