SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) July 19, 2000
The Great American Golf Works, Inc.
(Exact name of registrant as specified in charter)
Delaware 33-32966 22-2999829
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
2 Cottage Place, Nutley, NJ 07110
(Address of Principal Executive offices)
Registrant's telephone number, including area code: (973) 667-5901
330 E. 38th Street, Suite 45-0, New York, NY 10016
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
(a) Previous independent accountants
1. On July 19, 2000, The Great American Golf Works, Inc. ("Great
American") dismissed S.W. Hatfield ("Hatfield") as its
independent accountants.
2. Each of the reports of Hatfield on Great American's consolidated
financial statements for the two fiscal years ended December 31,
1999 was modified to include an explanatory paragraph related to
uncertainty as the Company's ability to continue as a going
concern as follows: "The accompanying financial statements have
been prepared assuming that the Company will continue as a going
concern. As discussed in Note A to the financial statements, the
Company is dependent upon its majority shareholder to maintain
the corporate status of the Company and to provide all nominal
working capital support on the Company behalf. Because of the
Company's lack of operating assets, its continuance is fully
dependent upon
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the majority shareholder's continuing support. This situation
raises a substantial doubt about the Company's ability to as a
going concern. The majority shareholder intends to continue the
funding of nominal necessary expenses to sustain the corporate
entity. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty."
3. Great American's Board of Directors participated in and approved
the change.
4. In connection with its audits for the two most recent fiscal
years, there have been no disagreements with Hatfield on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements,
if not resolved to the satisfaction of Hatfield, would have
caused Hatfield to make reference to the subject matter of the
disagreements in connection with its report on the financial
statements for those years.
5. Great American has requested that Hatfield furnish a letter
addressed to the Securities and Exchange Commission stating
whether it agrees with the above statements. This letter is filed
as an exhibit to this amendment to Current Report on Form 8-K.
(b) New independent accountants
1. Great American engaged PricewaterhouseCoopers LLP ("PWC") as its
new independent accountants as of July 19, 2000.
2. During the two most recent fiscal years, Great American has not
consulted PWC regarding either (i) the application of accounting
principles to a specified transaction, either completed or
proposed; or the type of audit opinion that might be rendered on
Great American's financial statements, and in no case was a
written report provided to Great American nor was oral advice
provided that PWC concluded was an important factor considered by
Great American in reaching a decision as to an accounting,
auditing or financial reporting issue; or (ii) any matter that
was either the subject of a disagreement or event identified in
response to Item 304(a)(1)(iv) of Regulation S-B.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
16.1 Letter from S.W. Hatfield dated October 25, 2000.
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.
THE GREAT AMERICAN GOLF WORKS, INC.
By: /s/ Hongsheng Wang
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Hongsheng Wang
President
Date: October 27, 2000
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EXHIBIT 16.1
October 25, 2000
U. S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen,
On October 25, 2000, the independent certified accounting firm of S. W.
Hatfield, CPA received a revised copy of a Form 8-K/A - Current Report to
be filed by The Great American Golf Works, Inc. (SEC File #33-32966, CIK #
859182).
We have reviewed the changes contained in Form 8-K/A; Item 4 - Changes in
Registrant's Certifying Public Accountant of the Form 8-K to be filed by
The Great American Golf Works, Inc. on or about October 25, 2000 and we
have no disagreements with the statements made therein.
Yours truly,
S.W. Hatfield, CPA
/s/ Scott W. Hatfield
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Scott W. Hatfield, CPA
for the Firm
SWH/
cc: Mr. Hongsheng Wang - The Great American Golf Works, Inc. - via facsimile
Mr. Jiqing Sun
Mr. Xudong She
