UNITED STATES
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): October 12, 1999
PACER TECHNOLOGY
(Exact name of registrant as specified in its charter)
California 0-8864 77-0080305
(State or other jurisdiction (Commission (I.R.S. Employer of
incorporation) File Number) identification No.)
9420 Santa Anita Avenue
Rancho Cucamonga, California 91730
(Address of principal executive offices)
(909) 987-0550
(Registrant's telephone number, including area code)
Not applicable.
(Former name or former address, if changed since last report.)
The Index to Exhibits
is on page 4.
Page 1 of 4.
INFORMATION TO BE INCLUDED IN THE REPORT
Item 4. Changes in Registrant's Certifying Accountant.
(a) Effective October 12, 1999, the Board of Directors approved
the selection of Ernst & Young LLP ("Ernst & Young") and dismissed KPMG
LLP ("KPMG") as the registrant's independent accountant. KPMG's audit
reports on the registrant's financial statements for the fiscal
years ended June 30, 1999 and 1998 did not contain an adverse opinion or
a disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles. Furthermore,
during fiscal years ending June 30, 1999 and 1998 and the subsequent
interim period through October 12, 1999, there were no disagreements
between the registrant and KPMG on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or
procedures which, if not resolved to KPMG's satisfaction, would
have caused them to make reference to the subject of such disagreement
in connection with their reports. A letter from KPMG is attached as
Exhibit 16 hereto.
(b) The registrant has not consulted Ernst & Young regarding
(i) the application of accounting principles to any transaction,
(ii) the type of audit opinion that might be rendered on the registrant's
financial statements or
(iii) any disagreement or reportable event.
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.
PACER TECHNOLOGY
Date: October 18, 1999 By /s/Laurence Huff
Laurence Huff
Chief Financial Officer
Page 2 of 4
INDEX TO EXHIBITS
Exhibit
16 Letter from KPMG LLP to Securities and Exchange
Commission
Page 3 of 4
October 18, 1999
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Pacer Technology and,
under the date of September 3, 1999, we reported on the
consolidated financial statements of Pacer Technology and subsidiaries
as of and for the years ended June 30, 1999 and 1998. On October 12, 1999,
our appointment as principal accountants was terminated. We have read
Pacer Technology's statements included under Item 4 of its Form 8-K
dated October 12, 1999, and we agree with such statements, except
that we are not in a position to agree or disagree with Pacer
Technology's statement that the Board of Directors of Pacer Technology
approved the selection of Ernst & Young LLP to replace KPMG LLP as the
registrant's independent accountant nor are we in a position to agree or
disagree with Pacer Technology's statement that Ernst & Young LLP was not
consulted regarding the application of accounting principles to any
transaction or the type of audit opinion that might be rendered on
Pacer Technology's consolidated financial statements or any disagreement
or reportable event.
Very truly yours,
/s/ KPMG LLP
Page 4 of 4
