UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 2
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) August 9, 1999
ERLY Industries Inc.
(Exact Name of Registrant as Specified in Charter)
California 001-07894 95-231-2900
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No)
8641 United Plaza Boulevard
Baton Rouge, Louisiana 70809
(Address of Principal Executive (Zip Code)
Offices)
Registrant's telephone number, including area code (225) 922-4664
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
The undersigned registrant hereby amends and restates the following items
of its Current Report on Form 8-K filed August 24, 1999 as amended by Amendment
No. 1 dated September 1, 1999 and filed September 3, 1999 as set forth below:
Item 4. Changes in Registrant's Certifying Accountant.
Deloitte & Touche LLP ("D&T") is no longer serving as the principal
accountant for the audit of the financial statements of ERLY Industries Inc.
("ERLY" or the "Company"). Pursuant to a letter from D&T to the Securities and
Exchange Commission dated September 14, 1999 (a copy of which is filed as
Exhibit 16(a) hereto), it appears that there is a disagreement between D&T and
ERLY as to the timing and circumstances of D&T's ceasing to serve as ERLY's
principal accountant. The Company believes that effectively D&T ceased to serve
in such capacity on or about February 1, 1999. D&T's position is that the
client-auditor relationship ended on September 14, 1999. Both parties agree
that D&T was not retained to perform an audit of the Company's financial
statements for the fiscal year ended March 31, 1999.
D&T's reports for the years ended March 31, 1997 and March 31, 1996 did not
contain an adverse opinion, disclaimer of opinion, modification, or
qualification. An audit for the fiscal year ended March 31, 1998 was not
completed by D&T in light of the fact that the Company filed a voluntary
petition for reorganization on September 28, 1998. An audit was not performed
for the latest fiscal year ending March 31, 1999 while the Company was in
bankruptcy proceedings. Prior to D&T's resignation, there were no disagreements
between D&T and present or prior management on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure.
The registrant has furnished D&T with a copy of this disclosure and its
previous disclosures in its Amendment No. 1 to Form 8-K as filed with the
Commission on September 3, 1999 and has requested that D&T furnish the
registrant with a letter addressed to the Commission stating whether it agrees
with the statements made in such disclosures. D&T's letter dated September 14,
1999 in response to Amendment No. 1 to Form 8-K and its response dated October
12, 1999 to this Amendment No. 2 are filed as Exhibit 16(a) and 16(b).
On or about March 1, 1999, ERLY engaged Postelwaithe & Netterville, LLP
("P&N") as its principal accountant to audit its financial statements. P&N is
currently in the process of auditing ERLY's balance sheet at August 20, 1999.
The decision to engage P&N was approved by the board of directors.
Item 7. Financial Statements and Exhibits.
The following exhibits are filed with this report:
Exhibit Description
- ------- -----------
2.1 ** Letter of Intent dated August 13, 1999 for acquisition of four
radio stations in Hot Springs, Arkansas.
16 (a) Letter dated September 14, 1999 from Deloitte & Touche LLP
re: Change in Certifying Accountant.
16 (b) Letter dated October 12, 1999 from Deloitte & Touche LLP
re: Change in Certifying Accountant
99.1 ** Debtors' and ERLY Creditors' Committee Joint Plan of
Reorganization as Modified, dated as of June 1, 1999, with
ERLY Industries, Inc.'s; Watch-Edge, Inc.'s; and ERLY
Creditors Committee's Disclosure Statement as Modified for the
Joint Plan of Reorganization attached.
99.2 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending October 31, 1998 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.3 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending November 30, 1998 as submitted to United States
Bankruptcy Court, Southern
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District of Texas, Corpus Christi Division.
99.4 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending December 31, 1998 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.5 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending January 31, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.6 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending February 28, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.7 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending March 31, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.8 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending April 30, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.9 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending May 31, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.10 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending June 30, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
99.11 ** ERLY Industries, Inc. Monthly Operating Report Summary for
Month Ending July 31, 1999 as submitted to United States
Bankruptcy Court, Southern District of Texas, Corpus Christi
Division.
** Previously filed.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this Amendment No. 1 to Current Report
on Form 8-K to be signed on its behalf by the undersigned hereunto duly
authorized.
ERLY INDUSTRIES, INC.
---------------------
(Registrant)
Date: October 11, 1999 By: /s/ Nanette N. Kelley
________________________
Nanette N. Kelley
Chairman, President and
Chief Executive Officer
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