(THIS SPACE LEFT INTENTIONALLY BLANK) DOWNLOAD FORMATTING INSTRUCTIONS FOR CORRECT PAGINATION: PAGE SETUP: .5"TOP, .5"BOTTOM, 1"LEFT, 1"RIGHT TYPE: COURIER, 10PT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Date of Report (Date of earliest event reported): February 16, 1999 CIMARRON-GRANDVIEW GROUP, INC. (Exact name of registrant as specified in its charter) Washington 001-01337 91-0684860 - ---------------------------- --------------- ------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 601 W. Main Avenue, Ste. 714 Spokane, WA 99201-0677 ------------------------------------------ (Address of principal executive offices) Registrant's telephone number, including area code: (509) 455-9077 N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 4. Changes in Registrant's Certifying Accountants. (a) On February 16, 1999, the Registrant was notified by its principal independent accountant Robert Moe & Associates, P.S. that it will not be able to audit the Registrant's financial statements for the year ending December 31, 1998. The principal accountant's report on the financial statements for either of the past two years has contained no adverse opinion or disclaimer of opinion, nor was modified as to uncertainty, audit scope, or accounting principles. The decision to change accountants was not recommended or approved by the board of directors or an audit or similar committee of the board of directors There were no disagreements with the former account on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which, if not resolved to the former accountants satisfaction, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report. The reason stated by the accountant for its decision to resign was a decision to discontinue audits and auditing related services. A copy of the accountant's letter of resignation to the Registrant and its letter to the Commission are attached hereto as exhibits. The Registrant has complied with the requirements of Item 304(a)(3) of Regulation SB with regard to providing the former accountant with a copy of the disclosure it is making in response to this Item and has requested the former accountant to furnish a letter addressed to the Commission stating whether it agrees with the statements made by the Issuer and, if not, stating the respects in which it does not agree (b) No new independent accountant has been engaged as the principal accountant to audit the Registrant's financial statements. 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. METALINE MINING AND LEASING COMPANY /s/ Gregory B. Lipsker Date: February 19, 1999 By: ________________________________ Gregory B. Lipsker, President Exhibit 1. Letters from Accountants (Letterhead) February 15, 1999 Cimmaron-Grandview Group, Inc. C/O Eunice Campbell 301 Chestnut, Suite 6 Spokane, WA 99204-0982 The cost of insurance, liability exposure, and other related costs have increased substantially. Accordingly, we have reassigned duties and reassessed our accounting practice. We have decided to discontinue audits and auditing related services. Our practice will consist of management consulting, litigation support, business evaluations, tax preparations and planning, computerized accounting, and miscellaneous related services. This is to inform you that we will not be able to audit your financial statements for the year ending December 31, 1998. We will make our files available to whomever you retain and try to make the transfer expedient and efficient. If you have any questions, please let me know. Sincerely, ROBERT MOE & ASSOCIATES, P.S. Robert E. Moe REM:sp cc:Greg Lipsker (Letterhead) February 16, 1999 Securities and Exchange Commission Washington, D.C. 200549 We notified Cimmaron-Grandview Group, Inc. on February 15, 1999 that they would need to change auditors, and as part of our professional obligation we make the following statements. 1) We are not aware of any information or facts that would impair the integrity of management of Cimmaron-Grandview Group, Inc. 2) We have no disagreements with management as to: a) Accounting principles b) Auditing procedures c) Other similarly significant matters 3) The reason for the change of auditors is that our firm has had a reduction and reassignment in staff. 4) We are not aware of any reason why a new auditor should not accept the engagement. If you have any questions, please let me know. Sincerely, ROBERT MOE & ASSOCIATES, P.S. Robert E. Moe REM:sp cc: Mr. Greg Lipsker