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 (DATE OF EARLIEST EVENT REPORTED): May 18, 1999
XOX CORPORATION
DELAWARE 0-28610 93-0898539
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification Number)
7640 West 78th Street, Bloomington, Minnesota 55439
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (612) 946-1191
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Previous Independent Accountants
XOX Corporation (the "Company") on May 18, 1999, dismissed Ernst & Young LLP as
its independent accountant. The decision to change accountants was recommended
by the XOX Board of Directors.
In connection with the audits of the fiscal years ended December 31, 1998, 1997,
and in the subsequent interim period through the date of dismissal, there were
no disagreements with Ernst & Young LLP on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or procedures,
which disagreements if not resolved to the satisfaction of Ernst & Young LLP
would have caused them to make reference thereto in their report on the
financial statements for such years.
Ernst & Young LLP's report on the consolidated financial statements as of and
for the years ended December 31, 1998 and 1997, did not contain any adverse
opinion or disclaimer of opinion, nor was it qualified as to uncertainty, audit
scope, or accounting principles.
XOX Corporation has requested that Ernst & Young LLP furnish it with a letter
addressed to the SEC stating whether or not it agrees with the above statements.
A copy of such letter, dated May 21, 1999 is filed as Exhibit 16 to this Form
8-K.
(b) New Independent Accountants
On May 19, 1999, XOX Corporation engaged Grant Thornton LLP as its new
independent accountants.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 16. Ernst & Young LLP Letter regarding Change in Certifying Accountant.
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.
XOX CORPORATION
Date: May 25, 1999 /s/ Mark O. Senn
President and Chief Operating Officer
