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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 4, 2000
ARXA International Energy, Inc.
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(Exact name of registrant as specified in its charter)
Delaware
13-3784149 2-99565
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(State or other jurisdiction of (Commission File Number)
IRS Employer Identification
No. incorporation)
2301 14th Street, Suite 404, Gulfport, MS 39501
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(Address of principal executive offices) (Zip Code)
(228) 864-6667
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(Registrant's telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
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Item 4. Changes in the Company's Certifying Accountants
(a) Reg. SB 304 {a}(1) Previous Independent Accountants
(i) On November 23, 1999, ARXA International Energy Inc. (the
"Company") contacted representatives of Hein + Associates LLP to inform them
that their firm would no longer be engaged as the principal accountant to audit
the Company's financial statements for the fiscal year ending October 31, 1999
and terminated the relationship effective November 23, 1999.
(ii) Hein + Associates reports on the financial statements for the
fiscal year 1998 and 1997 did not contain any adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles.
(iii) The decision to change accountants was recommended by the
Company's management and approved by the Company's Audit Committee and the
Company's Board of Directors.
(iv) In connection with its audits for the most recent fiscal year
ended October 31, 1998 and 1997 and during the subsequent interim periods for
the quarters ended January 31,1999, April 30, 1999, July 31, 1999 and October
31, 1999 there have been no disagreements with Hein + Associates LLP on any
matters of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure.
(v) During the Company's 1999, 1998 and 1997 fiscal years, no
"reportable events" (as described in Item 304 (a)(1)(v) of Regulation S-B) have
occurred.
(vi) The Company has requested Hein + Associates LLP to furnish a
letter addressed to the Securities and Exchange Commission ("SEC") stating
whether or not it agrees with the statements made by the Company in response to
Item 304 of Regulation S-B.
(b) Reg. SB 304(a)(2) New Independent Accountants
(i) The Company engaged Gibbons, Gibbons, & Buck, P.C., 4328 Boulevard
Park S., Mobile, AL 36609 as its new independent accountants effective November
23, 1999. During the most recent fiscal year and through October 31, 1999, the
Company has not consulted with Gibbons, Gibbons, & Buck concerning their
financial statements, including the following items: an audit of the Company's
financial statements as the principal accountant, an audit of a significant
subsidiary as an independent accountant, the application of accounting
principles to a specified transaction or the type of audit opinion that might by
rendered on the Company's financial statements or any matter which concerned a
disagreement or "reportable event" with the previous independent accountants.
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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.
ARXA International Energy, Inc.
(Registrant)
Date: January 4, 2000 By: /s/ JACK R. DURLAND, JR.
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JACK R. DURLAND, JR.
Vice President and Chief Financial Officer
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