SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
March 5, 1998
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Date of Report
(Date of earliest event reported)
Consolidated Eco-System, Inc.
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(Exact name of Registrant as specified in its charter)
Idaho
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(State or other jurisdiction of incorporation)
0-25970 82-0464589
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(Commission file number) (IRS employer identification no.)
6807 West 12th Street
Little Rock, AR 72204
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(Address of principal executive offices) (Zip code)
(501) 664-7745
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(Registrant's telephone number, including area code)
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Item 4. Changes in Registrant's Certifying Accountant.
On March 5, 1998, Consolidated Eco-Systems, Inc. was notified that Moore
Stephens Frost would no longer continue to serve as its independent auditors for
the year ended December 31, 1997. Moore Stephens Frost has declined to provide
future services due to an outstanding statement for services arising from a
billing dispute with Consolidated Eco-Systems, Inc.
Consolidated Eco-Systems, Inc. was provided with total billings from Moore
Stephens Frost for the year ended December 31, 1997 of approximately $440,000. A
billing dispute existed with Moore Stephens Frost regarding the bill.
Consolidated Eco-Systems, Inc. believed that the reasonable value of services
provided by Moore Stephens Frost for the year ended December 31, 1997 was
substantially less than this amount.
The billing dispute necessitated a change in auditors, as identified
below. The billing dispute has now been resolved. Consolidated Eco-Systems, Inc.
has agreed to pay the total sum of $275,000 for services provided by Moore
Stephens Frost in 1997 and $15,000 for services provided in 1998, according to
terms arranged with Moore Stephens Frost.
Through March 5, 1998, no dispute exists with Moore Stephens Frost
regarding accounting principles or practices, auditing scope or procedure, or
which would have caused Moore Stephens Frost to make references to the
disagreement in its report, except for the matter of the billing dispute and
unpaid bill pending resolution of the dispute.
The report of Moore Stephens Frost, and its predecessor Cooper, Shuffield
& Company, for the past two years did not contain an adverse opinion or
disclaimer of opinion and was not modified as to uncertainty.
On March 6, 1998, Consolidated Eco-Systems, Inc. retained Leek &
Associates of 10411 West Markham, Suite 110, Little Rock, Arkansas 72205 as its
independent auditor for the year ended December 31, 1997. The change was
recommended by the board of directors of Consolidated EcoSystems, Inc.
2
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibit 16. Letter on Change in Certifying Accountant from Moore Stephens
Frost.
3
<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.
CONSOLIDATED ECO-SYSTEMS, INC.
/s/ Sam Sexton III
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Sam Sexton III
Executive Vice-President
Date: March 24, 1998
4
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibit 16. Letter on Change in Certifying Accountant from Moore Stephens
Frost.
MOORE STEPHENS FROST
March 24 1998
Securities and Exchange Commission
Washington, D.C. 20549
Gentlemen:
We have read the information in the fourth paragraph of item 4 contained
in the Form 8-K/A dated March 24, 1988 of Consolidated Eco-Systems, Inc. and
agree with the statements made therein.
Very truly yours,
/s/ Moore Stephens Frost, P.A.
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Moore Stephens Frost, P.A.
Certified Public Accountants
MSF/krc
cc: Mr. Sam Sexton III, Executive Vice President
Consolidated Eco-Systems, Inc.
