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): January 15, 1999
VAIL BANKS, INC.
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(Exact name of Registrant as Specified in its Charter)
Colorado 000-25081 84-1250561
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(State or other Jurisdiction of (Commission File (IRS Employer
Incorporation or Organization) Number) Identification No.)
108 S. Frontage Road West
Suite 101
Vail, Colorado 81657
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (970) 476-2002
Not applicable
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(Former name or former address, if changed since last report)
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ITEM 4. CHANGE IN REGISTRANTS CERTIFYING ACCOUNTANTS
On January 15, 1999, the Audit Committee of the Board of
Directors of Vail Banks, Inc. (the "Company") approved the dismissal
of Fortner Bayens Levkulich & Co., P.C. and the hiring of KPMG Peat
Marwick LLP. The decision to dismiss Fortner Bayens Levkulich & Co.,
P.C. by the Audit Committee was based on the need to hire a larger
accounting firm to meet the Company's needs since its initial public
offering in December, 1998.
The reports of Fortner, Bayens, Levkulich & Co., P.C. on the
Company's 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.
In connection with the audits of the Company's financial
statements for each of the two fiscal years ended December 31, 1996
and December 31, 1997, and in the subsequent interim period, there
were no disagreements with Fortner, Bayens, Levkulich & Co., P.C. on
any matters of accounting principles or practices, financial statement
disclosure or auditing scope and procedures which, if not resolved to
the satisfaction of Fortner, Bayens, Levkulich & Co., P.C., would have
caused Fortner, Bayens, Levkulich & Co., P.C. to make reference to the
matter in their report.
During the two most recent fiscal years of the Company and
through January 15, 1999, the Company did not consult with KPMG Peat
Marwick LLP on matters (i) regarding the application of accounting
principles to a specified transaction or the type of audit opinion
that might be rendered on the Company's financial statements, or (ii)
which concerned the subject matter of a disagreement or event
identified in response to paragraph (a) (1) (iv) of Item 304 of
Regulation S-B with the former auditor.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
Exhibit 16. Letter from Fortner, Bayens, Levkulich & Co., P.C.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the Registrant has duly caused this Report to be signed
on its behalf by the undersigned hereunto duly authorized.
VAIL BANKS, INC.
/s/ Joseph S. Dillon
By: Joseph S. Dillon, Senior
Executive Vice President and
Chief Financial Officer
January 21, 1999
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Date
Exhibit 16
FORTNER, BAYENS, LENKULICH
AND CO., P.C.
Securities and Exchange Commission
Washington, D.C. 20549
Gentlemen:
We were previously principal accountants for Vail Banks, Inc.
and on February 20, 1998, we reported on the consolidated balance
sheets of Vail Banks, Inc. and Subsidiary ("VBI") as of December 31,
1997 and 1996, and the related consolidated statements of income,
comprehensive income, shareholders' equity and cash flows for each
of the three years in the period ended December 31, 1997. On
January 15, 1999, we were dismissed as principal accountants of
VBI. We have read VBI's statements included under Item 4 of its
Form 8-K for January 15, 1999 and we agree with such statements.
/s/ Fortner, Bayens, Lenkulich & Co., P.C.
Denver, Colorado
January 21, 1999
Denver Place-Plaza Tower - 1099 18th Street - Suite 950 -
Denver, CO 80202-1909
303-296-6033 - fax 303-296-8553
Certified Public Accountants - A Professional Corporation
