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
March 23, 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 23, 1998, Consolidated Eco-Systems, Inc. was notified that Leek &
Associates, P.A. would no longer continue to serve as its independent auditor
for the year ended December 31, 1997. Leek & Associates, P.A. cited an inability
to obtain records as the basis for its resignation.
Consolidated Eco-Systems, Inc. retained Leek and Associates on March 6,
1998 to conduct its audit for the year ended December 31, 1997. Consolidated
Eco-Systems, Inc. was notified on the morning of March 23, 1998 that Leek &
Associates, P.A. needed certain records to complete its audit. Leek &
Associates, P.A. had not previously requested that the records be provided.
Consolidated Eco-Systems, Inc. notified Leek & Associates, P.A. that it would
obtain the documents on March 23, 24, and 25, 1998. Consolidated Eco-Systems,
Inc. never informed Leek & Associates, P.A. that the records were not available
or would not be obtained.
As of March 23, 1998 and March 26, 1998, no dispute exists with Moore
Stephens Frost regarding accounting principles or practices, auditing scope or
procedure, or which would have caused Leek & Associates, P.A., to make
references to any disagreement in its report.
No prior reports of Leek & Associates, P.A. have been provided.
Leek & Associates, P.A. has been requested to provide a statement as to
whether it has any disagreement with Consolidated Eco-Systems, Inc. concerning
the comments contained in Item 4, above, but no statement has yet been
forthcoming.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibit 99. Resignation Letter from Leek & Associates, P.A.
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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.
CONSOLIDATED ECO-SYSTEMS, INC.
/s/ Sam Sexton III
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Sam Sexton III
Executive Vice-President
Date: March 30, 1998
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Exhibit 99. Resignation Letter from Leek & Associates, P.A.
LEEK & ASSOCIATES, P.A.
March 23, 1998
James J. Connors, Jr., President
Consolidated Eco-Systems, Inc.
4294 Lakeland Drive, Suite 200
Jackson, MS 39208
Dear Jim:
Regretfully, my firm has decided to resign as your auditors and withdraw from
providing such services. We have worked diligently for two weeks to advise you
on matters relative to your prior auditors, gather records to audit, and perform
preliminary audit procedures. As I advised you in a memorandum dated March 13
(following), we have had limited success in obtaining records to audit. I gave
Chip Sexton a four page list this morning of what we still needed, and it is
substantial. I have concluded over the weekend that we can not complete the
services you require in the time you need without these records being available
immediately. After my discussion with Chip this morning, it is apparent that the
records are not available.
This morning, I presented the proposition to Chip that BDO Seidman in alliance
with Brown, Rogers & Company in Little Rock (whom I had arranged as concurring
partner) would be the best choice as auditors with respect to transition. They
are very aware of the Company and its situation. That discussion is in progress.
My firm will do whatever is needed to transition smoothly.
This resignation is effective at the end of today, March 23, but we will
continue to work through Thursday, March 26, in a limited capacity in the role
of gathering documents to audit. Payment for these services and the bill I
submitted this morning will be due Friday, March 27, net of our retainer, as we
agreed in my engagement letter. I have never received that engagement letter I
sent you dated March 5, which was to be signed and returned.
Thank you for your confidence in us. Good luck in the future.
Sincerely,
/s/ Stephen A. Leek
Stephen A. Leek
SAL/cdc
cc: Chip Sexton
Frazier Rogers
