UNITED STATES
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): August 25, 2000
ATOMIC BURRITO, INC.
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(Exact name of registrant as specified in its charter)
Oklahoma
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(State or other jurisdiction of incorporation or organization)
000-24058 73-1571194
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(Commission File Number) (I.R.S. Employer Identification No.)
1601 NW Expressway, Suite 1910
Oklahoma City, OK 73118
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 405-848-0996
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5
Item 4. Changes in Registrant's Certifying Accountants
On August 25, 2000, Gray & Northcutt, Inc., Oklahoma City, Oklahoma
("Gray & Northcutt"), resigned as the Company's auditors to provide other
accounting services to the Company. The Board of Directors has engaged Hogan &
Slovacek LLP, Oklahoma City, Oklahoma ("Hogan & Slovacek") to audit the
Company's consolidated financial statements as of and for the year ending
December 31, 2000.
The reports of Gray & Northcutt on the Company's financial statements
for the past two fiscal years ended December 31, 1999 and 1998, did not contain
an adverse opinion or a disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope, or accounting principles. In connection with the
audits of the Company's financial statements for each of the two fiscal years
ended December 31, 1999 and 1998, and in the subsequent interim periods, there
were no disagreements with Gray & Northcutt on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope and
procedures which, if not resolved to the satisfaction of Gray & Northcutt,
would have caused Gray & Northcutt to make reference to the matter in their
reports, and there were no reportable events under paragraph (a)(1)(v) of Item
304 of Regulation S-K, as promulgated by the Securities and Exchange Commission.
During the two most recent fiscal years ended December 31, 1999, and
during the subsequent interim period prior to engaging Hogan & Slovacek, neither
the Company nor someone on the Company's behalf consulted with Hogan & Slovacek
regarding either (i) 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, or (ii) any matter that
was either the subject of a disagreement, as that term is defined in Item
304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of
Regulation S-K, or a reportable event, as that term is defined in Item
304(a)(1)(v) of Regulation S-K.
The predecessor auditor informed the Company of the existence of no
reportable events, as defined in Item 304(a)(1)(v) of Regulation S-K.
Gray & Northcutt has furnished the Company a letter addressed to the
Commission stating that it agrees with the above statements. A copy of that
letter, dated September 1, 2000, is filed as Exhibit 16 to this Form 8-K.
Item 7. Exhibits
(a) The following exhibit is filed with this report:
16.1 Letter from Gray & Northcutt, Inc.
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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 authorized.
Atomic Burrito, Inc.
/s/Don W. Grimmett
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Don W. Grimmett, Chief Executive Officer
and Chief Financial Officer
Date: September 1, 2000
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EXHIBIT INDEX
Exhibit No. Exhibit Name
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16.1 Letter from Gray & Northcutt, Inc.
