SECURITIES AND EXHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------ FORM 8-K/A (AMENDMENT NO. 1) CURRENT REPORT PURSUANT TO SECTION 13 OF 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 20, 1998 ----------------- ILX RESORTS INCORPORATED ------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) Arizona 001-13855 86-054171 - ---------------------------- ------------------------ ---------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification Number) 2111 East Highland Avenue, Suite 210, Phoenix, Arizona 85016 ------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (602) 957-2777 --------------- Page 1 of 5 ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT ILX Resorts Incorporated, an Arizona corporation ("ILX"), is filing this Amendment No. 1 to its Current Report on Form 8-K, dated November 20, 1998 (the "Form 8-K"), in order to file as an exhibit a letter from Deloitte & Touche LLP ("D&T") to the U.S. Securities and Exchange Commission. Pursuant to Item 304(a)(3) of Regulation S-K, D&T has provided such letter for the purposes of stating whether or not it disagrees with the statements made by ILX in the Form 8-K. A copy of D&T's letter is filed herewith. ILX disagrees with that portion of the fourth sentence of the fourth paragraph of D&T's letter which states that D&T advised ILX's Chief Financial Officer, its Chairman and Chief Executive Officer, its President, and one of the two members of its Audit Committee, that "D&T believed the 9/30/98 Financial Statements were misstated". At no time during the course of D&T's discussions with such officers and director of ILX did D&T state that ILX's treatment of the transaction constituted a misstatement, rather D&T stated that it was a disagreement. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements None (b) Pro Forma Financial Information None (c) Exhibits 16 Letter, dated December 8, 1998, from Deloitte & Touche LLP to the U.S. Securities and Exchange Commission Page 2 of 5 EXHIBITS NO. DESCRIPTION METHOD OF FILING - --- ----------- ---------------- 16 Letter, dated December 8, 1998, from Filed Herewith Deloitte & Touche LLP to the U.S. Securities and Exchange Commission Page 3 of 5 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment No. 1 to its report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. ILX RESORTS INCORPORATED By: /s/ Joseph P. Martori --------------------------- Joseph P. Martori Chief Executive Officer Date: December 11, 1998 Page 4 of 5