ABRAMS INDUSTRIES INC
8-K, 1999-10-20
GENERAL BLDG CONTRACTORS - NONRESIDENTIAL BLDGS
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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 Act of 1934

       Date of Report (Date of earliest event reported): October 14, 1999

                             ABRAMS INDUSTRIES, INC.
             (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>

<S>                             <S>                                           <C>
         Georgia                Commission File Number                        58-0522129
- ------------------------        ----------------------         -----------------------------------
(State of Incorporation)                0-10146                (I.R.S. Employer Identification No.)
</TABLE>


              1945 The Exchange, Suite 300, Atlanta, Georgia 30339
          -----------------------------------------------------------
          (Address of principal executive offices, including zip code)


                                 (770) 953-0304
              ---------------------------------------------------
              (Registrant's telephone number, including area code)




<PAGE>


                    INFORMATION TO BE INCLUDED IN THE REPORT

Items 1, 2, 3, 5, 6, and 8 are not applicable and are omitted from this report.

Item 4. Changes in Registrant's Certifying Accountant.

The  registrant  has  engaged   PricewaterhouseCoopers   LLP  as  its  principal
accountants to replace its former  principal  accountants,  KPMG LLP. The change
was made  effective  October 14, 1999.  The decision to change  accountants  was
approved by the Audit Committee of the registrant. Neither of the reports of the
former principal  accountants on the financial  statements of the registrant for
the past two years  contained an adverse  opinion or disclaimer of opinion,  nor
was either  qualified or modified as to uncertainty,  audit scope, or accounting
principles.

During the two most recent  fiscal years of the  registrant  and the  subsequent
interim period through October 14, 1999,  there were no  disagreements  with the
former  accountants  on  any  matter  of  accounting  principles  or  practices,
financial  statement   disclosure,   or  auditing  scope  or  procedure,   which
disagreements,  if not resolved to the  satisfaction of the former  accountants,
would  have  caused  them  to  make  reference  to  the  subject  matter  of the
disagreements in connection with their report.

During the registrant's two most recent fiscal years and the subsequent  interim
period,  the registrant has not consulted  PricewaterhouseCoopers  LLP regarding
any matter  requiring  disclosure  under  Regulation  S-K, Item  304(a)(2).  The
registrant  has  provided  KPMG  LLP  with a copy  of  this  disclosure  and has
requested  that KPMG LLP furnish it with a letter  addressed  to the SEC stating
whether it agrees with the above statements.  A copy of KPMG's letter to the SEC
dated October 20, 1999, is filed as Exhibit 16 to this report on Form 8-K.


Item 7.  Financial Statements and Exhibits


(a)      Financial Statements of Businesses Acquired.


         Not Applicable.
<PAGE>

(b)      Pro Forma Financial Information


         Not Applicable


(c)      Exhibits


          Number           Description
          ------           -----------

           16              Letter from KPMG LLP


                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.


                                     ABRAMS INDUSTRIES, INC.


                                     /s/ Melinda S. Garrett
                                     -----------------------------
                                     Melinda S. Garrett
                                     Chief Financial Officer





Date: October 20, 1999


October 20, 1999

Securities and Exchange Commission
Washington, D.C. 20549

Ladies and Gentlemen:

We were  previously  principal  accountants  for Abrams  Industries,  Inc.  (the
"Company") and, under the date of June 4, 1999, we reported on the  consolidated
financial statements of Abrams Industries, Inc. and subsidiaries as of April 30,
1999 and 1998 and for the years then ended. On October 14, 1999, our appointment
as principal  accountants was terminated.  We have read the Company's statements
included  under Item 4 of its Form 8-K dated October 20, 1999, and we agree with
such statements,  except that we are not in a position to agree or disagree with
the Company's  statement that the change was approved by the audit  committee of
the  board  of  directors  or that  PricewaterhouseCoopers  LLP was not  engaged
regarding any matter requiring disclosure under Regulation S-K, Item 304(a)(2).

Very truly yours,


 /s/ KPMG LLP
KPMG LLP



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