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UNITED STATES
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): April 5, 2000
Commission file number 0-28706
FIRST ALLIANCE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 33-0721183
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(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
17305 VON KARMAN AVENUE, IRVINE, CALIFORNIA 92614
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (949) 224-8500
(Former name or former address, if changed since last report): Not Applicable
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING PUBLIC ACCOUNTANT
(a)(1)(i) On April 5, 2000, Deloitte & Touche LLP ("D&T") resigned as the
Company's independent auditors. A copy of the letter of resignation is attached
hereto as Exhibit 20.1 to this report and is incorporated by reference herein.
(a)(1)(ii) The audit report of D&T on the financial statements for the two years
ended December 31, 1999 and 1998 contained no adverse opinion or disclaimer of
opinion and was not qualified or modified as to audit scope or accounting
principles.
(a)(1)(iv) For the two years ended December 31, 1999 and 1998 and the subsequent
interim period preceding such resignation there were no disagreements with D&T
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure or any reportable events.
The Audit Committee of the Company's Board of Directors has not yet
taken any action with respect to the resignation of D&T. The Audit Committee
will approve any successor accounting firm which the Company may engage.
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The Company has provided D&T with a copy of the foregoing disclosures
and has requested in writing that D&T furnish it with a letter addressed to the
SEC stating whether or not it agrees with such disclosures as they pertain to
D&T. A copy of the D&T letter to the SEC dated April 11, 2000, is filed as
Exhibit 20.2 to this report and is incorporated by reference herein.
ITEM 5. OTHER EVENTS
On March 30, 2000, the Company caused the filing, with the United
States Securities and Exchange Commission, (the "SEC"), of Forms 10-K (the
"Forms 10-K") on behalf of First Alliance Mortgage Loan Trust 1999-1 through 4
(the "Remic Trusts"). The word-processing draft of the Forms 10-K incorporated a
document drafted by the Company (the "USAP Letter") relating to compliance with
the Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM
FOR MORTGAGE BANKERS ("USAP") in anticipation of the final filing of such Forms
10-K. On March 30, 2000, the Forms 10-K filed with the SEC inadvertently
included the USAP Letter. On March 31, 2000, management became aware that the
USAP Letter was inadvertently filed and took immediate corrective action to
attempt to either remove the USAP Letter from such filings or file amended Forms
10-K. On the next business day, April 3, 2000, management caused the Company to
file amended Forms 10-K with the SEC, which excluded a USAP Letter.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements - not applicable.
(b) Pro forma financial information - not applicable.
(c) Exhibits:
(20.1) Letter from D&T dated April 5, 2000.
(20.2) Letter from D&T dated April 11, 2000.
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) 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.
Date: April 11, 2000
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FIRST ALLIANCE CORPORATION
By: /s/ FRANCISCO NEBOT
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Francisco Nebot
President and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAGE NO.
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20.1 Letter from D&T dated April 5, 2000 4
20.2 Letter from D&T dated April 11, 2000 5
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EXHIBIT 20.1. LETTER FROM D&T DATED APRIL 5, 2000
April 5, 2000
Mr. Francisco Nebot
President and Chief Financial Officer
First Alliance Corporation
Irvine, California
Dear Mr. Nebot:
This is to confirm that the client-auditor relationship between First Alliance
Corporation (Commission File No. 000-28706) and Deloitte & Touche LLP has
ceased.
Yours truly,
/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
cc: Office of the Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 11-3
450 5th Street, N.W.
Washington, D.C. 20549
Mr. Brian Chisick, Chief Executive Officer
Mr. Daniel K. Stevenson, Chairperson of the Audit Committee
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EXHIBIT 20.2. LETTER FROM D&T DATED APRIL 11, 2000
April 11, 2000
Securities and Exchange Commission
Mail Stop 11-3
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in Item 4 of Form 8-K for First
Alliance Corporation dated April 5, 2000, except for the comments in the fourth
paragraph, as to which we have no basis to agree or disagree.
Yours truly,
/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
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