November 20, 2000
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for ClearWorks.net, Inc. and, under the
date of March 30, 2000, except as to notes 2, 3, 4, 10, 12, 13 and 16, which are
as of June 23, 2000, we reported on the consolidated financial statements of
ClearWorks.net, Inc. and subsidiaries as of and for the year ended December 31,
1999. On November 2, 2000, our appointment as principal accountants was
terminated. We have read ClearWorks.net, Inc.'s statements included under Item 4
of its Form 8-K dated November 15, 2000 (which was not provided to us prior to
its filing with the Securities and Exchange Commission), and we agree with such
statements except that we are not in a position to agree or disagree with the
Registrant's statements that (i) McManus & Co., P.C. was engaged as principal
accountants, (ii) the decision to change accountants will be presented to the
board of directors for approval at its next meeting, and (iii) the Registrant
did not consult with McManus & Co., P.C. regarding any of the matters or events
set forth in Item 304 (a) (2) (i) and (ii) of Regulation S-K, and except for
certain matters which are described below.
1. As previously noted, our appointment as principal accountants was
terminated on November 2, 2000 when the Chief Executive Officer of the
Registrant called the KPMG partner and informed him of our termination.
2. The Registrant's disclosure in the fourth paragraph of the Form 8-K dated
November 15, 2000 (the "subject Form 8-K") excludes the fact that KPMG's
audit report on the consolidated financial statements for the year ended
December 31, 1999 contained a separate paragraph stating that such
consolidated financial statements have been restated.
3. The Registrant's subject Form 8-K excludes disclosure of the fact that
KPMG was precluded from conducting a review of the Registrant's
consolidated financial information filed on Form 10-QSB for the quarter
ended March 31, 2000, prior to the Registrant filing such Form 10-Q on May
22, 2000. We subsequently completed our review of the restated
consolidated financial information of the Registrant for the quarter ended
March 31, 2000, which was filed by the Registrant on Form 10-QSB/A on July
3, 2000.
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4. With respect to specific disclosures in the subject Form 8-K, all dates
identified as either November 8 or 9, 2000, should read "November 2,
2000". In the third and fifth paragraphs of the subject Form 8-K, the use
of the plural "years" is incorrect and should read "year". In the fourth
paragraph, the use of the singular "subsidiary" is incorrect and should
read "subsidiaries".
Very truly yours,
KPMG LLP
Houston, Texas
