RUSHMORE FINANCIAL GROUP INC
8-K, 1999-08-25
INSURANCE AGENTS, BROKERS & SERVICE
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<PAGE>   1
                                  F O R M  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)  August 19, l999
                                                 ------------------



                         Rushmore Financial Group, Inc.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



                                      Texas
- --------------------------------------------------------------------------------
                 (State or other jurisdiction of incorporation)

         000-24057                                        75-2375969
  ------------------------                     ---------------------------------
  (Commission file number)                     (IRS employer identification no.)


13355 Noel Road, Suite 650, Dallas, TX                      75240
- ---------------------------------------                   ---------
(Address of principal executive offices)                  (Zip code)


Registrants telephone number, including area code     (972) 450-6000
                                                   --------------------


<PAGE>   2





Item 4.  Changes in Registrant's Certifying Accountant

On August 19, l999, Rushmore Financial Group, Inc. (the "Corporation") appointed
the accounting firm of Grant Thornton LLP as its independent auditors for the
fiscal year ending December 31, 1999, and accepted the resignation of KPMG LLP
who served as the Corporation's independent auditors for the fiscal year ended
December 31, l998. The Audit Committee of the Corporation's Board of Directors
approved the selection Grant Thornton LLP as new independent auditors. Neither
management nor anyone on its behalf has consulted with Grant Thornton LLP
regarding 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 Corporation's financial statements, and neither a written report
nor oral advice was provided to the Corporation that Grant Thornton LLP
concluded was an important factor considered by the Corporation in reaching a
decision as to the accounting auditing or financial reporting issue during the
Corporation's two most recent fiscal years prior to engaging Grant Thornton LLP.

The KPMG LLP reports on the Corporation's financial statements for the years
ended December 31, l998 and December 31, 1997 did not contain an adverse opinion
or disclaimer of opinion and were not qualified or modified as to uncertainty,
audit scope or accounting principles. Since January 1, l997, the Corporation has
not had any disagreements with KPMG LLP on any matter of accounting principles
or practices, financial statement disclosure or auditing scope or procedures
that would require disclosure in this Current Report on Form 8-K.

KPMG LLP has furnished to the Corporation a letter addressed to the SEC stating
that it agrees with the statements in the immediately preceding paragraph. A
copy of such letter, dated August 23, 1999 is filed as exhibit 1 to this Form
8-K.


<PAGE>   3




                                    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.

                         Rushmore Financial Group, Inc.

Dated: August 23, 1999              By /s/ D. M. Rusty Moore Jr.
                                       -----------------------------------------
                                    By D. M. Rusty Moore Jr., CEO



<PAGE>   4

                               INDEX TO EXHIBITS

<TABLE>
<CAPTION>
EXHIBIT
NUMBER         DESCRIPTION
- -------        -----------
<S>            <C>
  1            Letter pursuant to Item 304 (a) (3) of Regulation S-K to the
               Securities and Exchange Commission from KPMG LLP, dated August
               23, 1999.
</TABLE>



<PAGE>   1


                                                                       EXHIBIT 1



August 23, 1999



Securities and Exchange Commission
450 Fifth St.  N.W.
Washington, D.C.  20549


Ladies and Gentleman

We were previously principal accountants for Rushmore Financial Group, Inc. and,
under the date of March 17, 1999, we reported on the consolidated financial
statements of Rushmore Financial Group, Inc. and subsidiaries as of and for the
years ended December 31, 1998 and 1997. On August 19, 1999 our appointment as
principal accountants was terminated. We have read Rushmore Financial Group,
Inc. statements included under Item 4 of its Form 8-K dated August 23, 1999, and
we agree with such statements, except that we are not in a position to agree or
disagree with Rushmore Financial Group, Inc. statements that the Audit Committee
of the Corporation's Board of Directors approved the selection Grant Thornton
LLP as new independent auditors; and neither management nor anyone on its behalf
consulted with Grant Thornton LLP regarding 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 Corporation's financial
statements, and neither a written report nor oral advice was provided to the
Corporation that Grant Thornton LLP concluded was an important factor considered
by the Corporation in reaching a decision as to the accounting auditing or
financial reporting issue during the Corporation's two most recent fiscal years
prior to engaging Grant Thornton LLP.

Very truly yours,



                                            By /s/ KPMG LLP
                                            ------------------------------------
                                            KPMG LLP



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