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): December 21, 1999
Tangible Asset Galleries, Inc.
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(Exact name of registrant as specified in its charter)
Nevada
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(State or other jurisdiction of incorporation)
0-21271 88-0396772
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(Commission File Number) (IRS Employer Identification No.)
1550 S. Pacific Coast Highway, Suite 103
Laguna Beach, California 92651
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 376-2660
N/A
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
As of December 21, 1999 Barry L. Friedman, PC, Certified Public Accountant, the
independent accountant previously engaged as the principal accountant to audit
the financial statements of Tangible Asset Galleries (the "Company"
or the "Registrant"), and Goldenberg Rosenthal, LLP, the independent
accountants previously engaged as the principal accountant to audit the
financial statements of Tangible Investments of America, Inc. ("TIA", the
Company's predecessor), were terminated. The Company had elected to locate and
engage a national certified public accounting firm to audit its financial
statements on an ongoing basis. As of the same date, the firm of BDO Siedman,
LLP was engaged as the independent accountant for the Registrant.
The audit reports of Barry L. Friedman and Goldenberg Rosenthal, LLP on the
financial statements of the Company and TIA as of and for the years ended
December 31, 1998, 1997, and 1996 did not contain any adverse opinion or
disclaimer of opinion, nor were they qualified or modified as to audit scope
or accounting principles. The decision to change accountants was approved by the
board of directors of the Company on December 21, 1999. During the Company's two
most recent fiscal years and any subsequent interim period preceding the change,
there were no disagreements with either 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 it to make reference to the subject
matter of the disagreements in connection with its report. The Registrant has
provided a copy of this disclosure to its former accountants, and the Registrant
requested that the former accountants furnish the Registrant with letters
addressed to the Securities and Exchange Commission stating whether they agree
with the statements made by the Registrant, and, if not, stating the respects in
which they do not agree. A copy of the former accountants' responses indicating
agreement is included as exhibits to this report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
16.1 Letter dated December 21, 1999, from Barry L. Friedman regarding his
concurrence with the statements made by the Registrant in this Current Report.
16.2 Letter dated December 21, 1999, from Goldenberg Rosenthal, LLP regarding
its concurrence with the statements made by the Registrant in this Current
Report.
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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 thereunto duly authorized.
Dated: December 21, 1999 TANGIBLE ASSET GALLERIES, INC.
By:/s/ Silvano DiGenova
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Silvano DiGenova
President and Chief Executive Officer
BARRY l. FRIEDMAN, P.C.
Certified Public Accountant
1582 Tulita Drive
Las Vegas, Nevada 89128
Tel: (702) 361-8414
Fax: (702) 896-0278
December 21, 1999
Securities and Exchange Commission
450 Fifth Street, NW Washington, DC
USA 20549
Re: Tangible Asset Galleries, Inc. (formerly Austin Land & Resources, Inc.)
(the "Company")
Dear Sirs:
We were the previous principal auditors of the above Company. On July 2, 1999,
I reported on the financial statements of the Company for the years ended
December 31, 1998, 1997 and 1996, and subsequently issued an audit opinion under
generally accepted auditing standards in the United States. On December 21,
1999, we were dismissed as auditors for the Company.
We have read the statements made by the Company, which we understand will be
filed with the Commission, pursuant to Item 4 of Form 8-K, as part of the
Company's Form 8-K report dated December 21, 1999. We agree with the statements
concerning our Firm in such Form 8-K.
Yours very truly,
/s/ Barry L. Friedman
Barry L. Friedman, C.P.A.
[Goldenberg Rosenthal, LLP Letterhead]
December 21, 1999
Securities and Exchange Commission
450 Fifth Street, NW Washington, DC
USA 20549
Re: Tangible Investments of America, Inc. (the "Company")
Dear Sirs:
We were the previous principal auditors of the above Company. On August 17,
1999, we reported on the financial statements of the Company for the years
ended December 31, 1998, 1997 and 1996, and subsequently issued an audit opinion
under generally accepted auditing standards in the United States. On December
21, 1999, we were dismissed as auditors for the Company.
Commissioners: We have read the statements made by the Company, which we
understand will be filed with the Commission, pursuant to Item 4 of Form
8-K, as part of the Company's Form 8-K report dated December 21, 1999. We agree
with the statements concerning our Firm in such Form 8-K.
Yours very truly,
Goldenberg Rosenthal LLP
