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):
AUGUST 15, 1997
CARROLS CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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<CAPTION>
1-6553 16-0958146
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(Commission File No.) (I.R.S. Employer
Identification No.
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968 James Street, Syracuse, New York 13203
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(315) 424-0513
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
The registrant has dismissed the accounting firm of Arthur Andersen,
LLP of Rochester, New York and has engaged the accounting firm of Coopers &
Lybrand, LLP of Syracuse, New York as their principal independent
accounting firm, effective August 12, 1997.
Arthur Anderson, LLP was the principal independent accounting firm
during the year ended December 31, 1996 and their report on the financial
statements for the year ended December 31, 1996 did not contain an adverse
opinion or disclaimer of opinion nor was the financial statement opinion
qualified or modified as to any uncertainty, as to audit scope or as to
accounting principles.
There have been no disagreements on any matters of accounting
principles or practices, financial statement disclosure, or auditing scope
or procedure with the accounting firm of Arthur Andersen, LLP for the year
ended December 31, 1996 or any subsequent interim period.
Management has not consulted with Coopers & Lybrand, LLP on any
accounting, auditing or reporting matter during the past twelve months.
The decision to change independent accounting firms was approved by
the Audit Committee of the registrant's Board of Directors.
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ITEM 7 -( C ) EXHIBITS
16.1 LETTER RE CHANGE IN CERTIFYING ACCOUNTANT.
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.
Dated: August 15, 1997
CARROLS CORPORATION
By: ______________________________
Paul R. Flanders
Vice President - Finance
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EXHIBIT INDEX
EXHIBIT NUMBER EXHIBIT TITLE PAGE NUMBER
Exhibit 16.1 Letter re change in 5
certifying Accountant
EXHIBIT 16.1
August 15, 1997
Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Gentlemen:
We have read Item 4 included in the attached Form 8-K dated August 15, 1997 of
Carrols Corporation to be filed with the Securities and Exchange Commission and
are in agreement with the statements contained therein.
Very truly yours,
ARTHUR ANDERSEN, LLP
