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, November 16, 1998. Date of earliest event reported, January 15, 1996 (Exact name of registrant as specified in it's charter) LOCH HARRIS, INC. State of Incorporation IRS Employer Identification Number - ------------------------ Nevada 87-0418799 515 Capital of Texas Highway, Suite 245 Austin, Texas 78746 - -------------------------------------------------------------------------------- (Address of principal executive offices) Zip Code Registrant's telephone number, including area code: (512) 328-7808 INFORMATION TO BE INCLUDED IN THE REPORT ---------------------------------------- Item 1. Changes in Control of Registrant. None Item 2. Acquisition or Disposition of Assets. None Item 3. Bankruptcy or Receivership. Not applicable. Item 4. Changes in Registrant's Certifying Accountant. Brenda Stermer, CPA for Loch Harris Inc. was engaged as the principal accountant to audit the Registrant's financial statements, and upon whom registrant has been waiting for completion of audits for SEC filings. On or about November 16, 1998, Registrant received notice from Brenda Stermer that she was not able to complete the audit and required certifications and formally resigned as Principal Auditor for Loch Harris, Inc. The Board of Directors has accepted the resignation. To the registrants information during the past two fiscal years reports on the Registrant's financial statements neither contained any adverse opinions or disclaimers nor were qualified or modified as to uncertainty. During the past two fiscal years and through and through November 16, 1998, there were no disagreements with the Auditor on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure. A Copy of the letter from Brenda Stermer to the Issuer is attached hereto as Exhibit "A" which expressly provides the information and disclosures required by Item 304(a)(3) of Regulation S-K and which were provided prior to the filing of this Current Report on Form 8-K. A. Pursuant to action approved by the Registrant's Board of Directors, the Registrant retained BROWN, GRAHAM & COMPANY, P. 0. Box 872, Georgetown, Texas 78627-0872 as it auditors as of November 16, 1998. Item 5. Other Events. The official corporate office has been relocated from 515 Capital of Texas Highway, Suite 245, Austin, Texas 78746 to Executive Plaza, 14205 Burnet Rd., Suite 640, Austin, Texas 78728. The telephone numbers remain: (512) 328-7808 and the Fax Number is (512) 341-7721. Item 6. Resignations of Registrant's Directors. None. Not Applicable. Item 7. Financial Statements and Exhibits. None. Not applicable. Item 8. Changes in Fiscal Year. During this time period the Board of Directors changed the fiscal year that was used in its most recent filing with the commission. The new fiscal year is July 1, 1997 through June 30, 1998. Appropriate filings are forthcoming. SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on it's behalf by the undersigned hereunto duly authorized. LOCH HARRIS, INC. Registrant /s/ Rodney Boone /s/ Mark Baker - --------------------------------- ----------------------------------- Rodney Boone, President 11/ 17/98 Mark Baker, Secretary 11/17/98 EXHIBIT "A" November 16,1998 Loch Harris, Inc 14205 Burnet Rd., Suite 640 Austin, TX 78728 Attention: Mark Baker Dear Mark: Please accept this letter as my resignation as, Principal Auditor for Loch Harris, Inc. I am no longer in a position to complete SEC audits and required certifications. Within the last two years, I have had no adverse opinion or disagreement with the management of Loch Harris, Inc., or any of its subsidiaries, either in principle, practice, financial statement disclosure, or scope of procedure. I know of no information that materially impairs the fairness or reliability of my previously issued audit reports or financial statements. We have no disagreements on reportable events and no information has come to my attention that made me unwilling to rely on management's representations. Due to the number of subsidiaries of Loch Harris, Inc., the scope of Loch's audit has been increased, which has created time constraints on the completion of work to be performed. In our discussions you have authorized me to fully respond to any and all inquiries of my successor and I shall address them and present my views on the same. I have appreciated the opportunity of working with Loch Harris, Inc., a growing company with much potential. If I can assist in any way, please don't hesitate to call. Sincerely, /s/ Brenda Stermer - ------------------- Brenda Stermer, CPA