KOALA CORP /CO/
8-K, 1997-04-30
ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES
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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 1934
                                    
Date of Report (date of earliest event reported):            April 24, 1997


                                KOALA CORPORATION
                                -----------------
             (Exact name of Registrant as specified in its charter)


             Colorado                0-22464                 84-1238908       
- - - --------------------------------------------------------------------------------
         (State or other          (Commission              (I.R.S. Employer  
          jurisdiction            File Number)            Identification No.)
         of incorporation)


                       11600 E. 53rd Avenue, Unit D
                             Denver, CO                       80239    
                   -------------------------------------------------
                    (Address of principal executive offices)(zip code)


       Registrant's telephone number, including area code (303) 574-1000
       -----------------------------------------------------------------
            
                                 Not Applicable
                                 
          (Former name or former address, if changed since last report)


<PAGE>

Item 4.  Change in Registrant's Certifying Accountant

     (a)  Previous independent accountants.

          (i) On April 24, 1997, the Registrant dismissed Blanski Peter Kronlage
     & Zoch,  P.C.,  which served as the  Registrant's  independent  accountants
     since 1993.

          (ii) The  reports  of  Blanski  Peter  Kronlage  & Zoch,  P.C.  on the
     financial  statements  for the past  two  fiscal  years  of the  Registrant
     contained  no  adverse  opinion  or  disclaimer  of  opinion  and  were not
     qualified  or  modified  as  to  uncertainty,  audit  scope  or  accounting
     principle.

          (iii) The Registrant's Audit Committee approved the decision to change
     independent accountants.

          (iv) In  connection  with its  audits for the two most  recent  fiscal
     years and through April 24, 1997, there were no disagreements  with Blanski
     Peter  Kronlage & Zoch,  P.C.  on any matter of  accounting  principles  or
     practices,  financial statement disclosure, or auditing scope or procedure,
     which  disagreements  if not resolved to the  satisfaction of Blanski Peter
     Kronlage & Zoch,  P.C.,  would have caused  Blanski Peter  Kronlage & Zoch,
     P.C. to make reference thereto in their report on the financial  statements
     for such years.

          (v) The  Registrant  has requested that Blanski Peter Kronlage & Zoch,
     P.C. furnish it with a letter  addressed to the Commission  stating whether
     or not it agrees with the above  statements.  A copy of such letter,  dated
     April 28, 1997, is filed as Exhibit 16.1 to this Form 8-K.

     (b) New independent accountants.

     The Registrant engaged Ernst & Young LLP as its new independent accountants
as of April 24, 1997. This was approved by the  Registrant's  Board of Directors
on April 24, 1997. During the two most recent fiscal years and through April 24,
1997, the Registrant has not consulted with Ernst & Young LLP regarding either:

          (i)  the   application   of  accounting   principles  to  a  specified
     transaction, either completed or contemplated; or the type of audit opinion
     that might be rendered on the Registrant's financial statements; or

          (ii) any matter that was either the subject of a disagreement or event
     identified  in response to Item  304(a)(1)(iv)  of  Regulation  S-B and the
     related instructions to Item 304 of Regulation S-B.


ITEM 7.  Financial Statements and Exhibits

          a.   Exhibits

     Exhibit 16.1  Letter from Blanski Peter Kronlage & Zoch, P.C.


<PAGE>

                                SIGNATURES

          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.

                              KOALA CORPORATION



Date: April 28, 1997                     /s/ Mark A. Betker       
                                        --------------------
                                        By: Mark A. Betker, President



<PAGE>

                                                               Exhibit 16.1


             Letterhead of Blanski Peter Kronlage & Zoch, P.C.



April 28, 1997



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

Ladies and Gentlemen:

     Re:  Koala Corporation   Commission File Number 022464 

          We have read Item 4 of Koala  Corporation's  Form 8-K dated  April 28,
     1997, and are in agreement with the statements  contained in paragraph 4(a)
     therein.

Sincerely yours,



/s/ Blanski Peter Kronlage & Zoch, P.C.





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