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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 3)
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 27, 1998
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Data Processing Resources Corporation
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(Exact name of registrant as specified in its charter)
California 0-27612 95-3931443
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(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
4400 MacArthur Boulevard, Suite 600, Newport Beach, California 92660
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (949) 553-1102
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Not Applicable
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(Former name or former address, if changed since last report)
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This Amendment No. 3 to Current Report on Form 8-K is being filed to
correct an inadvertent error on the Independent Auditors' Report of Deloitte &
Touche LLP contained in the Current Report on Form 8-K/A which was filed by the
Registrant with the Securities and Exchange Commission on March 5, 1998
("Amendment No. 1") to amend the Registrant's Current Report on Form 8-K dated
January 27, 1998.
The Registrant hereby amends the information contained in the
Independent Auditors' Report of Deloitte & Touche LLP contained in Item 7(a)
(Financial Statements of Business Acquired) contained in Amendment No. 1 as
follows:
INDEPENDENT AUDITORS' REPORT
To the Shareholder of
S3G, Inc.:
We have audited the accompanying balance sheets of S3G, Inc. (the Company) as of
December 31, 1997 and 1996, and the related statements of income, shareholder's
equity and cash flows for the twelve-month periods then ended. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the financial position of S3G, Inc. at December 31, 1997 and 1996, and
the results of its operations and its cash flows for the twelve-month periods
then ended in conformity with generally accepted accounting principles.
/s/ Deloitte & Touche LLP
Costa Mesa, California
January 30, 1998
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
23.1 Consent of Deloitte & Touche LLP
2.
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Amendment No. 3 to be signed on its behalf
by the undersigned hereunto duly authorized.
DATA PROCESSING RESOURCES CORPORATION
(Registrant)
Dated: September 28, 1998 By: /s/ James A. Adams
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James A. Adams
Chief Financial Officer
3.
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DATA PROCESSING RESOURCES CORPORATION
INDEX TO EXHIBITS
Number Description of Exhibit
23.1 Consent of Deloitte & Touche LLP
4.
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EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No. 333-
53371 of Data Processing Resources Corporation on Form S-3 and Registration
Statements Nos. 333-07145, 333-20627, 333-20629, 333-30663 and 333-45257 of Data
Processing Resources Corporation on Form S-8 of our report dated January 30,
1998 relating to the financial statements of S3G, Inc., appearing in the
Form 8-K/A of Data Processing Resources Corporation.
/s/ DELOITTE & TOUCHE LLP
Costa Mesa, California
September 29, 1998
