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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 18, 1997
CCA COMPANIES INCORPORATED
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-22191 65-0576901
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3250 Mary Street, Suite 405, Coconut Grove, FL 33133
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(Address of Principal Executive Offices) (Zip Code)
305-444-3888
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(Registrant's Telephone Number, Including Area Code)
Conserver Corporation of America
2655 LeJeune Road, Suite 535, Coral Gables, FL 33134
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(Former Name or Former Address, if Changed Since Last Report)
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Item 4. Change in Registrant's Certifying Accountant.
(a)(1)(i) On December 18, 1997, Richard A. Eisner & Company, LLP (hereinafter,
"Eisner") resigned as independent accountants for CCA Companies Incorporated
(the "Company")
(a)(1)(ii) Eisner's report for the past two years did not contain any adverse
opinion or disclaimer of opinion nor was it qualified or modified as to
uncertainty, audit scope or accounting principles.
(a)(1)(iii) In connection with the Company entering into its new line of
business in the hotel and casino industry, the Company has been seeking a
successor accounting firm which has the capabilities to provide accounting and
audit services internationally. However, as of the date of this report a
successor accounting firm has not been selected.
(a)(1)(iv) During the Company's two most recent fiscal years and any subsequent
interim period preceding Eisner's resignation, there were no disagreements with
Eisner on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which disagreements if not resolved
to the satisfaction of Eisner would have caused them to make reference to the
subject matters of the disagreements in connection with its report.
(a)(1)(v) During the Company's two most recent fiscal years and any subsequent
interim period preceding this report, Eisner did not advise the Company with
respect to any of the matters described in paragraphs (a)(1)(v)(A) through (D)
of Item 304 of Regulation S-K.
(a)(2) The Company has not yet engaged a successor accounting firm.
(a)(3) The Company has provided Eisner with a copy of the foregoing disclosures
and has requested in writing that Eisner furnish it with a letter addressed to
the SEC stating whether or not it agrees with such disclosures. A copy of such
letter will be filed as an exhibit to this report in accordance with Item 601 of
Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) The letter of Eisner is filed as an exhibit to this report in
accordance with the provisions of Item 601 of Regulation S-K.
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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.
CCA COMPANIES INCORPORATED
Date: December 23, 1997 By: /s/ Miles R. Greenberg
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Chief Financial Officer
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EXHIBIT INDEX
Exhibit No.
Item No. Description
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16.1 Letter of Richard A. Eisner & Company, LLP
dated December 23, 1997 concerning
resignation as independent accountants.
Richard A. Eisner & Company, LLP
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Accountants and Consultants
[LOGO]
Exhibit 16.1
December 23, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Conserver Corporation of America
File Ref. No. 0-22191
We were previously the principal accountants for Conserver Corporation of
America; under the date of August 28, 1997 (September 24, 1997 with respect to
Note D, October 2, 1997 with respect to Notes K[2] and [5] and October 3, 1997
with respect to Note K[10]), we reported on the financial statements of
Conserver Corporation of America as at June 30, 1997 and for the ten months then
ended and for the period from March 6, 1996 (date of incorporation) to August
31, 1996 and for the period from March 6, 1996 (date of incorporation) to June
30, 1997. On December 18, 1997 our engagement terminated. We have read the
statements included under Item 4 of Form 8-K of Conserver Corporation of America
and we agree with such statements.
Veru truly yours,
/s/ Richard A. Eisner & Company, LLP
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Richard A. Eisner & Company, LLP