UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
Amendment No. 2
TO
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest reported) November 20, 2000
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WHITNEY INFORMATION NETWORK, INC.
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(Exact name of registrant as specified in its chapter)
COLORADO 000-27403 84-1475486
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
4818 Coronado Parkway, Cape Coral, Florida 33940
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(Address of principal executive offices) (Zip code)
Registrants telephone number, including area code(941)542-8999
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______________________________________________________________
(Former name or former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANTS CERTIFYING ACCOUNTANT
A. This Amendment No. 2 to the November 20, 2000 filing of Form
8-K is filed for the purpose of correcting the original Form 8-K
and first amended filing, Form 8-K/A No. 1, and to provide
additional information.
B. In the previous Form 8-K filing of November 20, 2000,
the Company reported that on November 14, 2000,
Whitney Information Network, Inc. terminated the
services of its auditor, BDO Seidman, Miami, Florida,
effective November 14, 2000. Said termination
was approved by the Board of Directors of
Whitney Information Network, Inc. on November 14, 2000,
effective November 14, 2000.
C. In the previous Form 8-K/A filing of November 22, 2000,
amending the aforesaid filing of November 20, 2000,
the Company reported that BDO Seidman, LLP sent a letter dated
November 14, 2000 to Whitney Information Network, Inc.,
which was received on November 20, 2000, a copy of which was
included with Amendment No. 1 and a copy was also
sent to the SEC. The purpose of the letter was to acknowledge
the cessation of their working relationship with
Whitney Information Network, Inc.
D. Pursuant to a letter from the SEC re: the aforementioned 8-K
and 8-K/A, the following corrections and additions are
submitted in the form of an 8-K/A No. 2.
1. BDO Seidman did not issue any reports of any kind in the
last two fiscal years. BDO Seidman was retained on
August 17, 2000 to prepare the 2000 annual audited financial
statement but on November 14, 2000, two months later, their
services were terminated prior to their commencement of any
audit work.
BDO Seidman did not issue any report containing a disclaimer
or adverse or qualified opinion. BDO Seidman did not issue any
audit report.
2. During the last two years the Company had no disagreements
with BDO Seidman or Larry Legel, CPA 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 disagreement in
connection with its reports.
However, the Company had been researching the application of
SOP 93-7 and other accounting pronouncements having to do with
percentage of completion method of accounting, proper matching
of revenues and expenses and the principle of materiality as
applied to the treatment of deferred expenses (primarily
advertising). This question was in reference to a comment letter
the Company received from the SEC during the registration process
having to do with the justification of deferring expenses that
produced deferred revenues. Both BDO Seidman and
Larry Legel, CPA, agreed to treat the issue in a manner acceptable
by the SEC, and after the meeting on this issue between
the SEC and the Company, which was held on November 17, 2000,
the Company reports that there were no disagreements with either
of the previous auditors regarding this matter.
3. At this time, no new auditor has been engaged. Currently,
however, the Company is interviewing a CPA firm for the purpose
of conducting the audit for 2000. Proper notice will be
reported when an engagement agreement has been signed.
4. On November 29, 2000, copies of the original and both
amended filings required by Item 304(a)(3) of Regulation S-K
were sent to BDO Seidman.
5. This second amended filing of the November 20 filing,
properly reflects the filing as an Item 4 matter. The Company
hereby corrects previous Form 8-K and Form 8-K/A submissions
which had indicated these filings were Item 1 matters.
The Company had incorrectly indicated on the Edgar submission
template that the Form 8-K filing of November 20, 2000 and
the 1st amendment thereto of November 22, 2000 were Item 1
matters, when of course, in fact, these were Item 4 matters.
This error was caused by the incorrect filling out of the
Edgar submission template #3 whereby Item 1 was entered
incorrectly whereas Item 4 should have been indicated.
On November 29, 2000 a fax was sent to SEC Filer Support
(202-504-2474) indicating said correction and requesting a
change in the header from Item 1 to Item 4.
6. The first amended filing of the November 20, 2000 filing,
should have properly reflected the filing as an Item 4 matter.
The Company hereby corrects the previous Form 8-K/A submission
which had indicated this filing was an Item 1 matter.
The Company had incorrectly indicated on the Edgar submission
template that the Form 8-K filing of November 20, 2000 was an
Item 1 matter, when of course, in fact, it was an Item 4 matter.
This error was caused by the incorrect filling out of the
Edgar submission template #3 whereby Item 1 was entered
incorrectly whereas Item 4 should have been indicated.
On November 29, 2000 a fax was sent to SEC Filer Support
(202-504-2474) indicating said correction and requesting a
change in the header from Item 1 to Item 4.
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, hereunto duly authorized.
WHITNEY INFORMATION NETWORK, INC.
/s/ Ronald S. Simon
Ronald S. Simon
Secretary/Treasurer, Chief Financial Officer
and a member of the Board of Directors
Date: November 29, 2000
