<PAGE>
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
OCTOBER 14, 1996
----------------
(Date of Report-Date of Earliest Event Reported)
LIBERTE INVESTORS INC.
----------------------
(Exact Name of Registrant as Specified in Charter)
DELAWARE 1-6802 75-1328153
- ----------------------------- ------------ -------------------
(State or Other Jurisidiction (Commission (IRS Employee
of Incorporation) File Number) Identification No.)
600 NORTH PEARL STREET, SUITE 420, DALLAS, TX 75201
----------------------------------------------------
(Address of Principal Executive Offices)
(214)720-8950
-------------
(Registrant's Telephone Number, Including Area Code)
LIBERTE INVESTORS
-----------------
(Former Name or Former Address, if Changed Since Last Report)
EXHIBIT INDEX ON PAGE 4.
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) On October 14, 1996, the Board of Directors of Liberte Investors
Inc. (the "Company") approved the dismissal of the Company's independent
accountants, Ernst & Young LLP ("E&Y").
No report of E&Y on the Company's financial statements for either of
the past two fiscal years contained an adverse opinion or a disclaimer of
opinion, or was qualified or modified as to uncertainty, audit scope or
accounting principles. During the Company's two most recent fiscal years and
through the date of dismissal of E&Y, there were no disagreements with E&Y on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope of procedure, which disagreements, if not
resolved to the satisfaction of E&Y, would have caused it to make reference to
the subject matter of the disagreements in its reports. During the Company's
two most recent fiscal years and through the date of dismissal in 1996, E&Y
did not advise the Company that any of the following circumstances existed:
(1) that the internal controls necessary of the Company to develop reliable
financial statements do not exist; (2) that information had come to their
attention that made them no longer able to rely on management's
representations, or that made them unwilling to be associated with the
financial statements prepared by management; (3) that they needed to expand
significantly the scope of their audit of the Company; or (4) that information
had come to their attention that materially affected, or if investigated
further may have materially affected, the fairness or reliability of a
previously issued audit report or financial statements or the fairness of
financial statements issued or to be issued for fiscal periods following the
last audit report.
The Company provided E&Y with a copy of the disclosures made in this
Report and requested E&Y to furnish the Company with a letter addressed to the
Securities and Exchange Commission stating whether E&Y agrees with the
statement made in this report and, if not, state the respects in which E&Y
does not agree. A copy of E&Y's response is attached to this Report as
Exhibit 16.1.
(b) On October 14, 1996, the Board of Directors of the Company
approved the selection of KPMG Peat Marwick LLP ("KPMG") as the Company's
independent accountants for the fiscal year ending June 30, 1997. During the
Company's prior two fiscal years ending June 30, 1996 and June 30, 1995 and
the interim period preceding the selection, the Company did not consult KPMG
on any matters.
2
<PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
EXHIBITS
NO. DESCRIPTION
--- -----------
16.1 Letter dated November 15, 1996 from Ernst & Young LLP
regarding Company's change in independent accountants.
(SIGNATURE ON THE NEXT PAGE)
3
<PAGE>
SIGNATURE
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.
Dated: November 19, 1996
LIBERTE INVESTORS INC.
By: /s/ Melinda G. Heika
---------------------------------
Named: Melinda G. Heika
Title: Principal Accounting Officer
4
<PAGE>
EXHIBIT INDEX
NO. DESCRIPTION
--- -----------
16.1 Letter dated November 15, 1996 from Ernst & Young LLP
regarding the Company's change in independent accountants.
5
<PAGE>
EXHIBIT 16.1
[ERNST & YOUNG LLP LETTERHEAD APPEARS HERE]
November 15, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated October 14, 1996, of Liberte Investors,
Inc. and are in agreement with the statements contained in the second paragraph
of Item 4 on page 2 therein. We have no basis to agree or disagree with other
statements of the registrant contained therein.
/s/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
