CYBERAMERICA CORP
8-K/A, 2000-09-18
MANAGEMENT CONSULTING SERVICES
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                                  UNITED STATES
                       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 Event Requiring Report: August 29, 2000




                            CYBERAMERICA CORPORATION
             (Exact Name of Registrant as Specified on its Charter)


          I-9418                                         87-0509512
     -----------------                           ------------------------
  (Commission File Number)                  (IRS Employer Identification Number)


                                     NEVADA
 -------------------------------------------------------------------------------
         (State or Other Jurisdiction of Incorporation or Organization)




                          268 West 400 South, Suite 300
                           Salt Lake City, Utah 84101
  -----------------------------------------------------------------------------
                    (Address of Principal Executive Offices)




                                 (801) 575-8073
              (Registrant's Telephone Number, Including Area Code)









<PAGE>



ITEM 4.           Changes in Registrant's Certifying Accountant

On August 29, 2000,  CyberAmerica  Corporation ("the Company")  retained Mantyla
McReynolds of Salt Lake City ("Mantyla"), to be the principal accountant engaged
to audit the Company's  financial  statements.  This change replaces the firm of
Crouch,  Bierwolf & Chisholm  of Salt Lake City  ("CBC")  who was  dismissed  on
August 29, 2000 as the Company's principal  accountant and auditor.  The Company
had a good  relationship with CBC, but determined that it needed the services of
a larger firm. Accordingly, the Company's Board of Directors approved the change
in a resolution dated August 25, 2000.

The audit reports of CBC on the Company's  financial  statements  for the fiscal
years ending December 31, 1998 and December 31, 1999 did not contain any adverse
opinion or  disclaimer  of opinion,  nor were they  qualified  or modified as to
uncertainty, audit scope, or accounting principles, except such reports included
an explanatory paragraph for a going concern uncertainty.

In  connection  with the audits of the fiscal  years  ending  December 31, 1998,
December 31, 1999 and the subsequent  interim periods through June 30, 2000, and
up  to  August  29th,  the  date  of  CBC's  termination,  the  Company  had  no
disagreements  with CBC on any matter of  accounting  principles  or  practices,
financial  statement  disclosure,   or  auditing  scope  or  procedures,   which
disagreements,  if not resolved to their satisfaction,  would have caused CBC to
make  reference in connection  with their  opinion to the subject  matter of the
disagreement.  In addition, during that time there were no reportable events (as
defined in Item 304(a)(1)(iv) of Regulation S-B).

During the fiscal  years ending  December  31,  1998,  December 31, 1999 and the
subsequent  interim period  through June 30, 2000,  through August 29, 2000, the
date of termination,  and prior to such appointment, the Company did not consult
with  Mantyla  regarding  the  application  of  generally  accepted   accounting
principles to a specific transaction,  either proposed or completed, or the type
of audit opinion that might be rendered on the Company's  consolidated financial
statements.  Since there were no disagreements or reportable  events (as defined
in Item  304(a)(2) of Regulation  S-B),  the Company did not consult  Mantyla in
respect to these matters during that time.

The Company  provided Mantyla with a copy of this report prior to filing it with
the SEC.  The  Company  requested  that  Mantyla  furnish  the  Company  with an
engagement  letter to the SEC  stating  whether  Mantyla  agrees  with the above
statements.  A copy of that engagement  letter dated August 25, 2000 is filed as
Exhibit 16(i) to this Form 8-K/A.

The Company  also  supplied  CBC with a copy of this report  prior to its filing
with the SEC.  The Company  requested  CBC to supply it with a letter  regarding
whether CBC agrees with statements  contained  herein. A copy of that request to
CBC dated August 29, 2000 is filed as Exhibit 16 (ii) to this Form 8-K/A.

ITEM 7.           Financial Statements and Exhibits

The following exhibit(s) are included as part of this report:

EXHIBIT      PAGE
NO.          NO.       DESCRIPTION

16(i)        *        Engagement letter from Mantyla McReynolds dated August 25,
                      2000  relating   to  its  retention  as  the  Registrant's
                      independent auditors.

16(ii)       *        Letter to Crouch, Bierwolf and Chisholm, containing notice
                      of  its  termination  as   auditor  for  the  Company  and
                      requesting a letter confirming that there are no  material
                      disagreements with the Company


                                        2

<PAGE>



16(iv)      *        Letter  from  Crouch, Bierwolf and Chisholm stating that it
                     has reviewed the revised disclosures  in the Form 8-K/A and
                     has no objection to the statements made within it.



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




                                   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.

Dated: September 6, 2000


                                    CyberAmerica Corporation



                                    By: /s/Richard D. Surber
                                       ----------------------
                                       Richard D. Surber, President




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