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Exhibit Index is on Page 5
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: February 4, 1997
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(Date of earliest event reported)
PRIMEX TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in Charter)
Virginia 0-28942 06-1458069
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(State or Other (Commission (IRS Employer
Jurisdiction of File Identification
Organization) Number) Number)
10101 Ninth Street North
St. Petersburg, Florida 33716-3807
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(Address of Principal Executive Offices) (Zip Code)
(813) 578-8100
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(Registrant's telephone number, including area code)
Not Applicable
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(Former Name or Address, If Changed Since Last Report)
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Item 4. Changes in Registrant's Certifying Accountant
On February 4, 1997, Primex Technologies, Inc. ("Primex"), based
on the recommendation of the Audit Committee of the Primex Board of
Directors, retained Ernst & Young LLP ("Ernst & Young") to serve as
independent accountants for Primex and its subsidiaries for periods ending
after December 31, 1996. KPMG Peat Marwick LLP ("Peat Marwick"), which
will complete the audit of Primex's financial statements for 1996,
terminated its engagement for future periods. No Peat Marwick report on
the financial statements of Primex for the past two years contained an
adverse opinion or disclaimer of opinion or was qualified or modified as to
uncertainty, audit scope, or accounting principles. During the two most
recent fiscal years and the subsequent interim period, there has been no
disagreement between Primex and Peat Marwick on any matter of accounting
principles or practices, financial statement disclosure or auditing scope
or procedures.
During the two most recent fiscal years and the subsequent
interim period prior to engaging Ernst & Young, Primex (or someone on its
behalf) did not consult Ernst & Young 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 Primex's
financial statements.
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Item 7. Financial Statements and Exhibits
c. Exhibits
Ex - 16 Letter from KPMG Peat Marwick LLP dated February 7, 1997.
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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.
PRIMEX TECHNOLOGIES, INC.
by /s/ George H. Pain
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George H. Pain
Vice President, General
Counsel and Secretary
Date: February 10, 1997
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Exhibit Index
Exhibit No. Exhibit Page No.
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16 Letter from KPMG Peat Marwick 6
LLP dated February 7, 1997.
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EXHIBIT 16
[Letterhead of KPMG PEAT MARWICK LLP]
February 7, 1997
Mr. John E. Fischer
Chief Financial Officer
Primex Technologies, Inc.
10101 Ninth Street North
St. Petersburg, FL 33716
Dear Mr. Fischer:
This is to confirm that the client-auditor relationship between Primex
Technologies, Inc. and KPMG Peat Marwick LLP will cease effective on the
completion of the audit of the December 31, 1996 financial statements and the
issuance of our auditors report thereon.
Very truly yours,
/s/ KPMG Peat Marwick LLP
KPMG PEAT MARWICK LLP
cc: Chief Accountant
Securities and Exchange Commission