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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JANUARY 30, 2003
------------------------------------------------------------------
FULLNET COMMUNICATIONS, INC.
----------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
OKLAHOMA
--------
(STATE OR OTHER JURISDICTION OF INCORPORATION)
000-27031 73-1473361
--------- ----------
(COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.)
201 ROBERT S. KERR AVENUE, SUITE 210, OKLAHOMA CITY, OKLAHOMA 73102
-------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(405) 236-8200
--------------
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NOT APPLICABLE
--------------
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On January 30, 2003, FullNet Communications, Inc. ("FullNet") engaged Buxton &
Cloud PC as its new independent accountants, commencing with the audit for the
fiscal year ended December 31, 2002, and thereby dismissed Grant Thornton LLP.
The decision to change independent accountants was approved by the Board of
Directors of FullNet.
The reports of Grant Thornton LLP on FullNet's financial statements for the past
two years ended December 31, 2001 and December 31, 2000 contained no adverse
opinion or disclaimer of opinion and were not qualified or modified as to audit
scope or accounting principle. The reports of Grant Thornton LLP on FullNet's
financial statements for the past two years ended December 31, 2001 and December
31, 2000 did however contain explanatory paragraphs describing an uncertainty
about FullNet's ability to continue as a going concern.
In connection with the audits for the fiscal years ended December 31, 2001 and
December 31, 2000 and all interim periods preceding the dismissal, there have
been no disagreements with Grant Thornton LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of Grant
Thornton LLP, would have caused them to make reference thereto in their report
on the financial statements for such years.
During the fiscal years ended December 31, 2001 and December 31, 2000 and all
subsequent interim periods and to January 30, 2003, the date of dismissal, there
have been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)).
FullNet delivered a copy of this Form 8-K report to Grant Thornton LLP on
January 30, 2003, and requested that Grant Thornton LLP furnish it with a letter
addressed to the Securities and Exchange Commission (the "SEC") stating whether
or not Grant Thornton LLP agrees with the above statements. Attached hereto as
Exhibit 16 is a copy of the letter of Grant Thornton LLP to the SEC dated
February 4, 2003.
During the fiscal years ended December 31, 2001 and December 31, 2000 and to
January 30, 2003, FullNet has not consulted with BUXTON & CLOUD PC on any items
concerning the application of accounting principles to a specified transaction,
the type of audit opinion that might be rendered on FullNet's financial
statements, or the subject matter of a disagreement or reportable event with the
former auditor (as described in Regulation S-K Item 304(a)(2)).
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 16 Letter from Grant Thornton LLP to the Securities and Exchange
Commission dated February 4, 2003.
Page 2
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.
FULLNET COMMUNICATIONS, INC.
By: /s/ Timothy J. Kilkenny
-----------------------------------------
Timothy J. Kilkenny
Chief Executive Officer
Dated: January 30, 2003
Page 3
EXHIBIT INDEX
<Table>
<Caption>
Exhibit No. Description
Exhibit 16 Letter from Grant Thornton LLP to the Securities
and Exchange Commission dated February 4, 2003.
</Table>
Page 4