FORM 8-K/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
Date of Report (Date of earliest event reported) November 20, 2000
XDOGS, INC.
formerly known as Xdogs.com, Inc.
----------------------------------------------------
(Exact name of Registrant as specified in its charter)
Nevada 1-12850 84-1168832
------------------------------- ----------- -----------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
527 MARQUETTE AVE. SOUTH, SUITE 2100
MINNEAPOLIS, MINNESOTA 55402
---------------------------------------------------
(Address of principal executive offices and Zip Code)
(612) 359-9020
-------------------------------------------------
(Registrant's telephone number including area code)
<PAGE>
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Act of 1934
References in this document to "us," "we," or "the Company" refer to Xdogs, Inc.
Item 1. Changes in Control of Registrant.
---------------------------------
Note Applicable
Item 2. Acquisition or Disposition of Assets.
-------------------------------------
Not Applicable
Item 3. Bankruptcy or Receivership.
---------------------------
Not Applicable
Item 4. Changes in Registrant's Certifying Accountant.
----------------------------------------------
On August 11, 2000, we engaged the firm of Cordovano and Harvey, CPA's, 201
Steele Street, Suite 300, Denver, Colorado 80206, as our independent accountants
for the fiscal year ended March 31, 2000.. Our former certified public
accountants, McGladrey & Pullen, LLP, independent CPS's resigned effective
August 10, 2000. The change of accountants was approved by our Board of
Directors. In the period from the date of engagement to the date of their
resignation on the date of engagement of our new accountants, we and our former
certified public accountants, McGladrey & Pullen, LLP., CPA's had a disagreement
in accounting regarding the granting of equity instruments to employees and
non-employees. Stock options to issue a total of 824,500 shares at exercise
prices between $2.875 and $3.2815 per share were involved. We had no
disagreement concerning the valuation to be charged. However, we did not believe
that the charges should have been reflected in the same fiscal quarters as did
our accountants. We have subsequently amended our Forms 10QSB to reflect the
valuation in the quarters as required by our accountants. Otherwise, there were
no other events reportable under Item 304 of Regulation S-K, including, but not
limited to, any disagreements during our most recent fiscal year and any
subsequent interim period preceding the date of resignation. Further, the former
auditor's report on the financial statements did not contain an adverse opinion
or a disclaimer of opinion, nor was it qualified or modified as to uncertainty,
audit scope, or accounting principles.
Item 5. Other Events
------------
Not Applicable
Item 6. Resignation of Registrant's Directors.
--------------------------------------
Not Applicable
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
-------------------------------------------------------------------
Accountants' Letter
Item 8. Change in Fiscal Year.
----------------------
Not Applicable
Item 9. Sales of Equity Securities Pursuant to Regulation S.
----------------------------------------------------
Not Applicable
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.
XDOGS, INC.
Dated: November 20, 2000 By: /s/ Kent Rodriguez
----------------- --------------------------------
Kent Rodriguez, President
