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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)
February 26, 1997
GOLF TRUST OF AMERICA, INC.
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(Exact Name of Registrant as Specified in its Charter)
Maryland
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(State or Other Jurisdiction of Incorporation)
333-15965 33-0724736
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(Commission File No.) (IRS Employer Indentification Number)
14 North Adger's Wharf
Charleston, South Carolina 29401
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(Address of Principal Executive Offices)
(803) 723-4653
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(Registrant's Telephone Number, Including Area Code)
190 King Street
Charleston, South Carolina 29401
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On February 26, 1997, the Registrant dismissed Price Waterhouse, LLP
as independent accountants. Effective February 26, 1997, the Registrant has
engaged BDO Seidman, LLP as principal accountants. The decision to change
accountants was approved by the Audit Committee and ratified by the Board of
Directors of the Registrant.
(b) During the Registrant's recent S-11 filing and subsequent interim
period, there have been no disagreements with Price Waterhouse, LLP on any
matter of accounting principles or practices, financial statement disclosure or
auditing scope or procedure or any reportable events.
(c) The independent accountant's report on the financial position of the
Registrant did not contain an adverse opinion or a disclaimer of opinion and the
report was not qualified or modified as to uncertainty, audit scope or
accounting principles, nor were there any events of the type requiring
disclosure under Item 304(a)(1)(v) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
16.1 Letter from Price, Waterhouse, LLP former independent accountants.
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.
Date: March 17, 1997
GOLF TRUST OF AMERICA, INC.
By: /s/ W. Bradley Blair, II
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W. Bradley Blair, II
President and Chief Executive Officer
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[Letterhead of Price Waterhouse LLP]
March 14, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Ladies and Gentlemen:
RE: Golf Trust of America, Inc.
We have read Item 4 of the Golf Trust of America, Inc. Form 8-K dated February
26, 1997, and are in agreement with the statements contained therein. However,
we wish to note that the Registrant was formed on November 8, 1996. Its balance
sheet as of November 8, 1996 was audited by Price Waterhouse LLP. The balance
sheet and the report of Price Waterhouse LLP thereon were included in the
Registrant's Form S-11 which was effective as of February 6, 1997. In
connection with our audit of the November 8, 1996 balance sheet and through
February 26, 1997, (i) there have been no disagreements with Price Waterhouse
LLP on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements if not resolved
to our satisfaction would have caused us to make reference thereto in our report
on the November 8, 1996 balance sheet and (ii) there have been no reportable
events (as defined in Regulation S-K Item 304(a)(l)(v)).
Very truly yours,
/s/ Price Waterhouse LLP
