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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: June 6, 1997 Commission File Number 1-9897
VALLEY FORGE CORPORATION
(Exact name of Registrant as specified in its charter)
GEORGIA 58-0833796
(State of incorporation) (I.R.S. Employer Identification Number)
100 SMITH RANCH ROAD
SUITE 326
SAN RAFAEL, CALIFORNIA 94903-1994
(Address of principal executive offices) (Zip code)
(415) 492-1500
(Registrant's telephone number, including area code)
(N/A)
(Former name or former address, if changed since last report)
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Valley Forge Corporation
Form 8-K
Item 4. Changes in Registrant's Certifying Accountant
(a) On June 6, 1997, Valley Forge Corporation selected Deloitte & Touche
LLP as the certifying accountants to audit the Registrant's
financial statements. The Registrant's former auditors, Coopers &
Lybrand L.L.P. were dismissed effective the same day. The Board of
Directors of Valley Forge Corporation approved the decision to
dismiss Coopers & Lybrand L.L.P. and to appoint Deloitte and Touche
LLP.
(b) In connection with the audits of the two most recent years and the
subsequent interim period, there were no disagreements with Coopers
& Lybrand L.L.P. on any matters of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure.
(c) Coopers & Lybrand L.L.P.'s report on the financial statements for
the past two years contained no adverse opinion or disclaimer of
opinion and was not qualified or modified as to uncertainty, audit
scope, or accounting principles.
(d) The Registrant has requested Coopers & Lybrand L.L.P. to furnish it
with a letter addressed to the Securities and Exchange Commission
stating whether or not it agrees with the aforementioned statements
made by the Registrant in response to this Item 4 and, if not,
stating the respects in which it does not agree. The Registrant
delivered a copy of this form 8-K to Coopers & Lybrand L.L.P. on
June 6, 1997. The copy of the letter from Coopers & Lybrand L.L.P.
to the Securities and Exchange Commission dated June 6, 1997, is
attached hereto as Exhibit A.
Items 1 - 3 and 5 - 8 are not applicable.
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 thereunto duly authorized.
Valley Forge Corporation
Date: June 6, 1997 By: /s/ Monica J. Burke
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Monica J. Burke, V.P. Finance
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EXHIBIT A
June 6, 1997
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Valley Forge Corporation, which we
understand will be filed with the Commission, pursuant to Item 4 of Form 8-K, as
part of the Company's Form 8-K report for the month of June, 1997. We agree with
the statements concerning our Firm in such Form 8-K.
Very truly yours,
Coopers and Lybrand L.L.P.
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