ADEN ENTERPRISES INC
8-K/A, 2001-01-17
TRANSPORTATION SERVICES
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                       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): November 1, 2000

                             ADEN ENTERPRISES, INC.
             (Exact name of registrant as specified in its charter)





         California                     00-18140                 87-0447215
         ----------                     --------                 ----------
       (State or other              (Commission File         (I.R.S. Employer
       jurisdiction of                  Number)           Identification Number)
      incorporation or
        organization)

                     13314 "I" Street, Omaha, Nebraska 68137
               (Address of principal executive offices) (ZIP Code)






               Registrant's telephone number, including area code:
                                 (402) 334-5556


<PAGE>



Item 4.   Changes in Registrant's Certifying Accountant

     (a) Owing to the  untimely  death of  Darrell T.  Schvaneveldt  on or about
September 8, 2000, the  Registrant's  Certifying  Accountant,  Schvaneveldt  and
Company of Salt Lake City, Utah, discontinued its practice.

     (b) Schvaneveldt and Company has been the Registrant's  principal  auditors
for the purpose of auditing its financial statements for the fiscal years ending
April 30,  1999 and April 30,  1998.  At the time of Mr.  Schvaneveldt's  death,
Schvaneveldt  and  Company  was in the  process  of  auditing  the  Registrant's
financial  statements  for the fiscal year ending April 30, 2000. The reports on
the financial statements for the two aforementioned fiscal years did not contain
an adverse  opinion or a  disclaimer  of opinion  and,  except  with  respect to
uncertainty  as  to  whether  the  Registrant  will  continue   operating  as  a
going-concern,  were not qualified or modified as to uncertainty, audit scope or
accounting  principles.  In the two most recent fiscal years and the  subsequent
interim   period   through   September  8,  2000,  the  Registrant  has  had  no
disagreements  with its former  principal  auditors on any matter of  accounting
principles or practices,  financial  statement  disclosure or auditing  scope or
procedure  which, if not resolved to the  satisfaction  of the former  principal
auditors,  would have caused  Schvaneveldt  and Company to make reference to the
matter in their reports. The Registrant is unable to include the letter from its
former auditors as Exhibit 16 due to the death of Mr. Schvaneveldt.

     (c) On November 1, 2000,  the  Registrant  engaged the  services of Crouch,
Bierwolf & Associates of Salt Lake City, Utah to act as Registrant's  Certifying
Accountant.  The newly engaged  accountant has not been consulted during the two
aforementioned fiscal years, and any subsequent interim period prior to engaging
the  accountant,  with  respect  to  any  matter  of  accounting  principles  or
practices, financial statement disclosure or auditing scope or procedure.

                                    SIGNATURE

     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.


                                    ADEN ENTERPRISES, INC.



                                    By:/s/ Michael S. Luther
                                    Michael S. Luther
                                    Chief Executive Officer

Date: January 17, 2001




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