<PAGE> 1
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
December 31, 1998
GRAND CENTRAL SILVER MINES, INC.
(Exact name of registrant as specified in its charter)
UTAH
(State or other jurisdiction of incorporation)
0-17048 87-0429204
(Commission File No.) (IRS Employer ID)
1010 Ironwood Drive, Suite 105
Coeur d'Alene, Idaho 83814
(Address of principal executive offices and Zip Code)
(208) 769-7340
(Registrant's telephone number, including area code)
<PAGE> 2 ITEM 4. CHANGE OF REGISTRANTS CERTIFYING ACCOUNT.
(a) At its board meeting on December 22, 1998, the Board of
Directors of the Registrant engaged Williams & Webster, P.S.,
Certified Public Accountants, as its independent auditor for
1998.
(b) The accounting firm of Jones, Jensen & Company was
dismissed. There were no disagreements with Jones, Jensen &
Company on any matter of accounting principles or practices,
financial disclosure, or auditing scope or procedure or any
reportable events other than as disclosed in paragraphs (e), (f),
(g) and (h) below.
(c) The former principal accountant's report on the
Company's financial statements during the last two years
contained no adverse opinions or disclaimer of opinions and were
not qualified or modified as to uncertainty, audit scope or
accounting principles.
(d) During the last two fiscal years and during the
subsequent interim periods, there were no disagreements with the
former principal accountant on any matter of accounting
principles or practices, financial statement disclosures, or
auditing scope or procedures other than as disclosed in
paragraphs (e), (f), (g) and (h) below.
(e) Jones, Jensen & Company has provided a letter addressed
to the Securities and Exchange Commission dated December 28,
1998, stating its acknowledgment of their dismissal and: (1) that
they disagree with management of the Company as it relates to the
proposed accounting treatment of the capitalized mineral property
costs; and, (2) further, that they do not consent to the use of
their audit report dated November 26, 1997 as of and for the year
ended September 30, 1998 10-K filing. A copy of which is filed
as Exhibit 16.1 to this Form 8-K.
(f) The Company responded thereto with Exhibit 16.2 attached
hereto explaining the capitalization of the mineral costs among
other things.
(g) Jones, Jensen & Company has provided a second letter to
the Securities and Exchange Commission, similar to the one set
forth in paragraph (e) however, the second letter deletes
reference to the disagreement with the proposed accounting
treatment of the capitalized mineral costs, but references
disagreements with representations of the Company without
explanation thereof.
(h) Jones, Jensen & Company objects to the use of their
audit report in the Company's September 30, 1998 10-K for the
period ending September 30, 1997. The Company believes it has an
unqualified right to use said audit report in the September 30,
1998 10-K and intends to do so.
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ITEM 7. Financial Statements and Exhibits
The following exhibits are hereby made part of this Form
8-K:
Exhibit No. 16.1 Letter from Jones, Jensen & Company to the
Securities and Exchange Commission.
Exhibit No. 16.2 Letter from the Company to Jones, Jensen &
Company.
Exhibit No. 16.3 Letter from Jones, Jensen & Company to the
Securities and Exchange Commission.
SIGNATURE
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.
Dated this 31st day of December, 1998.
GRAND CENTRAL SILVER MINES, INC.
BY: /s/ John P. Ryan
John P. Ryan, President and a
Member of the Board of Directors
EXHIBIT 16.1
LETTERHEAD
Jones, Jensen & Company, LLC
Certified Public Accountants and Consultants
50 South Main Street
Suite 1450
Salt Lake City, Utah 84144
Telephone: (801) 328-4408
Facsimile: (801) 328-4461
December 28, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously the independent accountants for Grand Central
Silver Mines, Inc. (formerly Centurion Mines Corporation). On
December 23, 1998, we were dismissed as the independent
accountants of Grand Central Silver Mines, Inc. (formerly
Centurion Mines Corporation) and we were notified of the
dismissal on December 28, 1998.
We have read Grand Central Silver Mines, Inc.'s (formerly
Centurion Mines Corporation) statements included under Item 4 of
its Form 8-K dated December 23, 1998, and we disagree with the
following representations of the Company:
We disagree with management of the Company as it relates to the
proposed accounting treatment of the capitalized mineral property
costs.
We also do not consent to the use of our audit report dated
November 26, 1997 as of and for the year ended September 30, 1997
in the September 30, 1998 10-K filing.
Very truly yours,
/s/ Jones, Jensen & Company
Jones, Jensen and Company
EXHIBIT 16.2
Grand Central Silver Mines, Inc.
1010 Ironwood Drive, Suite 105
Coeur d'Alene, Idaho 83814
(208) 769-7340 FAX: (208) 667-7680
December 30, 1998
Jones, Jensen & Company, LLC
40 South Main Street
Salt Lake City, Utah 84144
Dear Gentlemen:
We are in receipt of your letter dated December 28, 1998,
addressed to the Securities and Exchange Commission wherein you
express disagreement with management's proposed accounting
treatment of capitalized mineral costs.
We believe it is significant that you expressed no disagreement
with us prior to now relative to our company's previously issued
financial statements, audit scope or accounting principles.
While we have not conferred with you relative to the accounting
treatment of capitalized mineral costs, you may be aware from our
1998 10-Q's that we have taken write-downs on our recorded
mineral property costs in the amounts of $2,000,000 and
$5,000,000 in the quarters ending March 31, 1998 and June 30,
1998. We have taken these write-downs in order to properly
reflect the decreased value of our assets.
Should your disagree with this conservative accounting treatment
or with any specific proposed accounting treatment of our
capitalized mineral property costs, kindly advise.
Given the company's recent move from Salt Lake City to the
Northwest, we judged it prudent to use a Spokane CPA firm for our
auditing. We would like to thank you for your past service to
our company and wish your firm well.
Sincerely yours,
/s/ John Ryan
John Ryan
President
EXHIBIT 16.3
LETTERHEAD
Jones, Jensen & Company, LLC
Certified Public Accountants and Consultants
50 South Main Street
Suite 1450
Salt Lake City, Utah 84144
Telephone: (801) 328-4408
Facsimile: (801) 328-4461
December 28, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously the independent accountants for Grand Central
Silver Mines, Inc. (formerly Centurion Mines Corporation). On
December 23, 1998, we were dismissed as the independent
accountants of Grand Central Silver Mines, Inc. (formerly
Centurion Mines Corporation) and we were notified of the
dismissal on December 28, 1998.
We have read Grand Central Silver Mines, Inc.'s (formerly
Centurion Mines Corporation) statements included under Item 4 of
its Form 8-K dated December 23, 1998, and we disagree with
certain representations of the Company:
We also do not consent to the use of our audit report dated
November 26, 1997 as of and for the year ended September 30, 1997
in the September 30, 1998 10-K filing.
Very truly yours,
/s/ Jones, Jensen & Company
Jones, Jensen and Company
