QC OPTICS INC
8-K, 2001-01-04
SPECIAL INDUSTRY MACHINERY (NO METALWORKING MACHINERY)
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                     U.S 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 2, 2001


                                 QC Optics, Inc.
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             (Exact Name of Registrant as Specified in Its Charter)


  Delaware                          1-12337                       04-2916548
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(State or other                (Commission File                (IRS Employer
jurisdiction of                Number)                         Identification
incorporation)                                                 Number)


                      46 Jonspin Road, Wilmington, MA 01887
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                    (Address of Principal Executive Offices)


                                 (978) 657-7007
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              (Registrant's Telephone Number, Including Area Code)


         ---------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


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<PAGE>


ITEM 4.           CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

         On January 2, 2001,  QC Optics,  Inc. and Arthur  Andersen LLP mutually
agreed to terminate their audit relationship.  Effective January 2, 2001, Arthur
Andersen resigned as our independent  auditors.  The Board of Directors accepted
the  resignation  of  Arthur  Andersen  and the  Audit  Committee  approved  the
selection of the new independent auditors.

         There  were no  disagreements  between  us and our  former  independent
auditors regarding any matters of accounting principles or practices,  financial
statement  disclosure or auditing  scope or  procedures  in connection  with the
audit of each of our fiscal years in the period January 1, 1995 through December
31, 1999 or at any time subsequent thereto and prior to such resignation,  which
would have caused  Arthur  Andersen to make  reference to the subject  matter of
such disagreement in connection with its report.

         The report of Arthur Andersen upon our financial statements for each of
our  fiscal  years in the period  January  1, 1995  through  December  31,  1999
contained  neither an adverse  opinion nor a disclaimer  of opinion nor was such
report  qualified  or modified  as to  uncertainty,  audit  scope or  accounting
principles.

         On January 4, 2001, we engaged the services of Cayer  Prescott  Clune &
Chatellier, LLP as our new independent auditors.

ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS.

         (c) The following exhibit is filed herewith:

EXHIBIT NO.                      TITLE
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16.1                             Letter from Arthur Andersen LLP


<PAGE>

                                   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.

                                                     QC Optics, Inc.


January 4, 2001                                      By: /s/ Eric T. Chase
                                                         -----------------------
                                                         Eric T. Chase
                                                         President



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