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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1034
Date of Report (Date of earliest event reported) June 16, 1997
Leading-Edge Earth Product, Inc.
(Exact name of registrant as specified in its charter)
State of Oregon 93-6756-S 93-10022429
(State of incorporation) (Commission (IRS Employer
file number) identification no.)
319 Nickerson St. #186, Seattle, Washington 98109
(Address of principal executive offices)
Registrant's telephone number, including area code: 800-788-3599
no change
(former name or former address, if changed since last report)
- --------------------------------------------------------------------------------
8-K INFORMATION
Item 4. Changes in Registrant's Certifying Accountant
Amendment to 8-K dated June 24, 1997
(2) In a meeting of the Board of Directors, held June 26, 1997, the Board
unanimously approved the appointment of W. Alan Jorgensen, Certified Public
Accountant to be the companies auditor for the year ended April 30, 1997. Mr.
Jorgensen's letter of acceptance is included as an exhibit.
The newly engaged accountant is in receipt of the companies response to Item
304(a) and has not commented on it.
The former accountant is in receipt of the companies response to Item 304(a) and
has commented on it by letter which is included as an exhibit.
Leading-Edge Earth Product, Inc.
(Registrant)
Date: July 11, 1997 Grant C. Record, Secretary
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[W. ALAN JORGENSEN LETTERHEAD]
June 25, 1997
Mr. Grant Record
Chief Executive Officer
10002 Aurora Avenue North #3345
Seattle, WA 98133-9334
Sent via facsimile #1-717-326-1892
RE: Leading Edge Earth Products, Inc.
Dear Mr. Record:
I am pleased to confirm my understanding of the services I am to
provide for Leading Edge Earth Products, Inc. ("Company") for the year ended
April 30, 1997.
I will audit the balance sheet of Company as of year end, and the
related statements of income, retained earnings, and cash flows for the year
then ended.
My audit will be conducted in accordance with generally accepted
auditing standards and will include tests of your accounting records and other
procedures I consider necessary to enable me to express an opinion as to
whether your financial statements are fairly presented, in all material
respects, in conformity with generally accepted accounting principles. If my
opinion is other than unqualified, I will discuss the reasons with you in
advance. If, for any reason, I am unable to complete the audit, I will not
issue a report as a result of this engagement.
My procedures will include tests of documentary evidence supporting the
transactions recorded in the accounts, tests of the physical existence of
inventories, and direct confirmation of receivables and certain other assets
and liabilities by correspondence with selected customers, creditors, and
banks. I will request written representations from your attorneys as part of
the engagement, and they may bill you for responding to this inquiry. At the
conclusion of my audit, I will require certain written representations from
you about the financial statements and related matters.
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June 25, 1997
Page 2
An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements; therefore, my audit will
involve judgment about the number of transactions to be examined and the areas
to be tested. Also, I will plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. Because of the concept of reasonable assurance and because I will
not perform a detailed examination of all transactions, there is a risk that
material errors, fraud, or other illegal acts, may exist and not be detected by
us. However, I will inform you of any material errors that come to my attention
and any fraud that comes to my attention. My responsibility as auditor is
limited to the period covered by our audit and does not extend to any other
periods for which I am not engaged as auditor.
I understand that you will provide me with the basic information
required for my audit and that you are responsible for the accuracy and
completeness of that information. I will advise you about appropriate
accounting principles and their application and will assist in the preparation
of your financial statements, but the responsibility for the financial
statements remains with you. This responsibility includes the establishment and
maintenance of adequate records and related internal controls, the selection
and application of accounting principles, and the safeguarding of assets.
Management is also responsible for identifying and ensuring that the entity
complies with applicable laws and regulations.
My audit is not specifically designed and cannot be relied on to
disclose reportable conditions, that is, significant deficiencies in the design
or operation of internal control. However, during the audit, if I become aware
of such reportable conditions or ways that I believe management practices can
be improved, I will communicate them to you in a separate letter.
My fee for this service is $15,000. This amount will include reasonable
costs incurred for travel and other out-of-pocket costs such as report
production typing, postage, etc. The fee is based on the understanding that
your personnel will cooperate fully in the audit process. Also, the fee is
based on the assumption that unexpected circumstances will not be encountered
during the audit. If any significant and unusual and unforeseen circumstance
arise, and additional time will be necessary, I will discuss it with you and
arrive at a new fee arrangement.
The terms of our agreement call for a $5,000 payment upon your
acceptance of this engagement letter, and $10,000 to be paid at
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June 25, 1997
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the time the audit is completed.
I appreciate the opportunity to be of service to you and believe this
letter accurately summarizes the significant terms of our engagement. If you
have any questions, please let me know. If you agree with the terms of our
engagement as described in this letter, please sign the enclosed copy and
return it to me.
Very truly yours,
/s/ W. ALAN JORGENSEN
W. Alan Jorgensen, CPA
RESPONSE:
This letter correctly sets forth our understanding.
Signature: ________________________________
Grant C. Record
Date: _____________________________________
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[PEAT MARWICK LLP LETTERHEAD]
June 27, 1997
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Leading-Edge Earth Products, Inc.
and, under the date of October 7, 1996, we reported on the financial statements
of Leading-Edge Earth Products, Inc. as of and for the years ended April 30,
1996 and 1995. On June 16, 1997, we declined to stand for re-election. We have
read Leading-Edge Earth Products, Inc.'s statements included under Item 4 of
its Form 8-K dated June 24, 1997 and we agree with such statements, except that
we are not in a position to agree or disagree with Leading-Edge Earth Products,
Inc.'s statement that the change was approved at a meeting of the stockholders.
Very truly yours,
/s/ KPMG PEAT MARWICK LLP
RECEIVED JULY 7, 1997
J R MEDLEY
