SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): September 2, 1999
CITIZENS FIRST CORPORATION
(Exact Name of Registrant as Specified in Charter)
Kentucky 333-67435 61-0912615
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
1805 Campbell Lane, Bowling Green, Kentucky 42101
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (270) 393-0700
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Item 4. Changes in Registrant's Certifying Accountant.
(a) At its board meeting on September 2, 1999, the Board of Directors of
Citizens First Corporation (the "Registrant") dismissed KPMG LLP as its
independent accountant. This decision was communicated to KPMG LLP on September
9, 1999. During the audits of the Registrant's two most recent fiscal years and
through the interim period ending September 9, 1999, (i) the reports of KPMG LLP
on the financial statements of the Registrant as of and for the years ended
December 31, 1998 and 1997 contained no adverse opinion or disclaimer of opinion
and were not modified as to uncertainty, audit scope or accounting principles
and (ii) there have been no disagreements with KPMG LLP 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, nor have there been any reportable events.
The Registrant has requested that KPMG LLP furnish it with a letter
addressed to the Securities and Exchange Commission stating whether or not KPMG
LLP agrees with the statements made by the Registrant in this Report. A copy of
KPMG LLP's letter to the Securities and Exchange Commission dated September 21,
1999 is attached as Exhibit 16 to this Report.
(b) On September 2, 1999, the Registrant engaged the accounting firm of
Baird, Kurtz & Dobson as the independent public accountants to audit the
Registrant's financial statements.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
The exhibit listed on the Exhibit Index of this Form 8-K/A is filed as
a part of this Report.
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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 hereunto duly authorized.
CITIZENS FIRST CORPORATION
Date: September 24, 1999 /s/ Mary D. Cohron
------------------
Mary D.Cohron
President and
Chief Executive Officer
(Principal Executive Officer)
Date: September 24, 1999 /s/ Gregg A. Hall
-----------------
Gregg A. Hall
Vice-President and
Chief Financial Officer
(Principal Financial and Accounting Officer)
<PAGE>
EXHIBITS
16. Letter dated September 21, 1999 from KPMG LLP to the Securities and
Exchange Commission
September 21, 1999
Securities and Exchange Commission
Washington, DC 20549
Ladies and Gentlemen:
We were previously principal accountants for Citizens First Corporation and,
under the date of April 8, 1999, we reported on the financial statements of
Citizens First Corporation as of and for the years ended December 31, 1998 and
1997. On September 9, 1999, our appointment as principal accountants was
terminated. We have read Citizens First Corporation's statements included under
Item 4 of its Form 8-K dated September 10, 1999, and we agree with such
statements, except that we are not in a position to agree or disagree with
Citizens First Corporation's statement that it has engaged Baird, Kurtz & Dobson
as independent accountants.
Very truly yours,
/s/KPMG LLP
Louisville, Kentucky
