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 Report (Date of earliest event reported) October 3, 2002
FLIGHT SAFETY TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Nevada 000-33305 95-4863690
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(State of Incorporation) (Commission File No.) (I.R.S. Employer ID No.)
28 Cottrell Street, Mystic, Connecticut 06355
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(Address of principal executive offices and Zip Code)
(860) 245-0191
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Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
Effective October 3, 2002, Flight Safety Technologies, Inc. (formerly Reel
Staff, Inc.) ("Company") engaged Kostin, Ruffkess & Company, LLC, which has
offices in Hartford and New London, Connecticut, as its principal independent
public accountant. The decision to engage Kostin, Ruffkess & Company, LLC was
made by the Company's Finance and Audit Committee in accordance with Section 301
of the Sarbanes-Oxley Act of 2002. The change is based on a relocation of the
Company's principal place of business from California to Connecticut.
Kostin, Ruffkess & Company, LLC is succeeding Quintanilla, A Professional
Accountancy Corporation (Quintanilla). Quintanilla's reports on the Company's
financial statements since the Company's inception on May 21, 2001 did not
contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified as to uncertainty, audit scope or accounting principles.
In connection with the audit for the Company's first and most recent fiscal year
ending December 31, 2001, there have been no disagreements with Quintanilla on
any matters of accounting principles or practices, financial statement
disclosure of auditing scope or procedure, which disagreement(s), if not
resolved to the satisfaction of Quintanilla would have caused Quintanilla to
make reference to the subject matter of the disagreement(s) in connection with
its report on the Company's financial statements. Since the Company's inception
on May 21, 2001, there have been no reportable events as defined in Item
304(a)(1)(v) of Regulation S-K.
The Company has authorized Quintanilla to respond fully to any inquiries of any
new auditors hired by the Company relating to their engagement as the Company's
independent accountant. The Company has provided Quintanilla with a copy of this
Report and has furnished the letter attached hereto as Exhibit 16 to the
Securities and Exchange Commission in which it states it agrees with the
following statements.
The Company has not previously consulted with Kostin, Ruffkess & Company, LLC
regarding the application of accounting principles to a specific completed or
contemplated transaction, or the type of audit opinion which might be rendered
on the Company's financial statements, and no written or oral advice was
provided to the Company concluding there was an important factor to be
considered by the Company in reaching a decision as to an accounting, auditing,
or financial reporting issue. Neither did the Company discuss with Kostin,
Ruffkess & Company, LLC any accounting, auditing, or financial reporting issue
that was a subject of disagreement between the Company and Quintanilla, the
Company's previous independent accountants, as there were no such disagreements.
Item 5. Other Events.
Mr. David D. Cryer, age 54, current Controller for the Company, has been
appointed by the Board of Directors as Chief Financial Officer of the Company,
effective October 1, 2002. Mr. Cryer has more than twenty-five years experience
as a financial manager for a wide variety of aerospace defense contractors and
manufacturing concerns. For the five years before he joined FSTO, Mr. Cryer was
an independent financial consultant to numerous small businesses in the New
London, Connecticut area. From January 1992 through August 1993, Mr. Cryer was
employed by Yardney Technical Products, an aerospace/defense contractor, as a
Controller. From January 1988 through October 1991 he was the Chief Financial
Officer of Ship Analytics, Inc., a manufacturer of maritime training systems.
Mr. Cryer graduated from the University of Massachusetts with a B.S. degree in
Accounting. In addition, Mr. Cryer participated in graduate studies in
accounting at the University of Kentucky and received a Masters Degree in
Management Science at Ball State University. Mr. Cryer has certain outside
business interests, including serving as Chief Financial Officer with Integrated
Medical Services, Inc., a Wyoming corporation, and serves as the Controller to
Kildare Corporation.
Item 6. Resignations of Registrant's Directors.
On October 1, 2002, Mr. Alan Greene submitted his resignation as a director of
the Company and its subsidiary Flight Safety Technologies Operating, Inc.
("FSTO") to be effective as of September 27, 2002. Mr. Green has served as a
director of FSTO since its inception in 1997 and as a director of the Company
since his appointment on September 1, 2002.
Mr. Greene cited concerns regarding increased business demands as his reasons
for tendering his resignation. Such resignation was not in connection with any
disagreement between Mr. Greene and the Company on any matter relating to the
Company's operations, policies or practices. The Company is actively searching
for a replacement.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit Number 16: Letter from Quintanilla, A Professional Accountancy
Corporation to the Securities and Exchange Commission dated October 1, 2002
pursuant to Item 304(a)(3) of Regulation S-K.
SIGNATURE
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.
FLIGHT SAFETY TECHNOLOGIES, INC.
Date: October 8, 2002
/s/ Samuel A. Kovnat
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Samuel A. Kovnat, CEO