FORM 8K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of Initial Report: March 17, 1999
U. S. MICROBICS, INC.
(Exact Name of Registrant as Specified in its Charter)
Colorado 0-14213 84-0990371
(State or Other Juris (Commission File Number) (IRS Employer
diction of Incorporation) Identification No.)
5922-B Farnsworth Court
Carlsbad, CA 92008
(Address of Principal Executive Offices)
Registrant's telephone number, including area code:(760)918-1860
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 Registrant's Certifying Accountant
Registrant has engaged Arthur Andersen LLP as its independent certifying
accountant effective March 10, 1999 dismissing Bradshaw, Smith & Co. its
prior independent certifying accountant, as of the same date. The change in
independent certifying accountant was approved by the Board of Directors of
Registrant on March 12, 1999.
The reports of Registrant for fiscal years 1997 and 1998 contained no adverse
opinion or disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or application of accounting principles, except that
Bradshaw, Smith & Co. for fiscal years 1997 and 1998, included an explanatory
paragraph regarding the Registrant's ability to continue as a going concern.
During fiscal years 1997 and 1998 and the subsequent period thereto prior to
the dismissal of Bradshaw Smith & Co., there were no disagreements between
Registrant and Bradshaw, Smith & Co. on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the satisfaction of Bradshaw, Smith &
Co., would have caused them to make reference thereto in their report on the
financial statements for such years. During fiscal years 1997 and 1998 and
the subsequent period thereto prior to engaging Arthur Andersen LLP, the
Registrant had no discussions with Arthur Andersen LLP regarding either the
application of accounting principles to a specific completed or contemplated
transaction, the type of opinion that would be rendered in Registrant's
financial statements, and neither written nor oral advice has provided that
was an important factor construed by the Registrant in reaching a decision as
to the accounting, auditing or financial reporting issue, or any matter that
was the subject of disagreement with Bradshaw Smith & Co.
Item 5. Other Events.
Not applicable.
Item 6. Resignation of Registrant's Directors.
Not applicable.
Item 7. Financial Statements. Pro Forma Financial
Information and Exhibits.
(a) Exhibit 16.1 Letter from Bradshaw, Smith & Co., to the Securities
and Exchange Commission dated, March 12 1999.
Item 8. Change in Fiscal Year.
Not applicable.
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.
U.S. Microbics, Inc.
Date: March 17, 1999 By: /s/ Robert C. Brehm
Robert C. Brehm, President and Chief Executive
Officer
By: /s/ Conrad Nagel
Conrad Nagel, Chief Financial Officer
EXHIBIT 16.1
Chief Accountant
Securities and Exchange Commission
Washington, D.C. 20549
Board of Directors
U.S. Microbics, Inc.
5922-B Farnsworth Court
Carlsbad, Ca 92008
Gentlemen:
In accordance with the AICPA's SEC Practice Section requirements we are hereby
reporting the fact that the client-auditor relationship between U.S. Microbics,
Inc. (formerly Global Venture Funding, Inc.) and Bradshaw, Smith & Co. has
ceased. We were previously the accountants for U.S. Microbics, Inc. and on
January 25, 1999 (except for Notes 10 and 11 as to which the date is February
4, 1999), we reported on the consolidated financial statements of U.S.
Microbics, Inc. and Subsidiaries as of and for the year ended September 30,
1998. On March 12, 1999, we were dismissed as accountants of U.S. Microbics,
Inc. We have read U.S. Microbics, Inc. statements included under Item 4 of
its form 8-K for March 12, 1999, and we agree with such statements.
Very truly yours,
/s/ Bradshaw, Smith & Co.
Bradshaw, Smith & Co.
Las Vegas, Nevada
March 12, 1999
