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WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
FEBRUARY 14, 2000
Date of Report
(Date of earliest event reported)
INTERNATIONAL INTERNET, INC.
(Exact name of registrant as specified in its charter)
6413 CONGRESS AVENUE, SUITE 240
BOCA RATON, FL 33487
(Address of principal executive offices)
(561) 988-0819
(Registrant's telephone number)
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<CAPTION>
<S> <C> <C>
DELAWARE 0-26415 52-2175532
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On December 1, 1999, International Internet, Inc. ("IINN") merged with Caprock
Corporation ("Caprock") (the "Transaction"). Pursuant to the merger agreement,
IINN was the surviving corporation and elected successor issuer status under
ss.12(g) of the Securities and Exchange Act of 1934 ("Exchange Act"). As a
result of the election, IINN became subject to all reporting requirements under
the Exchange Act.
As a result of the Transaction, IINN dismissed Weinberg & Company, P.A.
("Weinberg"), Boca Raton, Florida and engaged Goldstein Lewin and Co. ("GLC"),
Boca Raton, Florida, as its principal accountants. Prior to the engagement of
GLC, management has not consulted with GLC on any accounting, auditing or
reporting matter. The engagement of GLC was made effective February 14, 2000.
The financial statements of Caprock since its inception, June 7, 1999, and prior
to the dismissal of Weinberg contained no adverse opinion or disclaimer of
opinion, nor was it qualified or modified as to any uncertainty, audit scope, or
accounting principles. In addition, there were not any disagreements or
"reportable events" with the former accountant.
The decision to change accountants was approved by the Board of Directors of
IINN.
IINN has provided Weinberg & Company, P.A. with a copy of this disclosure and
has requested that Weinberg & Company, P.A. furnish it with a letter addressed
to the SEC stating whether it agrees with the above statements. (A copy of
Weinberg & Company, P.A.'s letter to the SEC, dated April 7, 2000, is filed as
Exhibit 16 to the Form 8-K.)
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 by the
undersigned thereunto duly authorized.
INTERNATIONAL INTERNET, INC.
By: /s/ Gary Schultheis
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Gary Schultheis, President and
Principal Accounting Officer
Date: April 7, 2000
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Exhibit 16
Letter from Weinberg & Company, P.A. dated April 7, 2000.
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[WEINBERG & COMPANY, P.A. LETTERHEAD]
April 7, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: CAPROCK CORPORATION
FILE REF. NO. 0-26415
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We were previously the principal accountant for Caprock Corporation and, under
the date of June 11, 1999 we reported on the consolidated financial statements
of Caprock Corporation as of June 7, 1999. On April 7, 2000, our appointment as
principal accountant was terminated. We have read Caprock Corporation's
statements included under Item 4 of its Form 8-K dated April 7, 2000, and we
agree with such statements.
Very truly yours,
/s/ WEINBERG & COMPANY, P.A.
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WEINBERG & COMPANY, P.A.
Certified Public Accountants
[ADDITIONAL LETTERHEAD INFORMATION]
