UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
[ X ] Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
Date of Report (date of earliest event reported): April 28, 1999 (April 19,
1999)
Commission file number 0-11284
Z-Axis Corporation
- -----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Colorado 84-0910490
(State or other jurisdiction (I.R.S. Employer
of incorporation of Identification No.)
organization)
7395 East Orchard Road, Suite A-110
Greenwood Village, Colorado 80111
- --------------------------------------- ---------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 713-0200
<PAGE>
CONTENTS
Item 1. Changes in Control of Registrant.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
Not applicable.
Item 3. Bankruptcy or Receivership.
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Pursuant to Item 304 of Regulation S-K, the Company makes the following
representations:
(i) On April 12, 1999 BDO Seidman, LLP("BDO Seidman, Certifying Accountant
Z-Axis Corporation (the "Company") was dismissed as Certifying Accountant
for the Company
(ii) None of the prior certifying accountant's reports on the Company's
financial statements for the past two years contained an adverse opinion or
disclaimer of opinion, or was modified as to uncertainty, audit scope or
accounting principle.
(iii)The appointment of the new certifying accountant was recommended and
approved by the Company's Board of Directors.
(iv) During the Company's two most recent fiscal years and subsequent interim
period up to the date of the change in certifying accountant, there were no
disagreements with the former certifying accountant on any matter of
accounting principle or practices, financial statement disclosure, or
auditing scope or procedure, which disagreement(s), if any, not resolved to
the satisfaction of BDO Seidman, would have caused BDO Seidman to make a
reference to the subject matter of the disagreement(s) in connection with
their report.
(v) Effective April 12, 1999, the Company has engaged the accounting firm of
Ehrhardt Keefe Steiner & Hottman, Certified Public Accountants and
Consultants, 7979 East Tufts Avenue, Denver, Colorado, as Certifying
Accountant for the year ending March 31, 1998.
(vi) The Company did not consult with Ehrhardt Keefe Steiner & Hottman with
regard to any matter concerning the application of accounting principles to
any specific transactions, either completed or proposed, or the type of
audit opinion that might be rendered with respect to the Company's
financial statements prior to engaging the firm.
<PAGE>
The Company has requested that BDO Seidman review the disclosure in this
Report and that the firm has been given the opportunity to furnish the
Company with a letter addressed to the Commission containing any new
information, clarification of the Company's expression of its views, or
the respect in which it does not agree with the statements made by the
Company herein. Such letter is filed as an exhibit to this Report.
Item 5. Other Events.
Not applicable.
Item 6. Resignation of Registrant's Directors.
Not applicable.
Item 7. Financial Statements and Exhibits.
Not applicable.
Item 8. Change in Fiscal Year.
Not applicable.
<PAGE>
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.
Z-AXIS CORPORATION
/s/ Alan Treibitz
Alan Treibitz
President
Date: April 28, 1999
April 22, 1999
Securities and Exchange Commission 450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have been furnished with a copy of the response to Item 4 of Form 8-K/A for
the event that occurred on April 12, 1999 to be filed by our former client,
Z-Axis Corporation. We agree with the statements made in response to that Item
insofar as they relate to our Firm.
Very truly yours,
/s/ BDO Seidman, LLP
BDO Seidman, LLP