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_______________________________________________________________________________
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 Earliest Event Reported:September 17, 1997
ENVIRONMENTAL SAFEGUARDS, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
Nevada 000-21953 87-0429198
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or organization) Identification No.)
</TABLE>
2600 South Loop West, Suite 445
Houston, Texas 77054
(Address of principal executive offices, including zip code)
(713) 641-3838
(Registrant's telephone number, including area code)
_______________________________________________________________________________
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Item 4. Changes in Registrant's Certifying Accountant
(a) On September 17, 1997, Environmental Safeguards, Inc. (the
"Company") dismissed Ham, Langston & Brezina L.L.P. ("Ham,
Langston & Brezina") as the Company's independent accountants.
The Company has engaged Ernst & Young LLP ("Ernst & Young") as
its new independent accountants effective immediately. The
decision to change the Company's independent accountants was
recommended and approved by the Company's Board of Directors.
(b) Ham, Langston & Brezina's reports on the Company's
consolidated financial statements for the two fiscal years
ended December, 31, 1995 and 1996, respectively, did not
contain an adverse opinion or disclaimer of opinion, nor were
such reports qualified or modified as to uncertainty, audit
scope, or accounting principles.
(c) During the Company's two fiscal years ended December, 31, 1996
and the subsequent interim period preceding the decision to
change independent accountants, there were no disagreements
with Ham, Langston & Brezina on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreement(s), if not
resolved to the satisfaction of Ham, Langston & Brezina ,
would have caused it to make a reference to the subject matter
of the disagreement(s) in connection with its reports covering
such periods.
(d) During the Company's two fiscal years ended December 31, 1996
and the subsequent interim period preceding the decision to
change independent accountants, there were no "reportable
events" (hereinafter defined) requiring disclosure pursuant to
Section 229.304(a)(1)(v) of Regulation S-K. As used herein,
the term "reportable event" means any of the items listed in
paragraphs (a)(1)(v)(A)-(D) of Section 304 of Regulation S-K.
(e) Effective September 17, 1997, the Company engaged Ernst &
Young as its independent accountants. During the two fiscal
years ended December, 31, 1996 and the subsequent interim
period preceding the decision to change independent
accountants, neither the Company nor anyone on its behalf
consulted Ernst & Young regarding either the application of
accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might
be rendered on the Company's consolidated financial
statements, nor has Ernst & Young provided to the Company a
written report or oral advice regarding such principles or
audit opinion.
(f) The Company has requested that Ham, Langston & Brezina furnish
it with a letter addressed to the Securities and Exchange
Commission stating whether or not it agrees with the above
statements. A copy of the letter from Ham, Langston & Brezina
dated September 18, 1997 is filed as Exhibit 1 to this Form
8-K.
2
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Item 7. Financial Statements and Exhibits
(c) Exhibits.
1. Letter from Ham, Langston & Brezina L.L.P. pursuant
to Item 304(a)(3) of Regulation S-K.
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 hereunto duly authorized.
ENVIRONMENTAL SAFEGUARDS, INC.
Date: September 18, 1997 By: /s/ James S. Percell
----------------------------
James S. Percell, President
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EXHIBIT INDEX
1. Letter from Ham, Langston & Brezina L.L.P. pursuant
to Item 304(a)(3) of Regulation S-K.
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[HAM, LANGSTON & BREZINA, LLP LETTERHEAD]
September 18, 1997
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentleman:
We were previously principal accountants for Environmental Safeguards, Inc.
and, under the date of March 18, 1997 we reported on the consolidated financial
statements of Environmental Safeguards, Inc. and Subsidiary as of December 31,
1996 and 1995 and for the years then ended. On September 17, 1997, our
appointment as principal accountants was terminated. We have read
Environmental Safeguards, Inc.'s statements included under Item 4 of its Form
8-K dated September 17, 1997. We agree with such statements, except that we
are not in a position to agree or disagree with Environmental Safeguards,
Inc.'s statement that the change was recommended and approved by the company's
board of directors and we are not in a position to agree or disagree with
Environmental Safeguards, Inc. statement that Ernest & Young, L.L.P. was not
consulted or did not provide a written report or oral advice regarding the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
Environmental Safeguards, Inc.'s financial statements.
Very truly yours,
/s/ HAM, LANGSTON & BREZINA, L.L.P.
Ham, Langston & Brezina, L.L.P.
