DUNES HOTELS & CASINOS INC
8-K, 2000-08-08
REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT)
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                       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 July 31, 2000



                         DUNES HOTELS AND CASINOS INC.

             (Exact name of registrant as specified in its charter)



         New York               1-4385            11-1687244
     (State or other          (Commission      (I.R.S. Employer
       jurisdiction          File Number)       Identification
   of incorporation or                             Number)
      organization)


        4600 Northgate Boulevard, Suite 130, Sacramento, California 95834

               (Address of principal executive offices)(zip code)



       Telephone number of registrant, including area code: (916) 929-2295



                             ----------------------



<PAGE>


     Item 4. Changes in Registrant's Certifying Accountant.

     Effective  July 31,  2000,  Dunes  Hotels and Casinos  Inc.(the  "Company")
retained  Baird  BAIRD,  KURTZ  &  DOBSON  ("BK&D")  as its  independent  public
accountants. On that same date, the Company terminated the engagement of Piercy,
Bowler,  Taylor & Kern, as its independent  public accountants  ("Piercy").  The
engagement of BK&D was recommended by the audit committee of the Company's Board
of Directors and approved by the Board of Directors (the "Board").

     The audit reports of Piercy on the Company's financial  statements for each
of the past two fiscal  years ended  December  31, 1999 and  December  31, 1998,
respectively,  did not contain an adverse opinion or a disclaimer of opinion and
were not  qualified or modified as to  uncertainty,  audit scope,  or accounting
principles.

     In connection  with the audits of the Company's  financial  statements  for
each of the two fiscal  years ended  December  31, 1999 and  December  31, 1998,
respectively,  and in the subsequent interim period, there were no disagreements
between  the  Company  and Piercy on any  matters of  accounting  principles  or
practices,  financial  statement  disclosure,  or auditing  scope and procedures
which,  if not  resolved to the  satisfaction  of Piercy would have caused it to
make reference to the subject matter of the  disagreement in connection with its
reports on the audited financial statements.

     In connection  with the audits of the Company's  financial  statements  for
each of the two fiscal years ended  December 31, 1999 and December 31, 1998, and
in the  subsequent  interim  period,  there have been no  reportable  events (as
defined in Item  304(a)(1) of Regulation  S-K) with Piercy.  During such periods
the Company has not  consulted  BK&D  regarding  either (i) the  application  of
accounting principles to a specified transaction,  either completed or proposed,
or the type of audit opinion that might be rendered on the  Company's  financial
statements or (ii) any matter that was either the subject of a disagreement or a
reportable event (each as defined in Item 304(a)(1) of Regulation S-K).

     A letter  from  Piercy  is  attached  as  Exhibit  16 to this  Form 8-K and
incorporated herein by reference.




      Item 7.  Financial Statements and Exhibits.

               A. FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED. Not applicable.

               B. PRO FORMA FINANCIAL INFORMATION. Not applicable.

               C. EXHIBITS. The following exhibits are filed with this report:

      EXHIBIT  NO.                       TITLE
      ------------                       -----

      16                                 Letter of Piercy, Bowler,Taylor & Kern




                                       2

<PAGE>




                                   SIGNATURES



      Pursuant to the  requirements  of the Securities  Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.



                               DUNES HOTELS AND CASINOS INC.



                               By:
                                   ----------------------------------

                               Name:
                                     --------------------------------

                               Title:
                                      -------------------------------

      Date:   August 8, 2000



                                       3

<PAGE>


                                  EXHIBIT INDEX







    EXHIBIT  NO.             TITLE
    ------------             -----

    16                       Letter of Piercy, Bowler, Taylor & Kern






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