Apple Orthodontix Inc – ‘8-K’ for 1/26/00

On:  Wednesday, 2/2/00   ·   For:  1/26/00   ·   Accession #:  890566-0-102   ·   File #:  1-12977

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         4     15K 
 2: EX-16       Letter re: Change in Certifying Accountant             1      5K 
 3: EX-99       Miscellaneous Exhibit                                  2      9K 

8-K   —   Current Report
Document Table of Contents

8-K
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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): JANUARY 26, 2000
                                                  ----------------

 APPLE ORTHODONTIX, INC.
 -------------------------------------
(Exact Name of Registrant as Specified in Charter)

      DELAWARE                    001-12977                 74-2795193
-----------------------------     ----------------         ---------------    
(State or Other Jurisdiction         (Commission              (IRS Employer   
     of incorporation)             File Number)           Identification No.

2777 ALLEN PARKWAY, SUITE 700, HOUSTON, TEXAS              77019
---------------------------------------------              -----
    (Address of Principal Executive Offices)              (Zip Code)

 Registrant's telephone number, including area code (713) 852-2500
                                                    --------------

8-K
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP.                                             

  On January 27, 2000, Apple Orthodontix, Inc. (the "Company") filed for
protection under Chapter 11 in the United States Bankruptcy Court for the       
District of Delaware. The case has been assigned to United States Bankruptcy    
Judge Mary Walrath. The consolidated caption is In Re Apple Orthodontix, Inc.,  
Debtor, Chapter 11, case no. 00-347. The initial hearing was held on January 28,
2000.                                                                           

     On January 27, 2000, the Company issued the press release attached hereto
as Exhibit 99 announcing the commencement of the Company's Chapter 11           
liquidation proceedings.                                                        

ITEM 4. CHANGE IN REGISTRANT"S CERTIFYING ACCOUNTANT.                           

      On January 26, 2000, Arthur Andersen LLP ("Arthur Andersen") was dismissed
by the Company as the certifying accountant of the Company, effective as of that
date.                                                                           

   Arthur Andersen reported on the financial statements for each of fiscal
year 1997 and 1998, and, with respect to the Company"s 1998 financial           
statements, Arthur Andersen"s report contained a qualification related to the   
Company"s ability to continue as a going concern due to a constrained access to 
funds and a net capital deficiency. Currently, there are no audited financial   
statements for the year ending December 31, 1999 and the Company does not expect
to obtain such financial statements. The decision to dismiss Arthur Andersen was
recommended and approved by the Audit Committee of the Company. During the last 
two fiscal years and subsequent interim period to the date hereof, there have   
been no disagreements between the Company and Arthur Andersen on any matters of 
accounting principles or practices, financial statement disclosure or auditing  
scope or procedures which, if not resolved to the satisfaction of Arthur        
Andersen, would have caused it to make reference to the matter in the auditor"s 
report. However, by letter dated April 14, 1999, Arthur Andersen advised the    
Audit Committee of the Board of Directors that the Company had material         
weaknesses in its internal control structure related to the design and operation
of the Company"s evaluation of asset realizability and management team          
communication. The Audit Committee and Arthur Andersen discussed the material   
weaknesses and the Audit Committee approved and recommended responses to these  
material weaknesses. For discussion of the Company"s evaluation of asset        
realizability and related disclosures, reference is made to the Company"s Annual
Report on Form 10-K for the year ended December 31, 1998 and the Company"s      
subsequent interim reports.                                                     

In connection with the filing of this Form 8-K, Arthur Andersen was 
provided with a copy of this disclosure and was requested by the Company to     
furnish to the Company a letter addressed to the Commission stating whether     
Arthur Andersen agrees with the above statements. A copy of Arthur Andersen"s   
letter to the Commission is attached hereto as Exhibit 16 to this Form 8-K.     

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8-K
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ITEM 5. OTHER EVENTS.                                                           

    On January 27, 2000, John G. Vondrak, Chairman of the Board of Directors
of the Company, resigned from the Board of Directors of the Company.            

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.                                      

(c)   Exhibits                                                  

    16    Letter dated February 2, 2000, delivered by Arthur
           Andersen to the Securities and Exchange Commission.

99    Press Release dated January 27, 2000.         

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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.                                           

               Apple Orthodontix, Inc.

Dated: February 2, 2000             By: /s/ JAMES E. BOBBITT                    
                            --------------------
                        James E. Bobbitt
                          Vice President and
                               Chief Financial Officer

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
Filed on:		2/2/00		3		4
		1/28/00		2
		1/27/00		2		3
For Period End:		1/26/00		1		2
		12/31/99		2
		4/14/99		2
		12/31/98		2					10-K405,  10-K405/A,  NT 10-K
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