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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
Amendment No. 2
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 1, 1995
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RULE INDUSTRIES
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(Exact name of issuer as specified in charter)
MASSACHUSETTS 0-8740 04-2384630
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
70 BLANCHARD ROAD, BURLINGTON, MASSACHUSETTS 01803
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (617) 272-7400
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On September 1, 1995, the Registrant dismissed KPMG Peat Marwick LLP
("KPMG") as its principal accountant and engaged Price Waterhouse LLP
("PW") as its principal accountant. The decision to change accountants
has been approved by the Registrant's Board of Directors.
(b) Since KPMG was engaged on June 7, 1995 they have not issued a report
on the Registrant's financial statements for either of the past two
years therefore they have not issued an adverse opinion or a disclaimer
of opinion, nor a report qualified or modified as to uncertainty, audit
scope, or accounting principles.
In addition since their engagement on June 7, 1995 to the date of this
filing (i) there have been no disagreements with KPMG on any matter of
accounting practices, financial statement disclosure or auditing scope
and procedure. (ii) There have been no reportable events as described in
Item 304 of Regulation S-K.
(c) The Registrant has not consulted with PW regarding any accounting or
audit matters during its two most recent fiscal years or the subsequent
interim period prior to engaging PW.
(d) The Registrant has provided KPMG with a copy of this report no later
than the date this report is filed with the Securities and Exchange
Commission and has requested that KPMG furnish it with the letter
described in Item 304 of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Exhibit No. 16 - Letter of KPMG Peat Marwick LLP.
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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.
RULE INDUSTRIES, INC.
Date: September 19, 1995 By: /s/ Albert J. Sabbag
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Albert J. Sabbag, Corporate Controller
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[LETTERHEAD OF KPMG PEAT MARWICK LLP]
September 15, 1995
Securities and Exchange Commission
Washington, D.C.
Ladies and Gentlemen:
We were previously engaged as principal accountants to audit the consolidated
financial statements of Rule Industries, Inc. and subsidiaries as of and for the
year ended August 31, 1995. On September 1, 1995, our appointment as principal
accountants was terminated before we performed any audit procedures. We have
read Rule Industries, Inc.'s statements included under Item 4 of its Form 8K
dated September 1, 1995, and we agree with such statements.
Very truly yours,
/s/ KPMG Peat Marwick LLP