SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exhange Act of 1934
UPTOWNER INNS, INC.
1415 4TH AVENUE
HUNTINGTON, WV 25701
State of incorporation: West Virginia
Commission File Number: 0-1957
Telephone Number: (304) 525-7741
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On June 30, 1995, after a bidding process, the
registrant dismissed Hawthorne & Associates as the
independent auditor.
(b) There were no disagreements during the last two
fiscal years, nor during any interim periods related
to financial reporting.
(c) A new independent auditor (Somerville & Company) was
engaged to audit the registrant's financal
statements.
(d) Hawthorne & Associates were notified and have
submitted a letter (see Exhibit A--Page 3) as
relating to the above statements.
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 of the undersigned thereunto duly
authorized.
UPTOWNER INNS, INC.
DATE: September 13, 1995 BY:
Violet Midkiff
President and
Chairman of The
Board
REGULATION S-K, ITEM 304, (a)(1): CHANGES WITH ACCOUNTANTS
(i) Hawthorne & Associates, CPA, CIA, the former
auditor, was dismissed on June 30, 1995.
(ii) There were no adverse opinions, disclaimer of
opinions, qualifications, or modifications on
the previous two audit reports prepared by
Hawthorne & Associates, CPA, CIA. There were
no disagreements during the last two years, nor
during any interim periods.
(iii) The decision to change accountants was recommended
and/or approved by the board of directors and
president. There is no audit or similar committee.
(iv) There were no disagreements during the last two
fiscal years, nor during any interim periods related
to accounting or financial reporting matters.
(v) (A) No disagreements relating to internal controls.
(B) Accountant was able to rely on management's
representations, and willing to associate with
the financial statements prepared by
management.
(C) There were no disagreements, scope limitations,
no verbal discussions relating to matters
requiring further investigations to determine
the reliability of prior and/or future
financial statements. As such, the scope was
not expanded (or intended to be expanded).
(D) Since there were no disagreements and no areas
of concern with regard to the scope of previous
or future audits, subsection (D) is not
applicable.
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 of the undersigned thereunto duly
authorized.
UPTOWNER INNS, INC.
DATE: SEPTEMBER 13, 1995 BY:
Violet Midkiff
President and
Chairman of The
Board
Hawthorne & Associates, CPA, CIA
621 7th Street
Huntington, WV 25701
(304) 523-3225
1-800-998-7816
Securities and Exchange Commission
Washington, DC 20549
Gentlemen,
I was previously the principal accountant for
Uptowner Inns, Inc., and reported on the consolidated
financial statements of Uptowner Inns, Inc. and
Subsidiaries as of June 30, 1994. I have been
dismissed as principal accountant for Uptowner Inns,
Inc. I have read Uptowner Inns, Inc. statements included
under Item 4 of its Form 8K dated June 30, 1995 and I
agree with such statements.
Sincerely,
BY:
Jerry Alan Hawthorne
Huntington, West Virginia
July 10, 1995
