CB BANCSHARES INC/HI
8-K, 1999-08-30
STATE COMMERCIAL BANKS
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                                    FORM 8-K



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549





                      Current Report Pursuant to Section 13
                     of the Securities Exchange Act of 1934





         Date of Report (Date Earliest Event reported) - August 30, 1999




                               CB BANCSHARES, INC.
             (Exact name of registrant as specified in its charter)





           Hawaii                                     99-0197163
  (State of Incorporation)               (IRS Employer Identification No.)





                   201 Merchant Street, Honolulu, Hawaii 96813
                    (Address of principal executive offices)





                                 (808) 535-2500
                         (Registrant's Telephone Number)




<PAGE>

Item 4.  Changes in Registrant's Certifying Accountant

(a) On August 24,  1999,  Grant  Thornton  LLP was  replaced as the  independent
accountant  engaged  to  audit  the  consolidated  financial  statements  of  CB
Bancshares, Inc. and Subsidiaries (the "Company") by KPMG LLP.

Grant  Thornton  LLP's report on the  consolidated  financial  statements of the
Company  for the  past  two  years  did not  contain  an  adverse  opinion  or a
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting  principles.  The decision to change  accountants from Grant
Thornton LLP to KPMG LLP was  recommended by the audit committee and approved by
the board of  directors  of the Company.  During the  Company's  two most recent
fiscal  years  and  through  the  date  of  their  replacement,  there  were  no
disagreements with Grant Thornton LLP on any matter of accounting  principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreement,  if not resolved to the  satisfaction of Grant Thornton LLP, would
have caused it to make  reference to the subject matter of the  disagreement  in
connection with its report.

The  Company  has  requested  Grant  Thornton  LLP to  furnish  it with a letter
addressed to the Securities and Exchange  Commission  stating whether they agree
with the statements made by the Company herein and, if not, stating the respects
in which they do not agree. Said letter is filed as Exhibit 16 hereto.

Item 7.  Financial Statements, Pro Forma Financial information and Exhibits

(c) Exhibits

No.      Description

16 Letter dated August 30, 1999 from Grant  Thornton LLP, the  Company's  former
independent accountants.


                                   Signatures

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

Date:    August 30, 1999            CB Bancshares, Inc.



                                    By: /s/ Dean K. Hirata
                                       Dean K. Hirata
                                       Senior Vice President and
                                       Chief Financial Officer
                                       (principal financial officer)

<PAGE>





Securities and Exchange Commission
Washington, D.C.  20549

Re:      CB Bancshares, Inc.
         File No. 0-12396


Dear Sir or Madam:

We have read Item 4 of the Form 8-K of CB  Bancshares,  Inc.  dated  August  30,
1999, and agree with the statements contained therein.


                                               Very truly yours,

                                               GRANT THORNTON LLP
                                               /s/ Grant Thornton LLP

                                               Honolulu, Hawaii
                                               August 30, 1999



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