SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Items 4
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 24, 2000
PHOTONICS CORPORATION
(Exact name of registrant as specified in its charter)
CALIFORNIA 0-22514 77-0102343
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1222 Alderwood Ave., Sunnyvale, CA 94089
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 408-745-9320
INFORMATION TO BE INCLUDED IN THE REPORT
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
On February 1 2000 the Company engaged Hein & Associates, LLP. as
their accountants to render its report on the Company's financial
statements for the fiscal year ended December 31 1999.
(i) On May 30, 2000 Hein & Associates, LLP resigned as the
Company's independent public accountants.
(ii) The preliminary report of Hein & Associates, LLP financial statements for
the fiscal year ended December 31, 1999 contained no adverse opinion or
disclaimer of opinion, nor was it modified as to uncertainty, audit scope, or
accounting principles.
(iii) The decision by the Company to change accountants was approved by the
Company's acting operations officer pursuant to the authority granted to him
by the board of directors of the Company.
(iv)(A) There were no disagreements between the Company and Hein &
Associates LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure,
which, if not resolved to the satisfaction of Hein & Associates LLP,
would have caused them to make reference to the subject matter of the
disagreement in connection with their report.
(iv)(B) Hein & Associates LLP has NOT advised the Company that:
(1) internal controls necessary to develop reliable financial
statements did not exist; or
(2) information has come to their attention which made them unwilling
to rely upon management's representations, or made them unwilling to be
associated with the financial statements prepared by management; or
(3) the scope of the audit should be expanded significantly, or
information has come to their attention that they have concluded will, or
if further investigated might, materially impact the fairness or reliability
of a previously issued audit report or the underlying financial statements,
or the financial statements issued or to be issued covering the fiscal year
ended December 31,1999.
On May 24, 2000 the Company engaged Turner, Stone & Company, 12700 Park Central
Dr., Suite 1610, Dallas, Texas 75251 as their accountants to render its report
on the Company's financial statements for the fiscal year ended December 31
1999.
The letter from Hein & Associates LLP required by Section 304 of Regulation
S-B is included herewith.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) and (b) - none
(c) Exhibits 16.1 - Letter Reporting Change in Certifying
Accountant from Hein & Associates LLP
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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.
PHOTONICS CORPORATION
/s/ JAMES T. KOO
By: _________________
James T. Koo
President and Chief
Executive Officer
Date: May 26, 2000
