GUARDIAN INTERNATIONAL INC
8-K/A, 1998-09-22
DETECTIVE, GUARD & ARMORED CAR SERVICES
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                       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 (Date of earliest event reported): September 1, 1998


                          GUARDIAN INTERNATIONAL, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

      NEVADA                       0-28490                 58-1799634
- ----------------------------     -----------              -------------
(State or other jurisdiction     (Commission              (IRS Employer
    of incorporation)            File Number)             Identification No.)


                              3880 N. 28TH TERRACE
                          HOLLYWOOD, FLORIDA 33020-1118
          ------------------------------------------------------------
          (Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: (954) 926-5200



                                 NOT APPLICABLE
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>

ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

     The Board of Directors has selected Arthur Andersen LLP as the Company's
independent accountants to audit the financial statements of the Company and its
subsidiaries for the fiscal year ending December 31, 1998, following the
dismissal of McKean, Paul, Chrycy, Fletcher & Co. ("McKean Paul"). This
selection is subject to the ratification by the Stockholders at the Annual
Meeting. This change in independent accountants was approved by the Board of
Directors effective September 1, 1998.

     McKean Paul served as the Company's independent auditors for the fiscal
years ending December 31, 1997 and 1996.

     The reports of McKean Paul on the Company's financial statements for both
of the past two fiscal years did not contain an adverse opinion nor a disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles.

     In connection with the audits of the Company's financial statements for
each of the two fiscal years ended December 31, 1997 and December 31, 1996,
respectively, and in the subsequent interim period preceding McKean Paul's
dismissal, there were no disagreements on any matters of accounting principles
or practices, financial statement disclosure or auditing scope or procedure
which if not resolved to the satisfaction of McKean Paul would have caused
McKean Paul to make references to the matter in their report.

     During the most recent fiscal years and any subsequent interim period,
there have been no "reportable events" as defined in Regulation S-K Item
304(a)(1)(v) with McKean Paul.

     The Company requested and received from McKean Paul a letter addressed to
the Securities and Exchange Commission (the "SEC") stating that it agrees with
the statements as set forth above, in connection with this filing. A copy of
that letter, dated September 21, 1998, is attached as Exhibit 16 with this
filing.

ITEM 7. EXHIBITS

16.(a) Letter of McKean, Paul, Chrycy, Fletcher & Co. addressed to the 
       Securities and Exchange Commission dated September 21, 1998.


<PAGE>


                                    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 thereunto duly authorized.


Dated: September 22, 1998            GUARDIAN INTERNATIONAL, INC.

                                    /s/ RICHARD GINSBURG
                                    --------------------
                                    Richard Ginsburg
                                    President and Chief Executive Officer


<PAGE>
                                 EXHIBIT INDEX

EXHIBIT                       DESCRIPTION
- -------                       -----------

  16.(a)               Letter of McKean, Paul, Chrycy, Fletcher & Co. addressed
                       to the Securities and Exchange Commission dated September
                       21, 1998.


                                   EXHIBIT 16.(a)


September 21, 1998


Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Dear Sir/Madam:

We have read the revised Item 4 included in the Form 8-K/A dated September 1,
1998 of Guardian International, Inc. to be filed with the Securities and
Exchange Commission and are in agreement with the statements contained therein.

Very truly yours,


/s/ MCKEAN, PAUL, CHRYCY, FLETCHER & COMPANY
- --------------------------------------------
    McKEAN, PAUL, CHRYCY, FLETCHER & COMPANY




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