SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 22, 1996
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Gallery Rodeo International
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(Exact Name of Registrant as Specified in Charter)
California 0-19644 33-0300193
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
Holly Sugar Building, Suite 330,
2 N. Cascade Avenue, Colorado Springs, CO 80903
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including Area Code: (719) 520-1800
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(Former Name or Former Address, if Changed Since Last Report)
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EXPLANATORY NOTE
This Form 8-K/A constitutes Amendment No. 1 to the Form 8-K filed with
the Securities and Exchange Commission on August 29, 1996. This Form 8-K/A is
being filed for the purpose of amending and restating Item 4 of the Form 8-K and
filing Exhibit 16.1.
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On August 22, 1996, Registrant notified its independent auditors, Grant
Thornton, LLP, of its decision to dismiss Grant Thornton, LLP, as the
Registrant's independent auditors. The Registrant's decision to change its
independent auditors was approved by the Board of Directors on August 15, 1996.
The independent auditor's report for the fiscal years ending December
31, 1994 and 1995, contained no adverse opinion, disclaimer of opinion, or
modification as to uncertainty, audit scope or accounting principles. During the
Registrant's two most recent fiscal years and any subsequent interim periods
through the date of dismissal, there were no disagreements between the
Registrant and Grant Thornton, LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure.
The Registrant believes that the change of independent auditors, in
view of new current management and relocation of the Registrant's executive
offices from California to Colorado, will ultimately result in lower
expenditures for their auditing and accounting needs.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Business Acquired.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
EXHIBIT NO. 16.1 Letter re change in Certifying Accountant
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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.
Date: September 3, 1996 GALLERY RODEO INTERNATIONAL
By: /s/ J. Royce Renfrow
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J. Royce Renfrow
General Counsel and
Corporate Secretary
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EXHIBIT INDEX
Exhibit No. Description Page No.
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16.1 Letter re change in Certifying Accountant 6
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EXHIBIT 16.1
[LOGO]
Grant Thornton LLP Accountants and
Management Consultants
The U.S. Member Firm of
Grant Thornton International
September 4, 1996
Securities and Exchange Commission
Washington, D.C. 20549
Re: Gallery Rodeo International
File No. 0-19644
Dear Sir or Madam:
We have read Item 4 of the Form 8-K/A of Gallery Rodeo International
dated September 3, 1996 and agree with the statements contained in paragraphs
one and two therein. We have no basis to comment on paragraph three therein.
Very truly yours,
/s/ Grant Thornton LLP
Grant Thornton LLP
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