SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
DECEMBER 1, 2000
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED)
POWERCOLD CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEVADA 33-19584 23-2582701
(STATE OF INCORPORATION) (COMMISSION FILE NO.) (IRS EMPLOYER IDENT. NO.)
103 GUADALUPE DRIVE
CIBOLO, TEXAS 78108
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
210 659-8450
(REGISTRANT'S TELEPHONE NUMBER)
<PAGE>
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 REGISTRANT'S CERTIFYING ACCOUNTANT
(I) The client-auditor relationship between the registrant and R. E. Bassie
& Co., P.C. has terminated effective December 1, 2000.
The Company has retained a new independent accounting and audit firm
effective December 1, 2000 for the year ending December 31, 2000.
Williams & Webster, P.S.
Certified Public Accountants
601 W. Riverside, Suite 1940
Spokane, WA 99201
(II) During the registrant's recent fiscal year audit of December 31, 1999
and the subsequent period up to the date of the termination of the former
auditor, there were no disagreements with the former auditor on any matter of
accounting principles or practices, financial statement disclosures or auditing
scope of procedure.
(III) The Registrants Board of Directors approved of the change of
certifying accountant effective as of December 1, 2000.
(IV) To the best of our knowledge there are no other required disclosures.
The former auditor verified that there have been no disagreements on any matter
of accounting principals or practices, financial statements disclosure or
auditing scope of procedure either during the recent fiscal years and subsequent
to the date of their resignation.
(V) Amendment - Attached Exhibits
1.1 Accountants' letter of agreement.
ITEM 5 - OTHER EVENTS
None
ITEM 6 - RESIGNATIONS OF REGISTRANT'S DIRECTORS
None
ITEM 7 - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
None
ITEM 8 - CHANGE IN FISCAL YEAR
None
<PAGE>
POWERCOLD CORPORATION
FORM 8-K
Signatures
In accordance with the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
POWERCOLD CORPORATION
/s/ Francis L. Simola
--------------------------
Francis L. Simola
President and CEO
Date: December 1, 2000
R. E. BASSIE & CO., P.C.
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL CORPORATION
6776 Southwest Freeway, Suite 580
Houston, Texas 77074-2107
Tel: (713) 266-0691 Fax: (713) 266-0692
E-Mail: [email protected]
December 1, 2000
Securities and Exchange Commission
450 5th Street, N. W.
Washington, D.C. 20549
Gentlemen:
We have been furnished with a copy of the response to Item 4 of Form 8-K for the
event that occurred on December 1, 2000 (the termination of the client-auditor
relationship), to be filed by our former client, PowerCold Corporation. We
agree with the statements made in response to that item insofar as they relate
to our Firm.
Very truly yours,
/s/ R. E. Bassie & Co., P.C.
-----------------------------
R. E. Bassie & Co., P.C.
