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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
September 2, 1996
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(Date of earliest event reported)
UNIDYNE CORPORATION
(Exact name of small business issuer
as specified in its charter)
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DELAWARE 0-10372 23-2154902
(State or other jurisdiction (Commission File No.) (IRS Employer Identification No.)
of incorporation or organization)
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118 PICKERING WAY, SUITE 104, EXTON, PENNSYLVANIA 19341
(Address of principal executive offices)
(610) 363-8237
(Issuer's telephone number)
BLUE JAY ENTERPRISES, INC., 11835 WEST OLYMPIC BOULEVARD, EAST TOWER, LOS
ANGELES, CA 90064
(Former name or former address, if changed since last report)
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On September 2, 1996, Registrant, acting upon the authorization of its
Board of Directors, selected Arthur Andersen L.L.P. as its principal
independent accountant to replace Jones, Jensen & Co. which was dismissed.
Except as described below, the reports of Registrant's prior principal
accountant for the two most recent fiscal years did not contain an adverse
opinion or disclaimer of opinion, or modification as to uncertainty, audit
scope, or accounting principles. The reports related to periods before
Registrant acquired its current business operations and to periods in which
Registrant was a development stage company. Accordingly, the reports noted
that Registrant was a development stage company which had no significant
operating results to the date of such reports and stated that unless Registrant
was able to obtain significant outside financing, there existed substantial
doubt of its ability to continue as a going concern.
During Registrant's two most recent fiscal years and any subsequent
interim period through the date of dismissal, there were no disagreements with
Registrant's former principal accountant on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.
ITEM 5. OTHER EVENTS.
Effective September 3, 1996, Registrant amended its Certificate of
Incorporation and Bylaws. Among other things, the Amended and Restated
Certificate of Incorporation changed the name of Registrant to UNIDYNE
Corporation. Copies of the Amended and Restated Certificate of Incorporation
and Amended and Restated Bylaws are attached hereto as Exhibits 3.1 and 3.2,
respectively.
ITEM 7. EXHIBITS.
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EXHIBIT NO.
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3.1 Amended and Restated Certificate of Incorporation of Blue Jay
Enterprises, Inc.*
3.2 Amended and Restated Bylaws of Unidyne Corporation.*
16.1 Letter of Jones, Jensen & Co.**
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* Filed previously.
** Filed herewith.
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.
Date: September 13, 1996 /s/ C. Eugene Hutcheson
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C. Eugene Hutcheson
Chairman, Chief Executive Officer and President
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[JONES, JENSEN & COMPANY LETTERHEAD]
September 13, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sirs:
BLUE JAY ENTERPRISES, INC.
We have read Item 4 of Blue Jay Enterprises, Inc.'s Form 8-K/A dated September
13, 1996 and are in agreement with the statements contained therein.
Yours very truly,
/s/ JONES, JENSEN & COMPANY
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Jones, Jensen & Company
