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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C.
Amendment No. 1 to
Form 8K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Earliest Event Reported: September 28, 1999
Entertainment Technologies & Programs, Inc.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-23914 87-521389
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(State of other jurisdiction Commission (IRS Employer
of incorporation) File Number Identification Number)
16055 Space Center Blvd., Suite 230
Houston, Texas 77062
(Address of principal executive offices, including zip code)
(281) 486-6115
(Registrant's telephone number, including area code)
Item 1. Changes in control of Registrant
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(a) None
(b) None
Item 2. Acquisition or Disposition of Assets
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None
Item 3. Bankruptcy or Receivership
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On November 15, 1999, Red Fish Management Inc., a subsidiary of
Entertainment Technologies & Programs Inc., (OTC BB: ETPI) filed for
reorganization under Chapter 11 of the U.S. Bankruptcy Court of the
U.S. Department of Justice, Office of the United States Trustee,
Southern and Western Districts of Texas, Region 7, 515 Rusk, Suite
3516, Houston, Texas 77002. Case Number: 99-40997-H3-7. The Initial
Debtor Conference Date is scheduled for December 15, 1999 at 2:00 P.M.
The office of Richard W. Simmons is Trustee.
Item 4. Changes in Registrant's Certifying Accountant
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(a) On September 3, 1999, Entertainment Technologies & Programs, Inc.
(the "Company") was notified by Brian S. Nathanson, CPA ("Brian S.
Nathanson") that he would not be continuing as the Company's
independent accountant. The Company has engaged Ham, Langston &
Brezina, L. L. P. ("Ham, Langston & Brezina") as its new
independent accountants effective immediately. The decision to
change the Company's independent accountants was recommended and
approved by the Company's Board of Directors.
(b) Brian S. Nathanson's reports on the Company's consolidated
financial statements for the nine months ended September 30, 1998
and the year ended December 31, 1997, respectively, did not contain
an adverse opinion or disclaimer of opinion, nor were such reports
qualified or modified as to uncertainty, audit cope, or accounting
principles.
(c) During the Company's two fiscal years ended September 30, 1998 and
the subsequent interim period preceding the decision to change
independent accountants, there were no disagreements with Brian S.
Nathanson on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure,
which disagreement(s), if not resolved to the satisfaction of Brian
S. Nathanson, would have caused it to make a reference to the
subject matter of the disagreement(s) in connection with its
reports covering such periods.
(d) During the Company's two fiscal years ended September 30, 1998 and
the subsequent interim period preceding the decision to change
independent accountants, there were no "reportable events"
(hereinafter defined) requiring disclosure pursuant to Section
229.304(a)(1)(v) of Regulation S-K. As used herein, the term
"reportable event" means any of the items listed in paragraphs
(a)(1)(v)(A)-(D) of Section 304 of Regulation S-K.
(e) Effective September 28, 1999, the Company engaged Ham, Langston &
Brezina as its independent accountants. During the two fiscal years
ended September 30, 1998 and the subsequent interim period
preceding the decision to change independent accountants, neither
the Company nor anyone on its behalf consulted Ham, Langston &
Brezina regarding either 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
consolidated financial statements, nor has Ham, Langston, & Brezina
provided to the Company a written report or oral advice regarding
such principles or audit opinion.
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(f) The Company has requested the Brian S. Nathanson furnish it
with a letter addressed to the Securities and Exchange
commission stating whether or not it agrees with the above
statements. A copy of the letter from Brian S. Nathanson, C.
P. A. Dated October 4, 1999 is filed as Exhibit 1 to this Form
8-K.
Item 5. Other Events
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None
Item 6. Resignation of Registrant's Directors
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None
Item 7. Financial Statements and Exhibits
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(c) Exhibits
1. Letter From Brian S. Nathanson C. P. A. pursuant to Item
304(a)(3) of Regulation S-K
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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 duly authorized.
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC.
Date: September 29, 1999 By: /s/ James D. Butcher
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James D. Butcher, President and
Chief Executive Officer
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EXHIBIT 1
Brian S. Nathanson, C.P.A. Member:
American Institute of Certified Public Accountants
-Tax Division
California Society of Certified Public Accountants
February 4, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Entertainment Technologies & Programs, Inc.
SEC File No.: 0-23914
Ladies and Gentlemen:
Relative to the change in auditors, we have read the statements made by
Entertainment Technologies & Programs, Inc. We understand that these statements
are being filed with the Commission, pursuant to Item 4 of Form 8-K. We agree
with the statements concerning our firm in such Form 8-K.
Sincerely,
/s/ Brian S. Nathanson
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Brian S. Nathanson, CPA
cc: James D. Butcher
Entertainment Technologies & Programs, Inc.
3101 West Coast Highway, Suite 210, Newport Beach, California 92663
Telephone: (949) 574-8333 Facsimile: (949) 574-8334
