COMTEC INTERNATIONAL INC
8-K/A, 1996-09-13
PHOTOGRAPHIC EQUIPMENT & SUPPLIES
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               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                
                                
                            FORM 8-KA
                                
                                
                         CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
                              1934.
                                
 Date of Report (Date of earliest Event Reported):   August 14,
                              1996
                                
                                
                                
                   COMTEC INTERNATIONAL, INC.
     (Exact name of registrant as specified in its charter)
                                


   New Mexico               0-12116                 75-2456757
(State of other juris-   (Commission           (I.R.S. Employer
 diction of incorpora-    File Number)        Identification No.)
 tion)



    10855 East Bethany Drive
         Aurora, Colorado                                80014
(Address of Principal Executive Offices)              (Zip Code)





Registrant's telephone number including area code: (303) 743-7983
                                
 Former name or former address if changed since last report: Not
                           Applicable
                                









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 REGISTRANTS CERTIFYING ACCOUNTANTS.

(a)(1)   Previous Independant Accountants

      (i)  On August 14, 1996 Causey Demgen & Moore Inc. declined
to  stand  for re-              election for their client-auditor
relationship with Comtec International, Inc.

      (ii)       Causey  Demgen  & Moore  Inc.'s  report  on  the
financial statement for this fiscal               year ended June
30,  1995 contained no adverse opinion or a disclaimer of opinion
and was not qualified or modified as to uncertainty, audit scope,
or accounting            principles.

     (iii)     The decision to change accountants was approved by
the board of directors.

      (iv)       During this fiscal year ended June 30, 1995  and
any   subsequent  interim  period                 preceding   the
declination   there  were  no  disagreements  with   the   former
accountant                on any matter of accounting  principles
or  practices,  financial statement disclosure,                or
auditing scope of procedure.

           A  copy of the letter from Causey Demgen & Moore  Inc.
confirming the foregoing                disclosure is attached as
an exhibit to this report.

(a)(2)    New Independant Accountants
     
     (i)        The  Registrant engaged Ehrhardt Keefe Steiner  &
     Hottman  P.C.  as  its new  independent  accountants  as  of
     August   29,   1996.  During  the  RegistrantOs   two   most
     recent   fiscal  yearOs ended through August  29,  1996,  no
     consultations  have   occurred between  the  Registrant  and
     Ehrhardt Keefe Steiner & Hottman P.C.   which concerned  the
     subject matter of a disagreement with Causey Demgen &  Moore
     Inc.,  the  RegistrantOs predecessor Certifying Accountants.
     Additionally,   Ehrhardt Keefe Steiner &  Hottman  P.C.  has
     concluded any oral adviced rendered     to the Registrant on
     the  application  of  accounting principals  to  a  specific
     transaction  or  the  type of audit opinion  that  might  be
     renderred on the RegistrantOs      financial statements  (no
     written  reports have been provided), was not  an  important
     factor  considered by the Registrant in reaching a  decision
     as  to  the applicable     accounting, auditing or financial
     reporting issue.


Item 5.   OTHER EVENTS.

          Not Applicable


Item 6.   REGISTRATION OF REGISTRANTS DIRECTORS.

          Not Applicable


Item    7.      FINANCIAL    STATEMENTS,    PROFORMA    FINANCIAL
INFORMATION AND EXHIBITS.

          Not Applicable


Item 8.   CHANGES IN FISCAL YEAR.

          Not Applicable







                                
                            SIGNATURE

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

Dated:    September 12, 1996


                              COMTEC INTERNATIONAL, INC.


                              By:/s/ Donald G. Mack, President
                              Donald  G.   Mack, President



                               By:/s/ Kelsey T. Kennedy, Chief Financial Officer
                               Kelsey T. Kennedy, Chief Financial Officer




CAUSEY DEMGEN & MOORE INC.
       Certified Public Accountants and Consultants

                                                           Suite 4650
                                               1801 California Street
                                          Denver, Colorado 80202-2681
                                            Telephone: (303) 296-2229
                                            Facsimile: (303) 296-3731

September 12, 1996

United States Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549

Re:  Comtec International, Inc.
     SEC File No. 0-12116

Ladies and Gentlemen:

The  undersigned  Causey  Demgen & Moore Inc.,  previously  acted  as
independent accountants to audit the financial statements  of  Comtec
International,  Inc.  (the "Company").  We are no  longer  acting  as
independent accountants to the Company.

This  letter  will  confirm that we have  reviewed  Item  4.  of  the
Company's  Form  8-KA  dated August 14, 1996, captioned  "CHANGES  IN
REGISTRANT'S  CERTIFYING  ACCOUNTANT" and  that  we  agree  with  the
statements made therein as they relate to us.

We  hereby consent to the filing of this letter as an exhibit to  the
foregoing report on Form 8KA.

Dated this 12th day of September, 1996.

Sincerely,


/S/ CAUSEY DEMGEN & MOORE INC.
CAUSEY DEMGEN & MOORE INC.



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