U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-KSB/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
May 12, 1999
------------
(Date of Report)
Midland, Inc.
-------------
(Exact Name of Registrant as specified in its charter)
Colorado
--------
(State or other jurisdiction of incorporation)
0-20697 84-1078201
------- ----------
(Commission File Number) (IRS Employer Identification Number)
1073 4th Street, Ste. 3, Stone Mountain, Georgia 30083
------------------------------------------------------
(Address of principal executive offices including zip code)
P.O. Box 2469, Stone Mountain, Georgia 30086-2469
-------------------------------------------------
(Mailing address, including zip code)
(770) 413-8734
--------------
(Registrant's telephone number including area code)
1999 Broadway, Ste. 3235, Denver, CO
------------------------------------
(Former name or former address, if changed since last report)
Item 1. Change 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: On May 12, 1999, the
Company was notified by and accepted the resignation of Harlan & Boettger, LLP,
as the independent accountants of the Company. The Company has not yet appointed
a replacement. The Company had no disagreement with its former accountant on any
matter of accounting principal or practice, financial statement disclosure or
auditing scope or procedure which would have caused the accountant to make
reference in its report upon the subject matter of the disagreement. Further,
the former principal accountant's report on the financial statements did not
contain an adverse opinion or a disclaimer of opinion or qualification as to
audit scope or accounting principle. The decision to accept the resignation of
Harlan & Boettger was approved by the full Board of Directors since the Company
has no audit or similar committee. The resignation letter of the former
accountants is on file with the Company and the Securities and Exchange
Commission, and is attached to this report as an exhibit.
Item 5. Other Events: None.
Item 6. Resignation of Registrant's Directors: None.
1
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits: 16-Resignation Notice from Accountants.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MIDLAND, INC. (Registrant)
By: /s/ Roger F. Tompkins
-------------------------
Roger F. Tompkins, Chief Executive Officer
Date: June 24, 1999
Exhibit 16 - Accountant's Letter
May 14, 1999
Office of Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Ffith Street, N.W.
Washington, DC 20549
Gentlemen:
We were the previous principal accountants for Midland, Inc. (Registrant). On
March 20, 1999, we reported on the financial statements of Midlands, Inc. as of
and for the year ended December 31, 1998.
On May 12, 1999, we notified Robert Tompkins, President and Mark Pierce, Board
Member that we would no longer be serving as Midland, Inc.'s principal
accountant. There have been no disagreements concerning accounting principals or
disclosures. We have read item 4 of the Registrant's Form 8-K and agree with the
content.
Very truly yours,
/s/ Harlan & Boettger, LLP
- --------------------------
Harlan & Boettger, LLP
H&B/njs
cc: Robert Tompkins
Mark Pierce
2