SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) MARCH 21, 1997
BIO FLUORESCENT TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Charter)
NEVADA
(State or Other Jurisdiction of Incorporation)
0-19693 87-0485320
(Commission File Number) (IRS Employer Identification No.)
7373 N. SCOTTSDALE ROAD, SUITE D-222
SCOTTSDALE, ARIZONA 85253
(Address of Principal Executive Offices) (ZIP Code)
Registrant's telephone number, including area code (602) 596-0269
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANTS.
1. Effective March 21, 1997, Bio Fluorescent Technologies, Inc.("the Company")
accepted the resignation of its prior certifying accountants, Arthur
Andersen LLP and retained as its new certifying accountants, J. Paul Kenote
Certified Public Accountant, P.C. effective March 22, 1997. The decision
to retain J. Paul Kenote Certified Public Accountant, P.C. was approved by
the Company's Board of Directors.
2. Arthur Andersen's report on the Company's financial statements during the
fiscal year ended December 31, 1995 contained no adverse opinion or a
disclaimer of opinion, and was not qualified as to uncertainty, audit scope
or accounting principles except that:
Arthur Andersen's report dated May 21, 1996 on the Company's financial
statements for the year ended December 31, 1995 contained the following
paragraph:
"The accompanying financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in
Note 1 to the financial statements, the Company is in the development
stage and as a result had negative cash flow from operations for the
year ended December 31, 1995. Furthermore, the Company has not
obtained the financing required to fund its planned operations and as
a result, has not made the payments required pursuant to a license
agreement to which it is a party. These factors raise substantial
doubt about the Company's ability to continue as a going concern.
Management's plans in regard to these matters are described in Note 1.
The financial statements do not include any adjustments relating to
the recoverability and classification of assets carrying amounts or
the amount and classification of liabilities that might result should
the Company be unable to continue as a going concern."
3. During fiscal year ended December 31, 1995 and the subsequent interim
period to the date hereof, there were no disagreements between the Company
and Arthur Andersen on any matters of accounting principles or practices,
financial statement disclosures, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Arthur Andersen,
would have caused it to make a reference to the subject matter of the
disagreements in connection with its reports.
4. During the Company's fiscal year ended December 31, 1995 and subsequent
interim period to the date hereof, there have been no reportable events
with Arthur Andersen as required by Item 304(a) 1c of Regulation S-B.
<PAGE>
5. On March 22, 1997 the Company engaged J. Paul Kenote Certified Public
Accountant, P.C. as its principal accountant to audit the Company's
financial statements. During the Company's two most recent years and
through March 21, 1997 the Company has not consulted with J. Paul Kenote
concerning the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit opinion
that might be rendered on the Company's financial statements.
6. The Company has requested Arthur Andersen LLP to furnish it with a letter
addressed to the Securities and Exchange Commission stating whether Arthur
Andersen agrees with the statements contained in the second, third and
fourth paragraphs above. A Copy of the letter from Arthur Andersen to the
Securities and Exchange Commission is filed as Exhibit 1 hereto.
7. The Company has authorized Arthur Andersen LLP to respond fully to any
inquires from J. Paul Kenote Certified Public Accountant, P.C.
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.
BIO FLUORESCENT TECHNOLOGIES, INC.
By: /s/ Jan J. Olivier
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March 22, 1997 Jan J. Olivier
President
[ARTHUR ANDERSEN Letterhead]
Arthur Andersen LLP
Suite 1000
One Renaissance Square
Two North Central
Phoenix, AZ 85004
602-257-9234
March 26, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of the Current Report on Form 8-K dated March 22, 1997 of
Bio Fluorescent Technologies, Inc. and are in agreement with the statements
contained in the second, third and fourth paragraphs on page two thereof. We
have no basis to agree or disagree with other statements of the registrant
contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
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