8-K/A 1 0001.txt SECURITIES 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 July 31, 2000 Elite Technologies, Inc (Exact name of registrant as specified in its charter) Texas 0-17597 75-0252296 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6991 PEACHTREE INDUSTRIAL BLVD. SUITE 350 NORCROSS, GEORGIA 30092 (Address of principal executive offices) (Zip Code) 770-638-0441 (Registrants telephone number, Including area code) 3700 Crestwood Pkwy Suite 1000 Duluth, GA 30096 (Former name or address, if changed since last report) Item 4. Changes in Registrant's Certifying Accountants KPMG LLP was previously the principal accountants for Elite Technologies, Inc. On July 25, 2000, that firm's appointment as principal accountants was terminated and Feldman Sherb & Co., P.C. was engaged as principal accountants on September 8, 2000. The decision to change accountants was approved by the audit committee of the board of directors. In connection with the audits of the two fiscal years ended May 31, 1999 and the subsequent period through July 25, 2000, there were no disagreements with KPMG LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to their satisfaction would have caused them to make reference in connection with their opinion to the subject matter of the disagreement. KPMG LLP's auditors' report on the consolidated financial statements of Elite Technologies, Inc. and subsidiaries as of and for the years ended May 31, 1999 and 1998, contained a separate paragraph stating that "the Company has suffered recurring losses from operations that raises substantial doubt about its ability to continue as a going concern." Management's plans in regard to this matter are also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. A letter from KPMG LLP is attached as Exhibit A. EXHIBITS Exhibit A: Letter from KPMG LLP 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. Elite Technologies, Inc. /s/ Scott Schuster ------------------------------------- SCOTT SCHUSTER Chief Executive Officer December 8, 2000 EXHIBIT A KPMG July 31, 2000 Securities and Exchange Commission Washington, DC 20549 Ladies and Gentlemen; We were previously principal accountants for Elite Technologies, Inc. and under the date of August 25, 1999, we reported on the consolidated financial statements of Elite Technologies, Inc. and subsidiaries as of and for the years ended May 31, 1999 and 1998. On July 25, 2000, our appointment as principal accountants was terminated. We have read Elite Technologies, Inc.'s statements included under the Item 4 of it's Form 8K dated July 31, 2000, and we agree with such statements, except that we are not in a position to agree or disagree with Elite Technologies, Inc. statements that Kirschner & Associates, P.C. was engaged on July 20, 2000 and that the decision to changes accounts was approved by the audit committee of the board of directors. Very truly your, /s/ KPMG LLP KPMG LLP