NELX INC
8-K/A, 2000-08-28
DRILLING OIL & GAS WELLS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549





                                   FORM 8-K/A

                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934



                         Date of Report: August 22, 2000


                                   NELX, INC.
                              ---------------------
             (Exact name of registrant as specified in its charter)


Kansas                            0-21210                    84-0922335
------------------                -----------                ----------
(State or other                   (Commission                (IRS Employer
jurisdiction of                   File Number)               Identification No.)
incorporation)

                     10525 W. 23rd Place, Lakewood, CO 80215
                 -----------------------------------------------
                                  (New Address)


        Registrant's telephone number, including area code: 304-622-9599
                                                            --------------





<PAGE>



Item 1.     Changes 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

               Michael Johnson & Co., LLC. former CPAs for the Company, resigned
               resigned as auditor on August 22, 2000. Oatley, Bystrom & Hanson,
               CPAs of  Englewood,  Colorado  were engaged  in  August,  2000 as
               auditors for Company on July 24, 2000.

               The Change of Accountants was approved by the Board of Directors.
               No audit committee exists  other than the members of the Board of
               Directors.

               In  connection  with audit of  the most  recent fiscal  year  and
               through the date  of termination of the accountants, no disagree-
               ments  exist with any former accountant on any matter of account-
               ing principles or practices,  financial statement disclosure,  or
               auditing scope of procedure,  which disagreements if not resolved
               to the  satisfaction  of the former  accountant would have caused
               them to  make reference in connection with his report to the sub-
               ject of the disagreement(s).

               The audit report by Michael Johnson & Co., LLC for the year ended
               May 31, 1999,  contained  an opinion  which  included a paragraph
               discussing   uncertainties   related  to   continuation   of  the
               Registrant  as a going  concern.  Otherwise,  the audit report by
               Michael Johnson & Co.,  LLC for  the year ended May 31,  1999 did
               not contain an adverse opinion or disclaimer of opinion,  nor was
               qualified  or  modified  as  to  uncertainty,   audit  scope,  or
               accounting principles.

Item 5.     Other Events

                None.

Item 6.     Resignation and Appointment of Directors

                None.

Item 7.     Financial Statements, Pro Forma Financials, & Exhibits

                Financial Statements:

                         None.

                Pro Forma Financial Statements:

                         None.

                Exhibits:



<PAGE>


                                   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 thereunto duly authorized.

Date: August 22, 2000                      NELX, INC.


                                                /s/ Charles Stout
                                           By: ---------------------------------
                                                Charles Stout, President



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