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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) October 19, 1998
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Elgin National Industries, Inc.
(Exact name of registrant as specified in its charter)
Delaware 333-43523 36-3908410
(State or other jurisdiction of Commission File No. (I.R.S. Employer
incorporation or organization) Identification No.)
2001 Butterfield Road, Suite 1020, Downers Grove, Illinois 60515-1050
(Address of principal executive offices)
Telephone Number: 630-434-7243
(Registrant's telephone number, including area code)
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Item 4. Changes in Registrant's Certifying Accountants.
(a) Dismissal of Former Accountant.
On October 19, 1998 Elgin National Industries, Inc. (the "Company") dismissed
PricewaterhouseCoopers L.L.P. (PricewaterhouseCoopers) as the Company's
principal independent accountants. The decision to change independent
accountants was made by the Audit Committee of the Board of Directors of the
Company.
The report of PricewaterhouseCoopers on the Company's financial statements as
of and for the years ended December 31, 1997 and 1996 did not contain an adverse
opinion or disclaimer of opinion, nor was it qualified or modified as to
uncertainty, audit scope or accounting principles. In connection with audits of
the financial statements of the Company for the years ended December 31, 1997
and 1996 and during the interim period through the date of
PricewaterhouseCoopers' dismissal, there were no disagreements between the
Company and PricewaterhouseCoopers on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedures which,
if not resolved to PricewaterhouseCoopers' satisfaction, would have caused
PricewaterhouseCoopers to make reference to the matter in their report.
Further, during such periods, there were no events of the type required to be
reported pursuant to Item 304 (a) (1) (v) of Regulation S-K.
(b) Engagement of New Accountant.
On the date of the dismissal of PricewaterhouseCoopers, the Company appointed
Ernst & Young LLP as the Company's new independent accountants. During the two
most recent fiscal years and through October 19, 1998, the Company has not
consulted with Ernst & Young LLP on items which (1) related to the application
of accounting principles to a specified transaction, either completed or
proposed or (2) concerned the subject matter of a disagreement or reportable
event with the former auditor as described in Regulation S-K Item 304(a).
Item 7. Financial Information, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro forma Financial Information.
Not applicable.
(c) 16.1 Exhibits
Letter Regarding Change in Independent Accountants.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Elgin National Industries, Inc.
/s/ Wayne J. Conner
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Name: Wayne J. Conner
Title: Vice President, Treasurer, and Chief Financial
Officer
(Duly Authorized Officer and Principal Financial Officer)
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Exhibit 16.1
October 20, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Elgin National Industries, Inc., which we
understand will be filed with the Commission, pursuant to Item 4 of Form 8-K, as
part of the Company's Form 8-K dated October 19, 1998. We agree with the
statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ PricewaterhouseCoopers L.L.P