UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 8-K / A
AMENDMENT TO FORM 8-K
INITIAL REPORT DATE: DECEMBER 21, 1998
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
AMENDMENT TO CURRENT REPORT
FEBRUARY 22, 1999
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Date of Amended Report
Commission file number 333-42623
THE THAXTON GROUP, INC.
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(Name of small business registrant as specified in its charter)
SOUTH CAROLINA 57-0669498
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(State or other jurisdiction of (IRS employer
incorporation or organization) Identification no.)
1524 PAGELAND HIGHWAY, LANCASTER, SOUTH CAROLINA 29270
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(Address of principal executive offices)
Registrant's telephone number: 803-285-4337
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(A) On December 14, 1998, The Thaxton Group, Inc. ("The Company") notified KPMG
Peat Marwick, LLP ("KPMG") that it was terminating KPMG's appointment as the
Company's independent accountants. That termination was approved by unanimous
consent of the Company's Board of Directors, which also approved the engagement
of Cherry Bekaert & Holland, LLP ("CB&H") as the Company's independent
accountants for the 1998 fiscal year. The determination to change the Company's
principal accounting firm was recommended to the Board of Directors by the
Company's Audit Committee.
KPMG's report on the Company's financial statements for the past two fiscal
years did not contain an adverse opinion or a disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope, or accounting principles.
During the past two fiscal years and subsequent interim periods, there were no
disagreements on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of KPMG, would have caused KPMG to make
reference to the subject matter of the disagreement in connection with its
reports.
(B) The Company engaged Cherry, Bekaert & Holland, LLP as its independent
accountants as of December 14, 1998. During the two most recent fiscal years,
and through December 14, 1998, the Company has not consulted with Cherry Bekaert
& Holland, LLP regarding 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, nor has the Company
consulted with Cherry, Bekaert & Holland, LLP on any matter that was either the
subject matter of a disagreement or a reportable event (as described in Item 304
(a) (iv) of Regulation S-B).
ITEM 7(C) EXHIBITS
Exhibit 16.1 Letter of KPMG Peat Marwick, LLP regarding change of
certifying accountant.
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.
Thaxton Group, Inc.
By: /s/ James D. Thaxton
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Chief Executive Officer
/s/ Allan F. Ross
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Chief Financial Officer
EXHIBIT 16.1
KPMG Peat Marwick, LLP
One Insignia Financial Plaza
P O box 10529
Greenville, SC 29603
Securities and Exchange Commission
Washington, DC 20549
December, 22, 1998
Ladies and Gentlemen:
We were previously principal accountants for The Thaxton Group, Inc. and
subsidiaries (the Company), and under the date of March 25, 1998, we reported on
the consolidated financial statements of The Company as of and for the years
ended December 31, 1997 and 1996. On December 14, 1998, our appointment as
principal accountants was terminated. We have read the Company's statements
included under Item 4 of its Form 8-K dated December 14, 1998, and we agree with
such statements except that we are not in a position to agree or disagree with
the Company's statement that the determination to change the Company's principal
accounting firm was approved by unanimous consent of the Board of Directors or
that the Company's Audit Committee recommended the change of principal
accountants to the Board of Directors.
Very truly yours,
/s/ KPMG Peat Marwick, LLP
