UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): March 29, 1999
1-2981
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(Commission File Number)
FIRSTAR CORPORATION
(Exact name of Registrant as specified in its charter)
WISCONSIN 39-1940778
(State of Incorporation) (I.R.S. Employer
Identification Number)
777 East Wisconsin Avenue, Milwaukee, Wisconsin 53202
(Address of Registrant's principal executive office)
414-765-4321
(Registrant's telephone number)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
Arthur Andersen, LLP ("Arthur Andersen") was engaged by the
Registrant as of November 20, 1998 to audit Registrant's
Consolidated Balance Sheets as of December 31, 1998 and 1997 and
Registrant's Consolidated Statements of Income, Shareholders'
Equity and Cash Flows for each of the three years in the period
ended December 31, 1998. On March 9, 1999, the Board of
Directors of Registrant dismissed Arthur Andersen as its
independent public accountants. The Audit Committee of the
Board of Directors of the Registrant approved this action. Such
dismissal was effective as of March 29, 1999. During the period
between November 20, 1998 and March 29, 1999, there were no
disagreements between Registrant and Arthur Andersen on any
matters of accounting principles or practices, financial
statements disclosure, or auditing scope or procedures which
disagreements, if not resolved to the satisfaction of Arthur
Andersen, would have caused it to make a reference to the
subject matter of the disagreements in connection with its
reports on financial statements.
The Registrant has provided a copy of this disclosure to Arthur
Andersen in compliance with the provisions of Item 304(a)(3) of
Regulation S-K and has requested a letter from Arthur Andersen
addressed to the Securities and Exchange Commission stating that
Arthur Andersen agrees with the statements as set forth above.
A copy of that letter dated March 31, 1999 is attached as
Exhibit 16.1 to this Current Report on Form 8-K/A.
ITEM 7. FINANCIAL STATEMENT AND EXHIBITS
The following exhibits are filed herewith:
Exhibit Title
Number
16.1 Letter from Arthur Andersen re: change in certifying
accountant.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this Form 8-K/A to be
signed on its behalf by the undersigned, thereunto duly authorized.
FIRSTAR CORPORATION
By: /s/ Jennie P. Carlson
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Name: Jennie P. Carlson
Title: Senior Vice President,
General Counsel and Secretary
Date: March 29, 1999
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EXHIBIT 16.1
ARTHUR
ANDERSEN
____________________
March 31, 1999 Arthur Andersen LLP
_______________________
425 Walnut Street
Cincinnati, OH 45202
513 381 6900
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir/Madam:
We have read Item 4 included in the Form 8-K/A dated March 29,
1999 of Firstar Corporation filed with the Securities and
Exchange Commission and are in agreement with the statements
contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
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Arthur Andersen LLP
CJC
Copy to:
David Moffett, CFO, Firstar Corporation
