CARNEGIE FINANCIAL CORP /PA/
8-K, 1998-09-22
PERSONAL CREDIT INSTITUTIONS
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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)
                               September 18, 1998



                         CARNEGIE FINANCIAL CORPORATION
- --------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its Charter)



        Pennsylvania                       0-24579                 25-1806857
- ----------------------------            --------------           ---------------
(State or other jurisdiction            (SEC File No.)           (IRS Employer
of incorporation)                                                Identification
                                                                      Number)


17 West Mall Plaza, Pittsburgh, Pennsylvania                     15106-2404
- --------------------------------------------                     ----------
(Address of principal executive offices)                         (Zip Code)




Registrant's telephone number, including area code: (412) 276-1266
                                                    --------------   

                                 Not Applicable
          ------------------------------------------------------------- 
          (Former name or former address, if changed since last Report)


<PAGE>



                         CARNEGIE FINANCIAL CORPORATION

                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------



Item 4.  Changes in Registrant's Certifying Accountant
         ---------------------------------------------

         On  September  18,  1998,  the  board of  directors  of the  registrant
determined to engage S.R.  Snodgrass,  A.C. as its independent  auditors for the
fiscal year ended  December 31,  1998.  On September  14, 1998,  the  registrant
notified Goff Ellenbogen Backa & Alfera, LLC ("GEBA"),  its independent auditors
for the fiscal years ended December 31, 1997 and 1996, of this determination and
that GEBA would not  continue to be engaged for the fiscal year ending  December
31, 1998. On September 14, 1998, the registrant had orally advised GEBA that the
board of directors of the registrant  would likely consider this matter during a
meeting on September 18, 1998. The determination to replace GEBA was approved by
the full board of directors of the registrant.

         The reports of GEBA for the fiscal  years ended  December  31, 1997 and
1996  contained  no  adverse  opinion  or  disclaimer  of  opinion  and were not
qualified or modified as to uncertainty,  audit scope or accounting  principles.
During the fiscal  years ended  December 31, 1997 and 1996 and during the period
from  December  31, 1997 to  September  18,  1998,  there were no  disagreements
between the registrant and GEBA concerning  accounting  principles or practices,
financial statement disclosure, or auditing scope or procedure.

Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits
          ------------------------------------------------------------------

          (c)  Exhibits:

               Exhibit No. 16 - Letter regarding change in certifying accountant


<PAGE>



                                   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.


                                   CARNEGIE FINANCIAL CORPORATION



Date: September 22, 1998           By: /s/ Shirley Chiesa
                                       -----------------------------------------
                                       Shirley Chiesa
                                       President























                                   EXHIBIT 16

                LETTER REGARDING CHANGE IN CERTIFYING ACCOUNTANT

<PAGE>


                [Goff Ellenbogen Backa & Alfera, LLC letterhead]



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549


         Pursuant to 17 C.F.R.  ss.228.304(a)(3),  we have reviewed the language
under the heading "Item 4. Changes in Registrant's Certifying Accountant" in the
Current  Report on Form 8-K,  dated  September  18,  1998,  to be filed with the
Securities and Exchange Commission by Carnegie Financial  Corporation.  We agree
with the  statements  contained  therein.  However,  aside  from the  receipt of
notification of such action, we have no basis for making a determination whether
the board of directors met concerning this matter.


/s/ Goff Ellenbogen Backa & Alfera, LLC
- ---------------------------------------
Goff Ellenbogen Backa & Alfera, LLC




September 15, 1998
Pittsburgh, Pennsylvania



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