MILLER PETROLEUM INC
10KSB/A, 2000-09-28
BUSINESS SERVICES, NEC
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                    U. S. Securities and Exchange Commission
                              Washington, D. C.  20549

                                      FORM 10-KSB/A-1

[X]     ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934

        For the fiscal year ended April 30, 2000

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934

        For the transition period from           to
                                       ---------    ---------

                        Commission File No. 33-2249-FW

                             MILLER PETROLEUM, INC.
               (Name of Small Business Issuer in its Charter)

        TENNESSEE                                     62-1028629
        ---------                                     ----------
State or Other Jurisdiction of               (I.R.S. Employer I.D. No.)
incorporation or organization)

                               3651 Baker Highway
                          Huntsville, Tennessee  37756
                          ----------------------------
                    (Address of Principal Executive Offices)

                   Issuer's Telephone Number:  (423) 663-9457



                                       N/A
                                       ---
        (Former Name or Former Address, if changed since last Report)


Securities Registered under Section 12(b) of the Exchange Act:  None.

Securities Registered under Section 12(g) of the Exchange Act: None.

Check whether the Issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the Registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.

(1)   Yes X    No     (2)   Yes X    No
         ---     ---           ---      ---

Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.  [ ]

State Issuer's revenues for its most recent fiscal year:
April 30, 2000 - $1,919,587.

State the aggregate market value of the common voting stock held by
non-affiliates computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date
within the past 60 days.

August 9, 2000 - $2,199,711.  There are approximately 2,133,570 shares of
common voting stock of the Registrant held by non-affiliates.  On August 9,
2000 the average bid and asked price was $1.03.

                   (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                          DURING THE PAST FIVE YEARS)

Not Applicable.


                    (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

State the number of shares outstanding of each of the Issuer's classes of
common equity, as of the latest practicable date:

                                July 30, 2000

                                   7,166,191
                                   ---------

DOCUMENTS INCORPORATED BY REFERENCE

A description of "Documents Incorporated by Reference" is contained in Item 13
of this Report.


Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---

                                 PART I

Item 7.  Financial Statements.
------------------------------

            Amended Report of Independent Certified Public
            Accountant

<PAGE>
[Charles M. Stivers, C.P.A. letterhead]

STRICTLY CONFINDENTIAL


Board of Directors
Miller Petroleum, Inc.
Huntsville, Tennessee

We are the independent certified public accountants for Miller Petroleum, Inc.
( the "Company") and most recently we issued our audit report dated July 25,
2000, with respect to the Company's consolidated financial statements as part
of and for the year ended April 30, 2000, which report included an expanatory
paragraph regarding the going concern uncertainty.

Since the date of our report, we have met with management and understand that
there have been a number of matters which have had a favorable effect on the
Company's financial condition, including the infusion of additional capital
and the successful completion of drilling of additional commercially viable
wells.  In this regard, we have performed selected due diligence procedures on
such matters as they bear upon the Company's liquidity and based thereon, we
advise you that were we to render our audit report on the Company's financial
statements as of this date (as such audit report solely relates to our
consideration of the going concern uncertainty), we would no longer require
the inclusion of the explanatory paragraph regarding the going concern
uncertainty.

We wish to advise you that we have not performed an audit on the Company's
financial statements as of or for any periods subsequent to April 30, 2000,
accordingly, we are unable to and do not provide an opinion or any other form
of assurance with respect to any such periods subsequent to April 30, 2000.

/S/Charles M. Stivers
Charles M. Stivers
Certified Public Accountant
September 26, 2000
                                SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                             MILLER PETROLEUM, INC.


Date: 9/27/00                                By/s/Deloy Miller
     ----------------                          ---------------------------
                                               Deloy Miller, CEO and
                                               Director


Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this Report has been signed below by the following persons on behalf
of the Registrant and in the capacities and on the dates indicated:


                                             MILLER PETROLEUM, INC.


Date: 9/27/00                                By/s/Deloy Miller
     ----------------                          ---------------------------
                                               Deloy Miller, CEO and
                                               Director


Date: 9/27/00                                By/s/Lawrence LaRue
     ----------------                          ---------------------------
                                               Lawrence LaRue, Secretary/
                                               Treasurer and Director

Date: 9/27/00                                By/s/Herman Gettelfinger
     ----------------                          ---------------------------
                                               Herman Gettelfinger, Director



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