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
March 31, 1998
Date of Report (date of earliest event reported)
U.S. PAWN, INC.
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(Exact name of registrant as specified in its charter)
Colorado 0-18291 84-0819941
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) I.D. Number)
7125 Lowell Boulevard
Westminster, Colorado 80030
(Address of principal executive offices)
Registrant's telephone number, including area code: (303) 657-3550
N/A
(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant.
Pursuant to Item 304 of Regulation S-K, the Company makes the following
representations:
(i) On March 26, 1998, AJ. Robbins, PC, Certified Public Accountants and
Consultants, 3033 East 1st Avenue, Denver, Colorado, Certifying
Accountant for U.S. Pawn, Inc. (the "Company") resigned as Certifying
Accountant for the Company due to certain independence issues.
(ii) None of the prior certifying accountant's reports on the Company's
financial statements for the past two years contained an adverse
opinion or disclaimer of opinion, or was modified as to uncertainty,
audit scope or accounting principle.
(iii) The appointment of the new certifying accountant was recommended by
the Audit Committee of the Company's Board of Directors and approved
by the Company's Board of Directors.
(iv) During the Company's two most recent fiscal years and subsequent
interim period up to the date of the change in certifying accountant,
there were no disagreements with the former certifying accountant on
any matter of accounting principle or practices, financial statement
disclosure, or auditing scope or procedure, which disagreement(s), if
any, not resolved to the satisfaction of AJ. Robbins, PC, would have
caused AJ.Robbins, PC to make a reference to the subject matter of the
disagreement(s) in connection with his report.
(v) Effective March 30, 1998, the Company has engaged the accounting firm
of Ehrhardt Keefe Steiner & Hottman, Certified Public Accountants and
Consultants, 7979 East Tufts Avenue, Denver, Colorado, as Certifying
Accountant for the year ending December 31, 1997.
(vi) The Company did not consult with Ehrhardt Keefe Steiner & Hottman with
regard to any matter concerning the application of accounting
principles to any specific transactions, either completed or proposed,
or the type of audit opinion that might be rendered with respect to
the Company's financial statements prior to engaging the firm.
(vii) The Company has requested that AJ. Robbins, PC review the disclosure
in this Report and that the firm has been given the opportunity to
furnish the Company with a letter addressed to the Commission
containing any new information, clarification of the Company's
expression of its views, or the respect in which it does not agree
with the statements made by the Company herein. Such letter is filed
as an exhibit to this Report.
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
1. Statement of former certifying accountant in response to the
information disclosed under Item 4. of this Report.
AJ. ROBBINS, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
AND CONSULTANTS
3033 EAST 1ST AVENUE, SUITE 201
DENVER, COLORADO 80206
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read and agree with the comments in Item 4 of Form 8-K of US Pawn, Inc.
dated March 31, 1998.
AJ. ROBBINS, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
AND CONSULTANTS
Denver, Colorado
March 31, 1998
SIGNATURES
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: March 31, 1998
U.S. PAWN, INC.
by: /s/ Charles C. Van Gundy
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Charles C. Van Gundy
President
Chief Executive Officer