UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
October 25, 2002
Date of Report (Date of earliest event reported)
Commission file number 333-75044
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WENTWORTH III, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 84-1588927
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
650 South Cherry Street, Suite 420, Denver, CO, 80246
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(Address of principal executive offices) (Zip Code)
(303) 320-1870
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(Registrant's telephone number, including area code)
(a) On October 25, 2002, Wentworth III, Inc. (the "Company") dismissed
Goldstein Golub Kessler LLP ("GGK") as its independent certified public
accountants. The decision was approved by the Board of Directors of the
Company.
During the most recent fiscal year (which was the first year of the
Company's operation), the accountant's reports on the financial statements
contained no adverse opinions or disclaimers of opinion, nor were they modified
as to audit scope or accounting principles. The accountant's reports contained
an explanatory paragraph describing going concern contingencies.
During the most recent fiscal year and the interim period preceding the
dismissal of GGK, there were no disagreements with GGK on any matter of
accounting principles or practices, financial statement disclosure, or auditing
scope or procedure, which disagreement, if not resolved to the satisfaction of
GGK, would have caused GGK to make reference to the subject of that disagreement
in its reports on the Company's financial statements.
The Company requested that GGK furnish it with a letter addressed to the
Securities and Exchange Commission (the "SEC") stating whether or not it agrees
with the Company's statements in this Item 4 (a). A copy of the letter furnished
by GGK in response to that request, dated November 6, 2002, is filed as Exhibit
16.1 to this Form 8-K.
(b) On October 30, 2002, Hein & Associates, LLP ("Hein") was engaged as the
Company's new independent accountants. During the two most recent fiscal years
and the interim period preceding the engagement of Hein, the Company has not
consulted with Hein regarding either: (1) 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 financial statements;
or (11) any matter that was either the subject of a disagreement or event
identified in paragraph (a) (1) (iv) of Item 304 of Regulation S-B.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits:
The following exhibits are filed as part of this report:
Exhibit Number Description
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16.1 Letter from Goldstein Golub Kessler LLP regarding change in
Certifying accountant.
SIGNATURES
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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.
Wentworth III, Inc.
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(Registrant)
By:
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Kevin R. Keating
Chairman & Chief Executive Officer
EXHIBIT INDEX
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Exhibit No. Document
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16.1 Letter from Goldstein Golub Kessler LLP dated
November 6, 2002 regarding change in certifying accountant.