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): May 18, 1998
KFC NATIONAL PURCHASING COOPERATIVE, INC.
(Exact name of registrant as specified in charter)
Delaware 002-63640 61-0946155
(State or other (Commission File Number) IRS Employer
jurisdiction of Identification No.)
incorporation)
950 Breckinridge Lane, Suite 300
Louisville, Kentucky 40207
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (502) 896-5900
Not Applicable
(Former name or former address
if changed since last report)
INFORMATION TO BE INCLUDED IN THE REPORT
Item 4. Changes In Registrant's Certifying Accountant
Upon recommendation of Registrant's Audit Committee, the
Registrant's Board of Directors dismissed KPMG Peat Marwick LLP
("Peat Marwick") as its principal accountants on May 18, 1998.
Peat Marwick's report on Registrant's financial statements for
the past two fiscal years did not contain any adverse opinion or
disclaimer of opinion, and was not qualified or modified as to
uncertainty, audit scope, or accounting principles. Furthermore,
during the Registrant's two most recent fiscal years and through
the date of this Form 8-K, there were no disagreements with Peat
Marwick on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure.
The Registrant has requested Peat Marwick to furnish it a letter
addressed to the Commission stating whether it agrees with the
above statements. A copy of that letter, dated May 22, 1998, is
filed as Exhibit 16 to this Form 8-K.
Upon recommendation of Registrant's Audit Committee, on May
18, 1998, the Registrant's Board of Directors engaged Coopers &
Lybrand LLP as its principal accountants to audit Registrant's
financial statements.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
Exhibit 16. Letter from KPMG Peat Marwick LLP
SIGNATURE
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.
KFC NATIONAL PURCHASING
COOPERATIVE, INC.
By: /s/ William V. Holden
William V. Holden
Vice President/Chief Financial
Officer
Date: May 22, 1998
EXHIBIT 16
Securities and Exchange Commission
Washington, D.C. 20549
May 22, 1998
Ladies and Gentlemen:
We were previously principal accountants for KFC National
Purchasing Cooperative, Inc. and, under the date of December 8,
1997, we reported on the consolidated financial statements of
KFC National Purchasing Cooperative, Inc. and subsidiaries as of
and for the years ended October 31, 1997 and 1996. On May 18,
1998, our appointment as principal accountants was terminated.
We have read KFC National Purchasing Cooperative Inc.'s
statements included under Item 4 of its Form 8-K dated May 22,
1998, and we agree with such statements, except that we are not
in a position to agree or disagree with KFC National Purchasing
Cooperative Inc.'s statement that the change was recommended by
the audit committee of the board of directors or approved by the
board of directors.
Very truly yours,
/s/ KPMG Peat Marwick LLP
