UNITED STATES
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 Report (Date of earliest event reported) January 31, 2000
Pacific Industrial Corporation
(Exact name of Registrant as specified in charter)
Nevada 0-27061 88-0412331
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification)
1800 E. Sahara, Suite 107, Las Vegas, NV 89104
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(909) 880-6303
Address has not changed
(Former name or former address, if changed, since last
report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
The registrant has engaged G. Brad Beckstead, CPA as
its principal accountant to replace its former principal
accountant, James E. Slayton, CPA. The decision to change
accountants was approved by the Audit Committee of the
registrant. The reports of the former principal accountants
on the financial statements for the periods ending January
29, 1999 and May 31, 1999 contained a explanatory paragraph
regarding substantial doubt about the Company's ability to
continue as a going concern, but neither contained any other
adverse opinion or disclaimer of opinion, nor was either
qualified or modified as to uncertainty, audit scope, or
accounting principles. During the audited periods ending
January 29, 1999 and May 31, 1999 and the subsequent interim
period through January 31, 2000, there was a disagreement
over financial statement disclosure referencing the asset
purchase of January 12, 1999. Beyond that disagreement,
there were no other disagreements with the former accountant
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 the former accountant, would have caused him
to make reference to the subject matter of the disagreements
in connection with his report. The referenced disagreement
was not a factor in the issuer's decision to change
accountants. During the audited periods ending January 29,
1999 and May 31, 1999 and the subject interim period, the
registrant has not consulted G. Brad Beckstead, CPA
regarding any matter requiring disclosure under Regulation S-
K, Item 304(a)(2). The registrant has provided James E.
Slayton, CPA with a copy of this disclosure and has
requested that James E. Slayton, CPA furnish it with a
letter addressed to the SEC stating whether it agrees with
the above statements. A copy of James E. Slayton, CPA's
letter to the SEC dated January 31, 2000 is filed as Exhibit
No. 1 to this report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
INFORMATION AND EXHIBITS.
(c) Exhibit No. 23
Letter from James E. Slayton, CPA
SIGNATURES
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrant has duly caused this Report to
be signed on its behalf by the undersigned hereunto duly
authorized.
Date: February 2, 2000
PACIFIC INDUSTRIAL CORPORATION
By:
_____________________________________
/s/Thomas D. Hobbs, President
James E. Slayton, CPA
2858 West Market Street
Suite C
Akron, Ohio 44333
1-330-864-3553
January 31, 2000
Securities and Exchange Commission
Washington, D.C. 20549
Dear sir/madam,
The registrant, Pacific Industrial Corporation, 0-27061 has terminated my
engagement as auditor for the registrant. I have been supplied with form 8-K
and have the following comments.
I am not in a position to agree with the Company's statement that the change was
approved by the Audit Committee of the Board of Directors or that G. Brad
Beckstead, CPA was not engaged regarding any matter requiring disclosure under
Regulation S-K, Item 304(a)(2).
The audited periods ending January 29, 1999 and May 31, 1999 and the subsequent
interim periods contained an explanatory paragraph regarding substantial doubt
about the Company's ability to continue as a going concern.
There was a disagreement over financial statement disclosure referencing the
asset purchase of January 12, 1999. It was requested on December 13, 1999 that
the registrant provide updated statements that the asset purchase agreement was
still in place and that the asset values were unimpaired. The requested
statements were never recieved.
There are no other disagreements over statements contained in the form 8-K.
/s/James E. Slayton, CPA.
