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: February 6, 2002 JNS MARKETING, INC. ------------------------------- (Exact name of registrant as specified in its charter) Colorado 0-13215 84-0940146 - ------------------ ----------- ---------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 7609 Ralston Road, Arvada, CO 80002 -------------------------------------------------------------------- (Address of Principal Executive Offices) (Postal Code) Registrant's telephone number, including area code: (303) 422-8127 -------------- Item 1. Changes in Control of Registrant None. Item 2. Acquisition or Disposition of Assets None. Item 3. Bankruptcy or Receivership None. Item 4. Changes in Registrant's Certifying Accountant Michael Johnson & Co. LLC., formerly CPAs for the Company, resigned as auditor on February 5, 2002. Ostrick & Oppenheim CPA's of Los Angeles, California were engaged in February 2002 as auditors for Company. Ostrick & Oppenheim were the Auditors of the Company's newly acquired subsidiary, Latinocare Management Corp. The Change of Accountants was approved by the Board of Directors. No audit committee exists other than the members of the Board of Directors. In connection with audit of the most recent fiscal year and through the date of termination of the accountants, no disagree- ments exist with any former accountant on any matter of account- ing principles or practices, financial statement disclosure, or auditing scope of procedure, which disagreements if not resolved to the satisfaction of the former accountant would have caused them to make reference in connection with his report to the sub- ject of the disagreement(s). The audit report by Michael Johnson & Co., LLC for the year ended September 30, 2001, contained an opinion which included a paragraph discussing uncertainties related to continuation of the Registrant as a going concern. Otherwise, the audit report by Michael Johnson & Co., LLC for the year ended September 30, 2001 did not contain an adverse opinion or disclaimer of opinion, nor was qualified or modified as to uncertainty, audit scope, or accounting principles. Item 5. Other Events None. Item 6. Resignation and Appointment of Directors None. Item 7. Financial Statements, Pro Forma Financials, & Exhibits Financial Statements: None. Pro Forma Financial Statements: None. Exhibits: 16 Item 8. Change In Fiscal Year The Registrant has elected to change its fiscal year end to December 31. A transitional 10KSB will be filed for period ended December 31, 2001. Item 9. Regulation FD Disclosure None. 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 thereunto duly authorized. Date: February 6, 2001 JNS MARKETING, INC. /s/Jose Gonzales By: --------------------------------- Jose Gonzales, President