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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 10, 1999
GARY PLAYER DIRECT, INC.
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(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 033-07811NY 93-0943925
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State or Other Jurisdiction Commission IRS Employer
of Incorporation or Organization File Number Identification No.
710 Aerovista, Suite B, San Luis Obispo, CA 93401
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Address of Principal Executive Offices Zip Code
Registrant's telephone number, including area code: (805)783-1011
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Former name or former address, if changed since last report
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Item 4. Changes in Registrant's Certifying Accountant.
As disclosed in the Current Report on Form 8-K filed with the United
States Securities and Exchange Commission (the "Commission") on November 3,
1999, Gary Player Direct, Inc. (the "Company") engaged Grant Thornton LLP
("Grant Thornton") as the Company's new independent auditors. The Company's
Board of Directors approved the engagement of such auditors on October 28, 1999
as well as the termination of the engagement of the Company's former accountant,
Scheifley & Associates, P.C. ("Scheifley"). Scheifley no longer serves as the
Company's auditor since the Company's filing of its Quarterly Report on Form
10-QSB for the quarter ended December 31, 1998, which quarterly report was filed
with the Commission on November 9, 1999.
Scheifley's reports on the Company's financial statements for the
fiscal years ended September 30, 1997 and September 30, 1998 did not contain an
adverse opinion or a disclaimer of opinion; nor were such reports qualified or
modified as to uncertainty, audit scope or accounting principles, except that
the report for the year ended September 30, 1998 indicated substantial doubt
about the Company's ability to continue as a going concern.
During the Company's fiscal year ended September 30, 1997 and September
30, 1998 and the subsequent period through the filing of the Company's Quarterly
Report on Form 10-QSB for the quarter ended December 31, 1998, there were no
disagreements between the Company and Scheifley on any matter of accounting
principles or practices, financial statements disclosure, or auditing scope or
procedure, which disagreement, if resolved or not resolved to the satisfaction
of Scheifley would have caused it to make reference to the subject matter of the
disagreement in connection with its report. The Company also did not experience
any of the events listed in paragraph (a)(1)(v)(A) through (D) of Item 304 of
Regulation S-B, which events are defined as "reportable events", during the
Company's two most recent fiscal years and the subsequent interim period to
December 9, 1999.
Grant Thornton was not consulted concerning the application of
accounting principles to any specific transaction, either completed or proposed;
or the type of audit opinion that might be rendered on the Company's financial
statements, nor was a written report provided to the Company nor oral advice
provided that Grant Thornton concluded was an important factor considered by the
Company in reaching its decision as to any accounting,
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auditing or financial reporting issue. Nor did the Company consult with Grant
Thornton regarding any disagreement (as defined in paragraph (a)(1)(iv) of Item
304 of Regulation S-B) or any reportable event (as described in paragraph
(a)(1)(v) of Item 304 of Regulation S-B).
Item 7. Financial Statements
(c) Exhibits.
16.1 Letter from Scheifley & Associates, P.C.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GARY PLAYER DIRECT, INC.
By: /s/ Carl Casareto
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Carl Casareto, Executive Vice President and
Treasurer (Principal Financial Officer)
Date: December 9, 1999
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EXHIBIT 16.1
December 9, 1999
Securities and Exchange Commission
450 Fifth Street NW
Washington, D.C. 20549
Re: Gary Player Direct, Inc. (formerly Grafix Corporation)
Dear Sir/Madam:
Pursuant to the request of the above-named Company, we affirm that:
(1) We have read the Company's response to Item 4 of Form 8-K dated
December 9, 1999; and
(2) We agree with the response.
Sincerely,
/s/ James E. Scheifley
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James E. Scheifley & Associates, P.C.
