UNITED STATES AIRCRAFT CORP
8-K/A, 1999-02-16
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                       SECURITITES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20594

                                    FORM 8-K/A
                                 CURRENT REPORT


                       PURSUANT TO SECTION 13 OR 15 (D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                                FEBRUARY 16, 1999
                -----------------------------------------------
                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)


                       UNITED STATES AIRCRAFT CORPORATION
             ------------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                                    DELAWARE
                 ---------------------------------------------
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)


          0-9974                                           95-3518487
- ------------------------                       ---------------------------------
(COMMISSION FILE NUMBER)                       (IRS EMPLOYER IDENTIFICATION NO.)

3121 E. GREENWAY RD. #201, PHOENIX, AZ                      85032
- ----------------------------------------                 ----------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                 (ZIP CODE)


                                 (602) 765-0500
               --------------------------------------------------
               REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE


         --------------------------------------------------------------
         (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.)
<PAGE>
         Item  4  "CHANGES  IN   REGISTRANTS   CERTIFYING   ACCOUNTANT"  of  the
Registrant's  Form 8-K  filed on or  about  December  23,  1998 is  deleted  and
replaced by the following:

         On  December  18,  1998,  the  Company  engaged  Semple &  Cooper,  LLP
Certified Public  Accountant to examine their financial  statements for the year
ended  September 30, 1998. The report on the financial  statements for the years
ended  September  30,  1997 and 1996 did not  contain  an  adverse  opinion or a
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope, or accounting  principles.  During the years ended September 30, 1997 and
1996 and the  subsequent  interim  period to  December  18,  1998  there were no
disagreements with the former accountant on any matter of accounting  principles
or practices, financial statement disclosure or auditing scope or procedure. The
change of accountants was approved by the Board of Directors.

         Item 7  "FINANCIAL  STATEMENTS,  PRO FORMA  FINANCIAL  INFORMATION  AND
EXHIBITS"  Exhibit 16.1 of the Registrant's  Form 8-K filed on or about December
23, 1998 is deleted and replaced with the following:

        Exhibits

          16.1   Letter regarding change in certifying accountant


                                   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 hereunto duly authorized.

                                       UNITED STATES AIRCRAFT CORPORATION
                                                 (Registrant)



Date February 16, 1999                 By: /s/  Harry V. Eastlick
    -------------------                    ----------------------------------
                                           Harry V. Eastlick, Executive Vice
                                           President and Chief Financial Officer


                                  Robert Martin
                           Certified Public Accountant
                          625 W. Southern Ave., Suite A
                               Mesa, Arizona 85210

                                                                    Exhibit 16.1

February 15, 1999

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

     Re: United States Aircraft Corporation

Ladies and Gentlemen:

I have been  furnished with a copy of the response to Item 4 of the Form 8-K for
the event that occurred on December 18, 1998,  to be filed by my former  client,
United States Aircraft Corporation. I agree with the statements made in response
to that Item insofar as they relate to my Firm.

Yours very truly.




/s/ Robert Martin
- --------------------
Robert Martin, CPA


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