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) May 9, 2001
BOWLIN TRAVEL CENTERS, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-31701 85-0473277
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
150 Louisiana N. E., Albuquerque, New Mexico 87108
(Address of principal executive offices) (Zip Code)
(505) 266-5985
Registrant's telephone number, including area code
Not Applicable
(Former name or former address, if changed since last report.)
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a)(1) On May 9, 2001, Bowlin Travel Centers, Inc. (the "Company"), with
the approval of the Company's board of directors, dismissed KPMG, LLP ("KPMG")
as its independent accountants. As discussed below, the Company has engaged the
firm of Neff & Ricci LLP ("Neff & Ricci") as its independent auditors for the
2002 Fiscal Year.
KPMG's reports on the Company's consolidated financial statements for the
past two years have not contained any adverse opinion or disclaimer of opinion
and have not been qualified or modified as to uncertainty, audit scope or
accounting principles. In addition, during the Company's two most recent fiscal
years and the subsequent interim periods preceding KPMG's dismissal, there have
not been any disagreements with KPMG 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 KPMG, would have caused
them to make a reference to the subject matter of the disagreement in connection
with their reports.
During the Company's two most recent fiscal years and subsequent interim
period preceding the dismissal of KPMG:
(i) KPMG did not advise the Company that the internal controls necessary
for the Company to develop reliable financial statements did not exist;
(ii) KPMG did not advise the Company that information had come to KPMG's
attention that led them to no longer be able to rely on management's
representations, or that made them unwilling to be associated with the financial
statements prepared by management;
(iii) KPMG did not advise the Company of the need to expand significantly
the scope of their audit, or that information had come to their attention during
such period that, if further investigated, may (i) materially impact the
fairness or reliability of previously issued Reports of Independent Auditors and
the underlying consolidated financial statements, or the financial statements
issued or to be issued covering the fiscal period(s) subsequent to the date of
the most recent financial statements covered by an audit report, or (ii) cause
KPMG to be unwilling to rely on management's representations or be associated
with the Company's consolidated financial statements; and
(iv) KPMG did not advise the Company that information had come to their
attention that they had concluded materially impacted the fairness or
reliability of previously issued Reports of Independent Auditors and the
underlying consolidated financial statements, or the consolidated financial
statements issued or to be issued covering the fiscal period(s) subsequent to
the date of the most recent consolidated financial statements covered by an
audit report.
The Company has provided KPMG with a copy of the foregoing disclosure, and
has requested that KPMG furnish it with a letter addressed to the Securities and
Exchange Commission stating whether or not it agrees with such disclosure. The
Company has filed as an Exhibit to this Form 8-K a copy of the letter from KPMG
required by Item 304 of Regulation S-K.
(a)(2) On May 9, 2001, the Company engaged Neff & Ricci as its independent
auditors. Prior to its engagement, the Company had not consulted with Neff &
Ricci with respect to:
(i) the application of accounting principles to a specified transaction,
either completed or proposed; or the type of audit opinion that might be
rendered on the Company's financial statements; or
(ii) any matter that was either the subject of a disagreement (as defined
in Item 304(a)(1)(iv) of Regulation S-K) or a reportable event (as described in
Item 304(a)(1)(v) of Regulation S-K) .
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
16. Letter from KPMG, LLP, dated May 9, 2001, regarding its
concurrence or disagreement with the statements made by the
registrant in the current report concerning the dismissal as the
registrants principal accountant.
SIGNATURE
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.
BOWLIN TRAVEL CENTERS, INC.
Dated: May 9, 2001 By: /s/ Michael L. Bowlin
------------------------------------
Name: Michael L. Bowlin
Title: President, Chief Executive
Officer
EXHIBIT INDEX
Exhibit Number Description
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16 Letter from KPMG, LLP, dated May 9, 2001, regarding its
concurrence or disagreement with the statements made by the
registrant in the current report concerning the dismissal as
the registrants' principal accountant.