GOLF VENTURES INC
8-K/A, 1998-05-19
REAL ESTATE
Previous: BOOTS & COOTS INTERNATIONAL WELL CONTROL INC, 10QSB, 1998-05-19
Next: TOYOTA MOTOR CREDIT CORP, 424B3, 1998-05-19



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                   FORM 8-K/A

                             AMENDED 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 26, 1997



                               GOLF VENTURES, INC.
- --------------------------------------------------------------------------------
              Exact name of registrant as specified in its charter



       Utah                         0-21337                    87-0403864
- --------------------------------------------------------------------------------
State or other jurisdiction     Commission File No.         IRS Employer ID #
of incorporation


           255 South Orange Avenue, Suite 1515, Orlando, Florida 32801
- --------------------------------------------------------------------------------
               Address and zip code of principal executive offices



                                  407-245-7557
- --------------------------------------------------------------------------------
                          Registrant's telephone number


   On May 6, 1998,  Registrant  filed a report  on Form  8-K/A disclosing, among
other   things,   information   concerning   a  change  in   outside   auditors.
Inadvertantly, a letter from the outgoing auditors was omitted from the exhibits
filed on May 6, 1998. This filing is made  exclusively for the purpose of filing
the previously omitted exhibit.



<PAGE>

Item 1. Changes in Control of Registrant

          Not Applicable.

Item 2. Acquisition or Disposition of Assets

          Not Applicable.

Item 3.  Bankruptcy or Receivership

          Not Applicable.


Item 4.  Changes in Registrant's Certifying Accountant

   On March 13, 1998, the Company  formally  terminated its independent  auditor
relationship  with Jones Jensen & Co. (A response letter from Jones Jensen & Co.
is attached to this filing as an exhibit.)

   Each of Jones,  Jensen's  reports on the financial  statements of the Company
for the  fiscal  years  ended  March  31,  1997 and 1996  were  qualified  as to
uncertainty  with  respect  to the  Company's  ability  to  continue  as a going
concern.

   The decision to change  accountants  was approved by the  Company's  Board of
Directors.

   During the fiscal years ended March 31, 1997 and 1996,  and during the period
April 1, 1997 through March 13, 1998,  there were no  disagreements  with Jones,
Jensen on any matter of accounting principles or practices,  financial statement
disclosure or auditing scope or procedures or any reportable event.

   On March 19, 1998,  the Company  formally  engaged BDO Seidman LLP ("BDO") as
its independent  auditors who will audit and report on the financial  statements
of the Company for the fiscal year ended  December 31, 1997.  (A copy of the BDO
engagement letter tin attached to this filing as an exhibit.)

   Prior to engaging  BDO,  neither the Company nor anyone  acting on its behalf
consulted  with BDO regarding the  application  of accounting  principles to any
specified transaction or the type of audit opinion that might be rendered on the
Company's financial statements.  In addition,  during the Company's fiscal years
ended  March 31,  1997 and 1996,  and the  interim  period from April 1, 1997 to
March 13, 1998,  neither the Company nor anyone  acting on its behalf  consulted
with BDO with respect to any matters that were the subject of a disagreement (as
defined in Item  304(a)(1)(iv)  of  Regulation  S-K) or a  reportable  event (as
described in Item 304(a)(1)(v) of Regulation S-K).

<PAGE>

Item 5. Other Events

          Not Applicable.

Item 6. Resignation of Registrant's Directors

          Not Applicable.

Item 7. Financial Statement, Pro Forma Financial Information and Exhibits

          Not Applicable.

Item 8. Changes in Fiscal Year

          Not Applicable.

Item 9. Sales of equity securities pursuant to Regulation S

          Not Applicable.

   The following exhibits are filed with the Report.

         Exhibit No.   Description

            10.1       Letter from Jones, Jensen & Co. recognizing the cessation
                       of the independent auditor relationship.


<PAGE>

                                                     GOLF VENTURES, INC.

                                                     /s/ Warren Stanchina
                                                     ---------------------------
                                                     Warren Stanchina, President

DATED:  May 19, 1998
              



May 15, 1998

Securities and Exchange Commission 
450 Fifty Street, N.W.
Washington, D.C. 20549

Re:  Golf Ventures, Inc. 

Dear Sirs:

We have read Item 4 of Golf Ventures,  Inc. form 8-K/A dated May 6, 1998 and are
in agreement with the statements  contained therein,  so far as those statements
pertain to Jones, Jensen & Company.

Sincerely, 

/s/ Jones, Jensen & Company

Jones, Jensen & Company




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission