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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934
Date of Report April 26, 2000
SBI Communications, Inc
(Exact name of registrant as specified in its
charter)
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Delaware 0-28416 58-1700840
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification)
1239 South Glendale Avenue - Glendale California 91205
(Address of principal executive offices) (Zip Code)
(818) 550-6181
Registrant's telephone number, including area code
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Item 4. Change in Registrant's Certifying Accountant.
Effective February 3, 2000, the Board of Directors of
SBI Communications, Inc., ("SBI") terminated Daniel,
Ratliff And Company ("Ratliff") as its' independent public
accountants. Subsequently to our Board of Directors meeting
Ratliff resigned.
SBI, has been advised by Daneil, Ratliff and Company for
the fiscal year ended 1997, the former accountants did not
complete the audit due to unresolved issues as outlined in
Exhibit 16 of this filing.
There were no disagreements of accounting principles that
subsequently lead to the resignation of the former accountant.
SBI believes, that for the two fiscal years ended December 31, 1998,
and December 31, 1999 period through March 20, 2000, SBI and
Ratliff did not have any agreement or disagreement on any matter
of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which disagreement, if not resolved
to the satisfaction of Ratliff, would have caused it to make reference
in connection with the report on SBI's financial statements to
the subject matter of the disagreement. The audit for referenced
years was performed by the Company's new accounting and auditing
firm Jay J. Shapiro, CPA.
We have resolved all issues with our former accountant
as follows:
Item 1.) The former accountant has resigned from the engaged
year of 1997. SBI's new accounting firm will be responsible
for the providing SBI an opinion for the 1997 audited financials.
Item 2.) A.) The value of the real estate as reflected on the 1998 and
1999 audit was resolved by a purchase of the real estate for
$6,000,000.00 in cash and stock.
B.) The unrecorded back franchise taxes or fines of $25,000.00
was accrued on the 1998 and 1999 audited statements. This information
was obtained by contacted the Secretary of State of Delaware.
C.) SBI will amend and re-file the 1997 and 1998 10-KSB to contain
accountants opinion.
Item 3.) Stock holders and others may contact the Registrant at the
disclosed number on it's filings. That number (818) 550-6181
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, SBI has duly caused this statement to be signed on its
behalf by the undersigned, thereto duly authorized.
Date: April 26, 2000 SBI Communications, Inc.
By: /s/ Ron Foster
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Ron Foster, Chairman
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EXHIBIT 16
(LETTERHEAD OF Daniel, Ratliff and Company.)
April 26, 2000
Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
405 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read Item 4 of Form 8-K/A of SBI Communications, Inc.
(the "Registrant") as filed with the Securities and Exchange Commission on
April 26, 2000, and have the following comments.
We are not aware of a Board of Directors meeting discussing our termination.
If such meeting was held on February 3, 2000, we did resign subsequent to
such meeting.
The letter states the Registrant has "resolved our disagreement with our
former accountant as follows", and proceeds to list items resolved.
It is important to note the distinction that we had no disagreement with the
Registrant, but that we had not completed audit work to resolve certain issues.
As of our last day of field work, no conclusions had been reached by our firm
on these issues, and accordingly there were no disagreements. We have not
performed any work, or can we verify in any way, the statements as to the
resolution of such issues.
We agree with all other matters discussed in Item 4 of Form 8-K/A of SBI
Communications, Inc.(the "Registrant") as filed with the Securities and
Exchange Commission on April 26, 2000.
/s/Daniel, Ratliff & Company
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Daniel, Ratliff & Company
Charlotte, North Carolina
April 26, 2000
