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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
February 23, 2000
(Date of Report - earliest event reported)
SPIROS DEVELOPMENT CORPORATION II, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-23501 33-0774288
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
7475 LUSK BLVD., SAN DIEGO, CALIFORNIA 92121
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (858) 457-2553
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On February 23, 2000, Spiros Development Corporation II, Inc. (the "Company")
engaged Ernst & Young LLP as its independent accountants to audit its financial
statements in place of Deloitte & Touche LLP (the "Former Accountants").
The decision to change accountants was approved by the Board of Directors and
the Audit Committee of the Company.
During the two years ended December 31, 1999, and the subsequent period through
February 23, 2000, there were no disagreements or reportable events between the
Company and the Former Accountants on any matter relating to accounting
principles or practices, financial statement disclosure, or auditing scope or
procedures. In addition, the Former Accountants' report on the financial
statements of the Company for the year ended December 31, 1998, and the periods
September 23, 1997 (date of incorporation) through December 31, 1997 and 1998,
contained no adverse opinions or disclaimers of opinion, and was not qualified
or modified as to uncertainty, audit scope or accounting principles.
ITEM 7. EXHIBITS
16.1 Letter from Deloitte & Touche LLP to the Securities and Exchange Commission
concerning its dismissal as the Registrant's principal accountant.
2
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
SPIROS DEVELOPMENT CORPORATION II, INC.
Date: February 25, 2000 /s/ Erle T. Mast
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Erle T. Mast
Vice President and Chief Financial Officer
(Principal Financial Officer)
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EXHIBIT 16.1
February 28, 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 of Spiros
Development Corporation II, Inc. dated February 23, 2000.
Yours truly,
/s/ Deloitte & Touche LLP
