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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Amendment No. 1 to
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 1, 1996
ESSENTIAL RESOURCES, INC.
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Exact name of registrant as specified in charter
Nevada 33-55254 87-0485317
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(State or other jurisdiction (Commission (IRS Employer)
of incorporation) File Number) Identification No.)
412 Pleasant Valley Way, West Orange, NJ 07052
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code (201) 669-2809
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(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant.
On October 1, 1996, the Company, by action of the Board of Directors,
dismissed Smith & Company from its engagement as the Registrant's principal
accountant.
The report of Smith & Company on the Registrant's financial statements
for the years ended December 31, 1995 and 1994 did not contain an adverse
opinion or a disclaimer of opinion, and was not qualified or modified as to
uncertainty, audit scope, or accounting principles. During the entire period of
the engagement of Smith & Company, through October 1, 1996, there had been no
disagreement on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreement, if
not resolved to Smith & Company's satisfaction, would have caused Smith &
Company to make reference in connection with its reports to the subject matter
of the disagreement.
On October 1, 1996, the Registrant appointed BDO Seidman LLP as the
Registrant's principal accountant to audit the Registrant's financial
statements for the year ended June 30, 1996.
EXHIBITS
Exhibit 1 Letter of Smith & Company
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
ESSENTIAL RESOURCES, INC.
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(registrant)
Dated: October 22, 1996 By: /s/PHILLIP COOK
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Phillip Cook,
President
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EXHIBIT 1
SMITH & COMPANY
CERTIFIED PUBLIC ACCOUNTANTS
MEMBERS OF: CRANDALL BUILDING SUITE 700
AMERICAN INSTITUTE OF 10 WEST 100 SOUTH
CERTIFIED PUBLIC ACCOUNTANTS SALT LAKE CITY, UTAH 84101
UTAH ASSOCIATION OF TELEPHONE: (801) 575-8297
CERTIFIED PUBLIC ACCOUNTANTS FACSIMILE: (801) 575-8306
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October 22, 1996
SECPS Letter File
US Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, Northwest
Washington, DC 20549
RE: Essential Resources, Inc. - SEC File No. 33-55254
Ladies and Gentlemen:
We have read Item 4 of Amendment No. 1 to the Form 8-K for Essential Resources,
Inc., dated October 1, 1996 and agree with the statements contained therein.
Very truly yours,
Smith & Company
By: /s/ ROGER B. KENNARD
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Roger B. Kennard
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