UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) August 12, 2005
PARK CITY GROUP, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Nevada
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(State or Other Jurisdiction of Incorporation)
0003718 37-1454128
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(Commission File Number) (IRS Employer Identification No.)
333 Main Street, Suite 300
Park City, UT 84060
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(Address of Principal Executive Offices) (Zip Code)
435-649-2221
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 4.01 Changes In Registrant's Certifying Accountant
(a) Previous principal accountant to audit financial statements.
(i) On August 12, 2005, Park City Group, Inc. (the
"Registrant") dismissed Tanner LC ("Tanner") as its principal
accountant to audit its financial statements. Tanner audited the
Registrant's financial statements for the years ended June 30, 2004 and
June 30, 2003.
(ii) Tanner's report on the financial statements of the
Registrant for the years ended June 30, 2004 and June 30, 2003 did not
contain an adverse opinion or a disclaimer of opinion, and was not
qualified or modified as to uncertainty, audit scope or accounting
principles.
(iii) The Registrant's Audit Committee and the Board of
Directors of the Registrant approved the change in principal accountant
to audit the Registrant's financial statements.
(iv) During the most recent fiscal year ended June 30, 2005
and the subsequent period to and including August 12, 2005, there have
been no disagreements between Tanner and the Registrant on any matter
of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure which, if not resolved to the
satisfaction of Tanner, would have caused it to make a reference to the
subject matter of any such disagreement within its report.
(b) New principal accountant to audit financial statements.
On August 12, 2005, the Registrant engaged HJ & Associates, LLC ("HJ")
as its principal accountant to audit the Registrant's financial statements.
During the two most recent fiscal years ended June 30, 2005 and the subsequent
period to and including August 12, 2005, the Registrant has not consulted with
HJ regarding any of the following: (1) the application of accounting principles
to a specified transaction, either completed or proposed; (2) the type of audit
opinion that might be rendered on the Registrant's respective financial
statements, and neither a written report nor oral advice was provided to the
Registrant that HJ concluded was an important factor considered by the
Registrant in reaching a decision as to the accounting, auditing or financial
reporting issue, or (3) any other matter
(c) Tanner letter.
The Registrant delivered a copy of this Report on Form 8-K to Tanner on
August 15, 2005 and requested that a letter addressed to the Securities and
Exchange Commission be provided stating whether or not Tanner agrees with the
statements made by the Registrant herein and, if not, stating the respects in
which it does not agree. A copy of such letter is attached hereto as an exhibit.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated: August 15, 2005 PARK CITY GROUP, INC.
By: /s/ Randall K. Fields
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CEO
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