UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street NW
Washington, D.C. 29549
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Form 8-K
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CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 23, 2003
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MILLER DIVERSIFIED CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Nevada 01-19001 84-1070932
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
23360 Weld County Road 35
La Salle, Colorado 80645
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(Address of Principal Executive Offices) (Zip Code)
(970) 284-5556
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(Registrant's telephone number, including area code)
Not Applicable
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(Former Name or Former Address, if changed since last report)
Item 4 -- Change in Registrant's Certifying Accountant.
(a) On September 23, 2003, Anderson & Whitney, P.C. notified Miller Diversified
Corporation, the Company, that it would not be stand for re-election to perform
the audit of the consolidated financial statements of the Company for the fiscal
year ended August 31, 2003. Anderson & Whitney, P.C. had served as the Company's
principal independent accountants since 1987. Anderson & Whitney, P.C.'s
decision was accepted by the Board of Directors of the Company.
The audit reports of Anderson & Whitney, P.C. on the consolidated financial
statements of the Company for the fiscal years ended August 31, 2001 and August
31, 2002 contained no adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope, or accounting principles.
In connection with the audits of the consolidated financial statements of the
Company for the fiscal years ended August 31, 2001 and August 31, 2002 and
through the date hereof, the Company had no disagreement with Anderson &
Whitney, P.C. on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreement, if not
resolved to the satisfaction of Anderson & Whitney, P.C., would have caused them
to make reference to such disagreement in their reports for such periods; and
there were no reportable events as defined in Item 304(a)(1)(iv) of Regulation
S-B.
Anderson & Whitney, P.C. was provided a copy of the above disclosures and was
requested to furnish the Company with a letter addressed to the Securities and
Exchange Commission stating whether it agrees with the above statements and, if
not, stating the respects in which it does not agree. A letter from Anderson &
Whitney, P.C. is attached hereto as Exhibit 16.
(b) On September 23, 2003, the Company engaged the accounting firm of Schumacher
& Associates, Inc. as independent accountants to audit the Company's
consolidated financial statements for the fiscal year ended August 31, 2003. The
decision to engage Schumacher & Associates, Inc. was made by the Board of
Directors of the Company. During the fiscal years ended August 31, 2001 and
August 31, 2002 and through the date hereof, the Company did not consult with
Schumacher & Associates, Inc. regarding any of the matters or reportable events
set forth in Item 304(a)(2)(i) and (ii) of the Regulation S-B.
Item 7 -- Financial Statements and Exhibits.
(A) Not Applicable
(B) Not Applicable
(C) Exhibits
Exhibit 16 - Letter from Anderson & Whitney, P.C. to the Securities and
Exchange Commission dated September 23, 2003.
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.
Miller Diversified Corporation
September 23, 2003 /s/ James E. Miller
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Date James E. Miller
President, Principal Executive
Officer, Principal Financial Officer,
and Director
September 23, 2003 /s/ Clark A. Miller
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Date Clark A. Miller
Secretary-Treasurer, Principal
Marketing Officer
September 23, 2003 /s/ Norman M. Dean
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Date Norman M. Dean
Chairman of the Board and Director