UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A2
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report: (Date of Earliest Event Reported):
March 20, 1999
COMMON GOAL HEALTH CARE PARTICIPATING
MORTGAGE FUND LP
(Exact name of registrant as specified in its charter)
Delaware 0-17600 52-1475268
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
215 Main Street, Penn Yan, NY 14527
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (315) 536-5985
Item 4. Changes in Registrant's Certifying Accountant
On March 20, 1999, the Registrant engaged the accounting firm of Ehrhardt Keefe
Steiner & Hottman PC ("EKS&H") as its principal independent accountants to audit
the Registrant's financial statements for its fiscal years ending December 31,
1998. The appointment of new independent accountants was approved by the Audit
Committee and Board of Directors of the Registrant. The Company dismissed its
former independent accountants, KPMG LLP effective with the appointment of
EKS&H.
Prior to the appointment of EKS&H, management of the Registrant had not
consulted with EKS&H.
During the fiscal years ended December 31, 1997 and 1996 and up through March
20, 1999, there were no disagreements with the former accountants on any matter
of accounting principles or practices, financial statement disclosures, or
auditing scope or procedure which would have caused the former accountants to
make reference in their report to such disagreements if not resolved to their
satisfaction.
KPMG LLP's reports on the financial statements for the years ended December 31,
1997 and 1996 have contained no adverse opinion or disclaimer of opinion and
were not modified as to uncertainty, audit scope or accounting principles.
The Registrant has provided KPMG LLP with a copy of this disclosure and
requested that KPMG LLP furnish it with a letter addressed to the Securities and
Exchange Commission stating whether it agrees with the above statements.
<PAGE>
Item 7
(c) Exhibits
16 Former Accountants' Letter
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.
Common Goal Health Care Participating
Mortgage Fund LP
By: Common Goal Capital Group, Inc.
General Partner
Date: April 9, 1999 By: /s/ Albert E. Jenkins III
Albert E. Jenkins III, Chairman and
Chief Executive Officer
April 9, 1999
Office of the Chief Accountant
SECPS Letter Files
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Common Goal Health Care
Participating Mortgage Fund L.P. and, under the date of March 16, 1998, we
reported on the financial statements of Common Goal Health Care Participating
Mortgage Fund L.P. as of and for the years ended December 31, 1997 and 1996. On
March 20, 1999, our appointment as principal accountants was terminated. We have
read Common Goal Health Care Participating Mortgage Fund L.P.'s statements
included under Item 4 of its Form 8-K/A2 dated April 9, 1999, and we agree with
such statements.
Very truly yours,
/s/KPMG LLP
KPMG LLP
