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
October 5, 1999
(Date of report - date of earliest event reported)
TOTAL ENTERTAINMENT RESTAURANT CORP.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
000-22753 52-2016614
(Commission File Number) (I.R.S. Employer
Identification No.)
9300 East Central Avenue, Suite 100
Wichita, Kansas 67206
(Address of principal executive offices) (Zip-Code)
Registrant's telephone number, including area code (316) 634-0505
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TOTAL ENTERTAINMENT RESTAURANT CORP.
FORM 8-K
CURRENT REPORT
TABLE OF CONTENTS
PAGE
Item 4. Change in Registrant's Certifying Accountants 3
Item 7. Financial Statements and Exhibits 3
Signature 4
Exhibit 16.1 5
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Item 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANTS
Total Entertainment Restaurant Corp. (the Company) is filing this report on Form
8-K to report a change in certifying accountants with the firm of Ernst & Young
LLP being replaced by Grant Thornton LLP effective September 28, 1999.
(a) The following sets forth the information required by item 304 (a)
(1) of Regulation S-K:
(i) On September 28, 1999, Ernst & Young LLP was dismissed as the
Company's principal accountant.
(ii) Ernst & Young LLP reports on the financial statements for the
past two fiscal years did not contain an adverse opinion or a
disclaimer of opinion , and were not qualified or modified as
to uncertainty, audit scope or accounting principles.
(iii) The decision to change accountants was approved by the
Directors of the Company.
(iv) During the Company's two most recent fiscal years and
subsequent interim periods, there were no disagreements with
Ernst & Young LLP on any matter of accounting principles or
practices, financial statement disclosures or auditing scope
or procedure.
(v) During the Company's two most recent fiscal years and
subsequent interim periods, there have occurred none of the
"reportable events" listed in Item 304 (a) (1) (v) (A-D) of
Regulation S-K.
(b) The Company has requested and received from Ernst & Young LLP the
letter required by Item 304 (a) (3) of Regulation S-K. Such letter
is filed as Exhibit 16.1 to this report, and states that Ernst &
Young LLP agrees with the statements made by the Company in this
report in response to Item 304 (a) (1) of Regulation S-K.
(c) The following sets forth the information required by Item 304 (a)
(2) of Regulation S-K:
The Company has retained Grant Thornton LLP as its principal
accountants effective September 28, 1999.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
The following exhibit is filed with this report:
Exhibit No. Description
- ----------- -----------
16.1 Letter regarding Change in Certifying Accountant
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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.
TOTAL ENTERTAINMENT RESTAURANT CORP.
(Registrant)
By: /s/ James K. Zielke
---------------------------------------
James K. Zielke
Chief Financial Officer
Date: October 5, 1999
[LETTERHEAD OF ERNST & YOUNG LLP]
October 4, 1999
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Gentlemen:
We have read Item 4 of the Form 8-K dated September 28, 1999, of Total
Entertainment Restaurant Corp. and are in agreement with the statements
contained in paragraphs 4a(i), (ii), (iv) and (v) on page 3 therein. We have no
basis to agree or disagree with other statements of the registrant contained
herein.
Very truly yours,
/s/ Ernst & Young LLP
Ernst & Young LLP