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
Date of Report (Date of earliest event reported) June 22, 1998.
CASPEN OIL, INC.
(Exact name of registrant as specified in its charter)
Nevada 1-7965 75-1325831
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) Number)
Irongate 3, Suite 201, 777 S. Wadsworth Blvd., Lakewood CO 80226
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303)987-0925
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant
(a)(1)(i) On June 22, 1998, the Registrant's independent
accountants, John M. Hanson & Company, P.C. ("Hanson") informed
the Registrant that Hanson was resigning the engagement due to
Hanson's decision to, as a firm, cease performing SEC
engagements.
(a)(1)(ii) The report on the Registrant's financial
statements for the last year (July 31, 1997) as rendered by
Hanson did not contain a disclaimer, adverse opinion and was not
qualified or modified as to uncertainty, audit, scope or
accounting principles, except for an explanatory paragraph
explaining substantial doubt about the Company's ability to
continue as a going concern.
(a)(1)(iii) Not applicable.
(a)(1)(iv) During the Registrant's one most recent fiscal
year ended July 31, 1997, and through the date of Hanson's
resignation, there were no disagreements with Hanson on any
matter of accounting principle or practice, financial statement
disclosure or auditing scope or procedure.
(a)(1)(v) Not applicable.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
Letter from former accountant in Exhibit 16
agreement with statements in
Item 4 of Form 8-K/A dated
July 6, 1998.<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 of the undersigned hereunto duly authorized.
CASPEN OIL, INC.
(Registrant)
Date: July 10, 1998 By: /s/ Gary N. Davis
Gary N. Davis
Chief Financial Officer
Exhibit 16
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read and agree with the comments in Item 4 of Form 8-K/A of
Caspen Oil, Inc. (Commission file number 1-7965) dated July 6, 1998.
A copy of 8-K/A is enclosed.
/s/ John M. Hanson & Company. P.C.
John M. Hanson & Company, P.C.
Denver, Colorado
July 7, 1998
