Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
December
6, 2006 (December 4, 2006)
Date
of
Report (Date of earliest event reported)
INNOFONE.COM,
INCORPORATED
(Exact
name of registrant as specified in its charter)
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Nevada
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0-31949
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98-0202313
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(State
or other jurisdiction
of
incorporation)
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(Commission
File No.)
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(IRS
Employer
Identification
No.)
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1431
Ocean Ave., Suite 1100
Santa
Monica, CA 90401
(Address
of principal executive offices, including zip code)
Registrant's
telephone number, including area code: (310)
458-3233
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions (see General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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| o |
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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| o |
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
| o |
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Explanatory
Note
This
Form 8-K/A is being filed to modify and supplement some of the disclosure
contained in the Form 8-K filed on November 28, 2006 relating to Item 4.01
Changes in Registrant’s Certifying Accountant.
ITEM
4.01 CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT
As
previously disclosed on November 28, 2006, the firm of DeJoya Griffith &
Company, LLC resigned as the auditor of IPv6 Summit, Inc. DeJoya Griffith &
Company was considered the “predecessor accountant” as they are no longer
associated with the Company’s financial statements subsequent to the reverse
acquisition in August, 2005. DeJoya Griffith & Company’s resignation was
accepted and ratified by our Board of Directors, as of November 28, 2006, and
was made upon determination that it would be more efficient and cost-effective
for us to utilize one independent accountant to audit all of our financial
statements. As a result, Danziger & Hochman will be our independent auditor
and will report on the financial statements of Innofone.com, Incorporated and
IPv6 Summit. Prior to the engagement of Danziger & Hochman, the Company had
no consultations with such firm up through the date of their
engagement.
DeJoya
Griffith & Company's report on IPv6 Summit’s financial statements as of and
for the year ended June 30, 2005 and 2004, did not contain an adverse opinion
or
disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope, or accounting principles. Further, there was no disclosure of
uncertainty regarding the ability to continue as a going concern in DeJoya
Griffith & Company’s report.
From
the
date of DeJoya Griffith & Company's engagement, through the date of
resignation, we had no disagreements with them on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope
or
procedure, which disagreements, if not resolved to their satisfaction, would
have caused them to make reference to the subject matter of the disagreements
in
its report. In addition, during that time period, no "reportable events"
occurred, as described in Item 304(a)(1)(iv) of Regulation S-B.
We
requested that DeJoya Griffith & Company furnish us with a letter addressed
to the Securities and Exchange Commission stating whether or not it agrees
with
the statements in this Item 4.01. A copy of the response we received is filed
as
Exhibit 16.1 to this Form 8-K.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a)
FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not
applicable.
(b)
PRO
FORMA FINANCIAL INFORMATION.
Not
applicable.
(c)
EXHIBITS.
16.1
Letter from DeJoya Griffith & Company, dated December 6,
2006
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this Current Report on Form 8-K to be signed on
its
behalf by the undersigned thereunto duly authorized.
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INNOFONE.COM,
INCORPORATED
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By:
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/s/
Alex Lightman
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Chief
Executive Officer and President |
December
6, 2006