SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: October 22, 1998
KIMBELL - deCAR CORPORATION
(Exact name of registrant as specified in its charter)
COLORADO 33-7075-LA 33-0179781
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1820 SHARPLESS DRIVE, LA HABRA HEIGHTS, CA 90631
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: NONE
NOT APPLICABLE
(Former name or former address, if changed since last report.)
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Item 1. CHANGES IN CONTROL OF REGISTRANT
None.
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
None.
Item 3. BANKRUPTCY OR RECEIVERSHIP
None.
Item 4. CHANGES IN ACCOUNTANTS
Doran Peck, C.P.A., P.C., formerly CPA's for the Company, resigned as
auditor in 1996 due to retirement of Mr. Peck. Michael B. Johnson & Company,
CPA's were engaged in August 1998 as auditors for Company.
In connection with audits of two most recent fiscal years and any
interim period preceding resignation, no disagreements exist with any former
accountant on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope of procedure, which disagreements if not
resolved to the satisfaction of the former accountant would have caused him to
make reference in connection with his report to the subject matter of the
disagreement(s).
The audit report by Doran Peck, C.P.A., P.C. for the year ended
December 31, 1995 and prior years 1991, 1992, 1993, and 1994, contained an
opinion which included a paragraph discussing uncertainties related to
continuation of the Registrant as a going concern. Otherwise, the audit report
by Doran Peck, C.P.A., P.C. for the years ended December 1991 through 1995 did
not contain an adverse opinion or a disclaimer of opinion, nor was qualified or
modified as to uncertainty, audit scope or accounting principles.
The decision to change accountants was approved by the Board of
Directors as the registrant has no audit committee.
Item 5. OTHER EVENTS
Not Applicable.
Item 6. RESIGNATION OF DIRECTORS
Not Applicable.
Item 7. FINANCIAL STATEMENTS PRO FORMA FINANCIAL & EXHIBITS
Not Applicable.
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Exhibits
None
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 thereunto duly authorized.
Date: October 22, 1998 KIMBELL-deCAR CORPORATION
By:/s/Virgil K. Kimbell
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Virgil K. Kimbell, President
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YOUMANS, PECK & CO., P.C.
Certified Public Accountants
October 22, 1998
To: Kimbell-deCar Corporation
Dear Sirs:
This letter will confirm that Doran Peck, C.P.A. merged his practice with this
firm, and subsequently has retired. Since this firm no longer does SEC audits
for public companies, it cannot continue as auditor.
We have read and agree with the text contained in Item 4 of the Form 8-K for
Kimbell-deCar Corporation dated October 22, 1998.
Sincerely,
/s/Bruce Youmans
Youmans, Peck & Co., P.C.
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Bruce Youmans
President
cc: Office of Chief Accountant
SECPS letter file
Securities & Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
2121 South Oneida Street, Suite 636, Denver, Colorado 80224
(303) 758-1796 Fax: (303) 758-1825
