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 August 7, 2001 (Date of Earliest Event Reported) VENTURES NATIONAL, INC. (Exact Name of Registrant as Specified in its Charter) Utah 2-98075-D 87-0433444 (State or other Jurisdiction) (Commission File No.) (IRS Employer I.D. No.) 5525 SOUTH 900 EAST, SUITE 110 SALT LAKE CITY, UTAH 84117 (Principal Executive Office Address) Registrant's Telephone Number, Including Area Code: (801)262-8844 Item 1. Changes in Control of Registrant. None; not applicable. Item 2. Acquisition or Disposition of Assets. None; not applicable. Item 3. Bankruptcy or Receivership. None; not applicable Item 4. Changes in Registrant's Certifying Accountant. Mantyla McReynolds, Certified Public Acountants, of Salt Lake City, Utah, has been retained to audit the financials of the Registrant as of August 7, 2001, the change of auditor was approved by majority consent of the board of directors. Mantyla McReynolds are auditing the financial statements that the Registrant has prepared for the calendar year ended June 30, 2001; The Registrant has contacted its previous auditor, Thurman Shaw & Co., Certified Public Accountants, and there are no disagreements between the Registrant and the previous auditor, Thurman Shaw & Co., whether resolved or not resolved, on any matter of accounting principles or practices, financial statement disclosures or auditing scope or procedure, which would cause them to make reference to the subject matter of a disagreement in connection with their reports for the two most recent fiscal years and the subsequent interim peiod prededing their resignation. Furthermore, the former accountant's reports for the financial statements for either of the past two years did not contain an adverse opinion or a disclaimer of opinion or was qualified or modified as to uncertainty, audit scope or accounting principles. It is not anticipated that the reports of Mantyla McReynolds, will contain any adverse opinion or disclaimer or opinion, with the exception of a standard "going concern" qualification, if applicable. The registrant has provided Thurman Shaw & Co., with a copy of the disclosure provided under this caption of this Report, and has advised it to provide the Registrant with a letter addressed to the Securities and Exchange Commision as to whether it agrees or disagrees with the disclosure made herein. A copy of its response is attached hereto and incorporated herein by this reference. See item 7. Item 5. Other Events. None; not applicable. Item 6. Resignations of Directors and Executive Officers. None; not applicable Item 7. Financial Statements and Exhibits. Financial Statements. --------------------- None; not applicable. Exhibits. --------- Description of Exhibits Exhibit # ----------------------- --------- Letter on change in Certifying Accountants 16 Item 8. Change in Fiscal Year. None; not applicable. 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. VENTURES NATIONAL, INC. Date: 8/22/01 /S/ LUKE BRADLEY --------------- -------------------------------------- LUKE BRADLEY, VICE PRESIDENT AND DIRECTOR