<PAGE> 1
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) October 6, 1997
(September 30, 1997)
BRISTOL RETAIL SOLUTIONS, INC.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-21633 58-2235556
- ---------------------------- ------------- ------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
5000 Birch Street, Suite 205, Newport Beach, California 92660
- ------------------------------------------------------- ------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 475-0800
Not Applicable
- -------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a)(1) Bristol Retail Solutions, Inc. ("Bristol") has dismissed
its former principal accountants, Ernst & Young LLP, and
appointed the accounting firm of Deloitte & Touche LLP as its
principal accountants. The change was made effective September
30, 1997. Bristol's Board of Directors approved the dismissal
of Ernst & Young LLP and the selection of Deloitte Touche LLP
as the new principal accountants.
(a)(2) During the period from inception (April 3, 1996) to
December 31, 1996 and each subsequent interim period preceding
September 30, 1997, there were no disagreements with Ernst &
Young LLP 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 Ernst & Young LLP, would have caused it to
make reference to the subject matter of the disagreements in
connection with its report.
The Ernst & Young LLP report on the financial statements of
Bristol for the period from inception (April 3, 1996) to
December 31, 1996 contained no adverse opinion or disclaimer
of opinion, nor was either qualified or modified as to
uncertainty, audit scope, or accounting principles.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. The following exhibits are filed as part of this
report:
Exhibit
Number Description
------ -----------
16.1 Letter from Ernst & Young LLP on changes in
certifying accountant
2
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
BRISTOL RETAIL SOLUTIONS, INC.
(Registrant)
Date: October 6, 1997 By: /s/ ROGER MONACO
--------------------------
Roger Monaco, Senior Vice
President and Chief
Financial Officer
3
<PAGE> 1
EXHIBIT 16.1
ERNST & YOUNG LLP Suite 800 Phone: 714 794 2300
18400 Von Karman Avenue
Irvine, California 92612-1551
October 3, 1997
Securities & Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated October 3, 1997 of Bristol Retail
Solutions, Inc. and are in agreement with the statements contained in the first,
second and third paragraphs on page 2 therein. We have no basis to agree or
disagree with other statements of the registrant contained therein.
Very truly yours,
/s/ ERNST & YOUNG LLP
-----------------------------
Ernst & Young LLP
Ernst & Young LLP is a member of Ernst & Young International, Ltd.