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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): May 4, 1998
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AUDIO BOOK CLUB, INC.
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(Exact name of registrant as specified in its charter)
Florida 001-13469 65-0429858
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
2295 Corporate Blvd., N.W., Suite 222
Boca Raton, Florida 33431
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (561)241-1426
Not Applicable
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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 Accountants.
On May 4, 1998, Audio Book Club, Inc. (the "Company")
dismissed KPMG Peat Marwick LLP ("KPMG"), the Company's former independent
certified public accountants. During neither of the past two years ended
December 31, 1997 did the reports by KPMG on the financial statements of the
Company contain an adverse opinion or a disclaimer of opinion, or was qualified
or modified as to uncertainty, audit scope, or accounting principles. The
decision to dismiss KPMG as the Company's independent certified public
accountants was approved by the Audit Committee of the Board of Directors of the
Company. During the Company's two most recent fiscal years and subsequent period
up to May 4, 1998, there were no disagreements with the former accountant on any
matter of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreements if not resolved to their
satisfaction would have caused them to make reference in connection with their
opinion to the subject matter of the disagreement.
On May 6, 1998, the Company engaged Deloitte & Touche LLP to
serve as the Company's independent certified public accountants.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
Exhibit 1 - Letter, dated May 5, 1998 from KPMG.
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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 thereunto duly authorized.
Dated: May 7, 1998
AUDIO BOOK CLUB, INC.
By: /s/ John Levy
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Name: John Levy
Title: Chief Financial Officer
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KPMG Peat Marwick LLP
345 Park Avenue Telephone 212 758 9700 Telefax 212 758 8819
New York, NY 10154 Telex 428038
May 5, 1998
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Audio Book Club, Inc. and under the
date of March 13, 1998, we reported on the financial statements of Audio Book
Club, Inc. as of December 31, 1997 and for the years ended December 31, 1997 and
1996. On May 4, 1998, our appointment as principal accountants was terminated.
We have read Audio Book Club, Inc.'s statements included under Item 4 of its
Form 8-k dated May 6, 1998, and we agree with such statements, except that we
are not in a position to agree or disagree with Audio Book Club, Inc.'s
statements that the change was approved by the Audit Committee of the Board of
Directors and that Deloitte & Touche LLP was engaged to serve as Audio Book
Club, Inc.'s independent accountants.
Very truly yours,
KPMG Peat Marwick LLP
