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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):
FEBRUARY 4, 1997
REEVES TELECOM LIMITED PARTNERSHIP
(NAME CHANGED FROM REEVES TELECOM ASSOCIATES)
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
SOUTH CAROLINA 110-9305 57-0700063
(STATE OR OTHER JURISDICTION (COMMISSION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) FILE NUMBER) IDENTIFICATION NO.)
C/O GRACE PROPERTY MANAGEMENT, INC.
P.O. BOX 163, 55 BROOKVILLE ROAD
GLEN HEAD, NEW YORK 11545
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (516) 686-2201
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
In January and February 1997 the General Partner of the Registrant
undertook a review of certain operating and administrative expenses for the
purpose of reducing, to the extent possible, such expenses. In connection with
such review, the General Partner sought quotes from certain nationally
recognized accounting firms, including the then current auditor, KPMG Peat
Marwick LLP, for auditing the Partnership's financial statements for Fiscal
1996. Based upon the quotes received, on February 4, 1997 the General Partner
dismissed KPMG Peat Marwick LLP and retained Coopers & Lybrand LLP.
The Independent Auditors' Report, prepared by KPMG Peat Marwick LLP,
relating to the Partnership's audited financial statements as of and for the
year ended December 31, 1995 states, in part: "The accompanying financial
statements have been prepared assuming that the Partnership will continue as a
going concern. As discussed in Note 12 to the financial statements, the
Partnership's recurring losses from operations and liquidity position raise
substantial doubts about the entity's ability to continue in existence while
attempting to sell the remaining assets of the Partnership. Management's plans
in regard to these matters are also described in Note 12. The financial
statements do not include any adjustments relating to recoverability and
classification of reported asset amounts or the amounts and classification of
liabilities that might result should the Partnership be unable to continue in
existence." The same, or similar, statement has appeared in the Independent
Auditors' Report relating to audited financial statements for each of the last
five years and the quarter ended December 31, 1994.
There were not, during the Partnership's two most recent fiscal years
and any subsequent interim period preceding the dismissal, any disagreements
with KPMG Peat Marwick LLP or its predecessors 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 KPMG Peat
Marwick LLP or its predecessors, would have caused KPMG Peat Marwick LLP or its
predecessors to make a reference to the subject matter of the disagreements in
connection with its reports.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Attached as Exhibit 1 is a letter dated May 6, 1997 from KPMG Peat
Marwick LLP to the Securities and Exchange Commission relating to the matter set
forth above.
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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.
REEVES TELECOM LIMITED PARTNERSHIP
SIGNATURES TITLE DATE
By: Grace Property
Management, Inc. General Partner May 6, 1997
By: /s/ DAVIS P. STOWELL
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Davis P. Stowell
Vice President
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[KPMG PEAT MARWICK LLP LETTERHEAD]
May 6, 1997
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentleman:
We were previously principal accountants for Reeves Telecom Limited Partnership
(the Company) and, under the date of February 9, 1996, we reported on the
financial statements of the Company as of December 31, 1995 and September 30,
1994 and for the years ended December 31, 1995, September 30, 1994 and September
30, 1993, and as of December 31, 1994 and for the three months then ended. On
February 11, 1997, our appointment as principal accountants was terminated. We
have read the Company's statements included under Item 4 of its Form 8-K dated
February 4, 1997, and we agree with such statements, except that we are not in a
position to agree or disagree with the Company's reason for changing
accountants.
Very truly yours,
/s/ KPMG Peat Marwick LLP
