U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 2, 2004
ANDEAN DEVELOPMENT CORPORATION
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(Exact name of registrant as specified in its charter)
Florida 33-90696 65-0648697
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1224 Washington Avenue, Miami Beach, Florida 33154
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (305) 531-1174
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Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
Spear, Safer, Harmon & Co. audited the Company's balance sheets as of December
31, 2002, 2001, 2000, 1999, 1998, 1997, 1996, and 1995 and the related
statements of operations, stockholders' deficit and cash flows for the years
then ended. Such financial statements accompanied the Company's Form 10-KSB for
the year ended December 31, 2002, 2000, 1999, 1998, 1997, 1996, and 1995 and
were filed with the Securities and Exchange Commission. The report of Spear,
Safer, Harmon & Co. on such financial statements did not contain an adverse
opinion or disclaimer of opinion and was not qualified or modified as to
uncertainty, audit scope or accounting principles.
On October 31, 2003 Terance L. Kelley, CPA combined with another CPA to form the
accounting firm of Pollard-Kelley Auditing Services, Inc. The decision to
change accountants from Terance L. Kelley, CPA to Pollard-Kelley Auditing
Services, Inc., the successor to Terance L. Kelley, CPA, was approved by the
board of directors. The Company subsequently engaged Pollard-Kelley Auditing
Services, Inc. as the Company's successor independent auditor.
The contract with Spear, Safer, Harmon & Co. lapsed and the Registrant declined
to renew the engagement for reasons outlined below.
Spear, Safer, Harmon & Co. was originally appointed as the Company's auditor in
December, 1995. Apart from a brief period in which no audited statements were
filed, Spear, Safer, Harmon & Co. remained the Company's auditor until the
Company's contract with Spear, Safer, Harmon & Co. lapsed in March, 2004 and the
Company declined to renew the engagement for reasons outlined below. Since the
original engagement of Spear, Safer, Harmon & Co., there have been no
disagreements with Spear, Safer, Harmon & Co. on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure or any reportable events. The Auditors Reports on the financial
statements for the Company since the fiscal year ended December 1995 (the
original date of the engagement of Spear, Safer, Harmon & Co.) did not contain
any adverse opinion or a disclaimer of opinion. The Company's management has
changed since its last audit and it was determined that, while there was no
concern regarding the quality of the audits performed by Spear, Safer, Harmon &
Co., a new independent certified public accountant would be in the best
interests of the shareholders of the Company.
On April 1, 2004, the Company engaged Jewett Schwartz & Associates to act as the
Company's independent certified public accountant. Jewett Schwartz & Associates
Certified Public Accountants were appointed by the Company on April 1, 2004 to
audit the Company's financial statements for the fiscal year ended December 31,
2003. During our two most recent fiscal years and the subsequent interim period
preceding their appointment as independent accountants, neither the Company nor
anyone on its behalf consulted Jewett Schwartz & Associates regarding either 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 consolidated financial statements, nor has the Company's provided
to the Company a written report or oral advice regarding such principles or
audit opinion.
During our two most recent fiscal years and any subsequent interim period
preceding the date of dismissal, there were no disagreements between Spear,
Safer, Harmon & Co. and the Company, whether resolved or not resolved, on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which, if not resolved, would have caused them to
make reference to the subject matter of the disagreement in connection with
their reports.
We have provided Spear, Safer, Harmon & Co. with a copy of the disclosure
provided under this caption of this Report, and advised it to provide us with a
letter addressed to the Securities and Exchange Commission as to whether it
agrees or disagrees with the disclosures made herein. Spear, Safer, Harmon &
Co.'s response is filed with this Form 8-K as Exhibit 16.1 Item 304(a)(3) of
Regulation S-B.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit 16.1 Letter regarding change in certifying accountant.
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.
ANDEAN DEVELOPMENT CORPORATION
Date: April 19, 2004 By:/s/ Lance Larson
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Lance Larson, Director
EXHIBIT INDEX
EXHIBIT DESCRIPTION
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16.1 Letter Regarding Change in Certifying Accountant.