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): November 13 , 2006
Commission File Number: 0-30018
MERIDIAN HOLDINGS, INC.
(Exact name of registrants specified in its charter)
COLORADO 52-2133742
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6201 Bristol Parkway
Culver City, California 90230
(213) 627-8878 Fax: (310) 743-0581
(Address, Including Zip Code, And Telephone Number, Including Area Code,
Of Registrant's Principal Executive Offices)
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SECTION 1. Registrants Business and Operations
Not Applicable
SECTION 2. Financial Information
Not Applicable
SECTION 3. , Securities and Trading Markets
Not Applicable
SECTION 4. Matters Relating to Accountants
and Financial Statements
Item 4.01 Changes in Registrant's Certifying Accountant
Pursuant to Item 304 of Regulation S-B, the Company makes the following
representation:
(i) On November 10, 2006 the registrant appointed Chang G. Park, CPA , as the
Company's independent accountant for the September 30, 2006 third Quarter
financial review and fiscal year ended December 31, 2006 annual
audit. On November 13, 2006 the accounting firm of Madsen and Associates CPA's
Inc, was dismissed as a Certifying Accountant for the Registrant for the
fiscal year ended December 31, 2005, the first and second quarters of 2006.
(ii) None of the prior certifying accountant's reports on the Company's
financial statements for the past two years contained an adverse opinion,
a qualification or disclaimer of an opinion, or was modified as to
uncertainty, audit scope or accounting principles.
(iii) The appointment of Chang G. Park, CPA and the dismissal of the
Accounting Firm of Madsen and Associates, CPA's Inc, was recommended by the
board of directors.
(iv) During the Company's most recent two fiscal years and subsequent
interim periods up to the date of the change in certifying accountant, there
were no disagreements with the accounting firm of Madsen and Associates, CPA's ,
on any matter of accounting principle or practices, financial statement
disclosure, or auditing scope or procedure, which disagreement(s), if any, not
resolved to the satisfaction of the accounting firm of Madsen and Associates,
CPA's would have caused the accounting firm of Madsen and Associates, CPA's
Inc to make a reference to the subject matter of the disagreement(s) in
connection with his reports.
(v) Effective November 10, 2006, the Company has appointed Chang G. Park, CPA ,
with offices at 6474 University Ave, San Diego, CA 92115-5807, as certifying
accountant for the company and its' predecessor.
(vi) The Company did not consult with Chang G. Park, CPA with regard to any
matter concerning the application of accounting principles to any specific
transactions, either completed or proposed, or the type of audit opinion that
might be rendered with respect to the Company's financial statements prior
to their engagement.
(vii) The Company has requested that the accounting firm of Madsen and
Associates CPA's Inc review the disclosure in this report and that it has
been given the opportunity to furnish the Company with a letter addressed to
the Commission containing any new information, clarification of the Company's
expression of its views, or the respect in which it does not agree with the
statements made by the Company herein. Such letter is filed as an exhibit to
this Report.
SECTION 5. Corporate governance and Management Not Applicable
SECTION 6. Reserved Not Applicable
SECTION 7. Regulation FD Not Applicable
SECTION 8: Other Events Not Applicable
SECTION 9: Financial Statements and Exhibits
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Item 9.01 Financial Statements and Exhibits
c. Exhibits
EXHIBIT ITEM. DESCRIPTION
------------ -------------
Exhibit 16.1 - Acknowledgement letter to Commissioner from the Accounting
firm of Madsen and Associates CPA's Inc
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Meridian Holdings, Inc.
(Registrant)
Date: November 10, 2006 By:/s/ Anthony C. Dike
-------------------------
Anthony C. Dike
(Chairman, Chief Executive Officer)
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EXHIBIT 16.1
Acknowledgement letter to Commissioner from the Accounting firm
of Madsen and Associates CPA's Inc
Madsen and Associates CPA's Inc
684 East Vine Street, Suite 3,
Murray, UT 84107
(801) 268-2632
November 13 2006
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
I have been furnished with a copy of the response to Section 4, Item 4.01
of Form 8-K dated November 13, 2006 for the event that occurred on November
10, 2006 as
filed by our former client, Meridian Holdings, Inc. I agree with the
statements contained in paragraphs (i), (ii), (iii), (iv) and (vii)
made in response to that Item insofar as they relate to our firm.
Very truly yours,
/s/ Madsen and Associates CPA's Inc
-------------------------------
Madsen and Associates CPA's Inc.
Murray Utah, 84107
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