UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number: 0-20924
NOTIFICATION OF LATE FILING
(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 10-Q [ ] Form N-SAR
[X] Form 10-KSB
For Period Ended: March 31, 2001
[ ] Transition Report of Form 10-K
[ ] Transition Report of Form 20-F
[ ] Transition Report of Form 11-K
[ ] Transition Report of Form 10-Q
[ ] Transition Report of Form N-SAR
For the Transition Period Ended: ______________________________________
PART I -- REGISTRANT INFORMATION
Reconditioned Systems, Inc.
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Full Name of Registrant
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Former Name if Applicable
444 West Fairmont
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Address of Principal Executive Office (Street and Number)
Tempe, Arizona 85282
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City, State and Zip Code
PART II - RULES 12b-25(b) AND (c)
If subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following
should be completed. (Check if appropriate): [X]
(a) The reasons described in reasonable detail in Part III of this form could
not be eliminated without unreasonable effort or expense;
(b) The subject annual report, semi-annual report, transition report on Form
10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof, will be filed on or
before the fifteenth calendar day following the prescribed due date; or the
subject quarterly report of transition report on Form 10-Q, or portion
thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule 12b-25(c)has
been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
The Registrant's annual report on Form 10-KSB will be filed on or before the
fifteenth calendar day following the prescribed due date. The reason for the
delay is that the Registrant changed auditors. On June 8, 2001, the Registrant's
principal independent accountant, Semple & Cooper, LLP, sent a resignation
letter to the Registrant. The letter did not state a reason for the resignation.
Semple & Cooper verbally indicated that its decision to resign was based on a
dispute over the fee agreed to in the Engagement Letter between the Registrant
and Semple & Cooper for the Company's audit for the year ended March 31, 2001.
Semple & Cooper's reports on the Registrant's financial statements for the past
two years did not contain an adverse opinion or disclaimer of opinion, and were
not modified as to uncertainty, audit scope, or accounting principles. There
were no disagreements with Semple & Cooper on any matter of accounting
principles or practices, financial statement disclosure or auditing scope or
procedure. The Registrant has authorized Semple & Cooper to respond fully to the
inquiries, if any, of the successor accountant.
On June 22, 2001, the Registrant engaged Moffitt & Company, PC as its successor
principal independent accountant to audit the Company's financial statements for
the year ended March 31, 2001. The Registrant requires an extension on its
10-KSB in order to allow the successor auditor adequate time to complete the
year-end audit.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Dirk D. Anderson (480) 968-1772
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 month or for such shorter period that
the registrant was required to file such report(s) been filed? If answer
is no, identify report(s). [X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or portion
thereof?
[ ] Yes [X] No
If so, attach an explanation of the anticipated change, both normatively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
RECONDITIONED SYSTEMS, INC.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: June 27, 2001 By: /s/ Dirk D. Anderson
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Dirk D. Anderson
Instructions: The form may be signed by an executive officer of the registrant
or by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal criminal
violations. (See 18 U.S.C. 1000)