KING POWER INTERNATIONAL GROUP CO LTD
8-K/A, 1999-01-14
MISC GENERAL MERCHANDISE STORES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 --------------

                                   FORM 8-K/A



                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



      Date of Report (Date of Earliest Event Reported : November 15, 1998)



                    KING POWER INTERNATIONAL GROUP CO., LTD.
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)


                                     Nevada
                 (State or other jurisdiction of incorporation)


                                     1-13205
                            (Commission File Number)


                                   75-2641513
                        (IRS Employer Identification No.)

    27th Floor Siam Tower, 989 Rama I Road, Patumwan, Bangkok 10330 Thailand
    ------------------------------------------------------------------------
                    (Address of principal executive offices)



      Registrant's telephone number (including area code): 011-662-658-0090





<PAGE>


ITEM 4. Changes in Registrant's Certifying Accountants



I.

The accounting firm of BDO Binder  (Thailand) Ltd., the independent  accountants
for the  registrant  that was hired on December  12, 1997,  was  dismissed as of
November  15,  1998  as  directed  by the  vote  of the  registrant's  Board  of
Directors.

During the fiscal year ended December 31, 1996 and the subsequent interim period
through December 12,1997 there were no disagreements with Cheshier & Fuller, LLP
on any  matter  of  accounting  principles  or  practices,  financial  statement
disclosure or auditing scope or procedure or any reportable  events.  During the
fiscal year ended  December 31, 1997 and the  subsequent  interim period through
November 15, 1998 there have been no  disagreements  with BDO Binder  (Thailand)
Ltd. on any matter of accounting  principles or practices,  financial  statement
disclosure or auditing scope or procedure or any reportable events.

Cheshier & Fuller, LLP's report on the registrant's financial statements for the
fiscal year ended December 31, 1996  contained no adverse  opinion or disclaimer
of opinion and was not qualified or modified as to  uncertainty,  audit scope or
accounting  principles.  BDO Binder (Thailand) Ltd.'s report on the registrant's
financial  statements  for the fiscal year ended  December 31, 1997 contained no
adverse opinion or disclaimer of opinion and was not qualified or modified as to
uncertainty,  audit scope or accounting principles. During the fiscal year ended
December 31, 1996 and the subsequent  interim  period through  December 12, 1997
there were no disagreements  with the registrant's  accounting firm,  Cheshier &
Fuller, LLP or reportable events. During the fiscal year ended December 31, 1997
and the  subsequent  interim  period  through  November  15,1998  there  were no
disagreements with the registrant's  accounting firm, BDO Binder(Thailand)  Ltd.
or reportable events.

The registrant has requested that BDO Binder (Thailand),  Ltd. furnish it with a
letter  addressed to the Securities and Exchange  Commission  stating whether it
agrees with the above statements to the extent that they relate to that firm.



II.

Due to the fact that the accounting firm of BDO Binder (Thailand), LLP, then the
independent accountants for the registrant,  was dismissed on November 15, 1998,
the registrant engaged the accounting form of Deloitte Touche Tohmatsu Jaiyos as
independent accountants for the registrant, effective as of November 15, 1998.

During the fiscal  years ended  December 31, 1996 and 1997,  and the  subsequent
interim period through November 15, 1998, there have been no consultations  with
Deloitte  Touche  Tohmatsu  Jaiyos on any matters of accounting  principles to a
specific transaction, either completed or proposed, or the type of audit opinion
that might be rendered on the registrant's financial statements.





<PAGE>


ITEM 7.  Financial Statements and Exhibits.

             (c)  Exhibits







                                    SIGNATURE



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



KING POWER INTERNATIONAL GROUP CO., LTD.


By /s/ Vichai Raksriaksorn
       -------------------
       Vichai Raksriaksorn, President and Chairman of the Board



January 14, 1999






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