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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): February 9, 2000
CLEARWORKS. NET, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-26547 76-0576542
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
2450 Fondren, Suite 200, Houston, Texas 77063
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 334-2595
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Item 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
McManus & Co., P.C. was previously the principal accountants for
ClearWorks.net, Inc. (the "Registrant"). On February 9, 2000, McManus & Co.,
P.C.'s appointment as principal accountants was terminated and KPMG LLP was
engaged as principal accountants. The decision to change accountants will be
presented to the board of directors for approval at its next meeting.
During the Registrant's two most recent fiscal years ended December 31, 1999,
and the subsequent interim period through February 9, 2000, there were no
disagreements between the Registrant and McManus & Co., P.C., on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedures, which disagreements if not resolved to their
satisfaction would have caused them to make reference in connection with
their opinion to the subject matter of the disagreement.
None of the "reportable events" described under Item 304(a)(1)(v) of
Regulation S-K occurred within the Registrant's two most recent fiscal years
and the subsequent interim period through February 8, 2000.
The audit report of McManus & Co., P.C. on the consolidated financial
statements of ClearWorks.net, Inc. and subsidiary as of and for the fiscal
year ended December 31, 1998, did not contain any adverse opinion or
disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope, or accounting principles.
During the Registrant's two most recent fiscal years ended December 31, 1999,
and the subsequent interim period through February 9, 2000, the Registrant
did not consult with KPMG LLP regarding any of the matters or events set
forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
c) The letter from McManus & Co., P.C. will be filed by amendment
within ten (10) business days.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
ClearWorks.net, Inc. has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: February 15, 2000 CLEARWORKS.NET, INC.
By: /s/ Michael T. McClere
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Michael T. McClere,
Chief Executive Officer
