SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 19, 1996
BURLINGTON NORTHERN INC.
(Exact name of registrant as specified in its charter)
Delaware 1-8159 41-1400580
(State of other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3800 Continental Plaza
777 Main Street
Fort Worth, Texas 76102-5384
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (817) 333-2000
Not Applicable
(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On June 19, 1996, Burlington Northern Inc. ("the Registrant")
dismissed Coopers & Lybrand L.L.P. as its independent accountants.
(ii) The reports of Coopers & Lybrand L.L.P. on the Registrant's
consolidated financial statements for the past two fiscal years
contained no adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting
principles.
(iii) The Registrant's Audit and Executive Committees participated in and
approved the decision to change independent accountants.
(iv) In connection with the Registrant's audits for the two most recent
fiscal years and through June 19, 1996, there have been no
disagreements with Coopers & Lybrand L.L.P. 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 Coopers & Lybrand L.L.P. would have caused them
to make reference thereto in their report on the financial statements
for such years.
(v) During the two most recent fiscal years and through June 19, 1996,
there have been no reportable events (as defined in Regulation S-K
Item 304(a)(1)(v)).
(vi) The Registrant has requested that Coopers & Lybrand L.L.P. furnish it
with a letter addressed to the Commission stating whether or not it
agrees with the above statements. A copy of such letter, dated June
25, 1996 is filed as Exhibit 16 to this Form 8-K.
(b) New independent accountants.
(i) The Registrant engaged Price Waterhouse LLP as its new independent
accountants as of June 20, 1996. During the two most recent fiscal
years and through June 19, 1996, the Registrant has not consulted
with Price Waterhouse LLP on items which (1) were or should have been
subject to SAS 50 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)(2)).
Item 7. Financial Statements and Exhibits
See Index to Exhibits on page E-1 for a description of the exhibits
filed as a part of this report.
<PAGE>
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.
Burlington Northern Inc.
(Registrant)
By: /s/ Thomas N. Hund
Thomas N. Hund
Vice President and Controller
(On behalf of the Registrant and as
Principal Accounting Officer)
Schaumburg, Illinois
June 26, 1996
<PAGE>
BURLINGTON NORTHERN INC.
INDEX OF EXHIBITS
Exhibit 16 Letter re change in certifying accountant.
E-1
EXHIBIT 16
June 25, 1996
Office of the Chief Accountant
SECPS Letter
Securities and Exchange Commission
Mail Stop 11-3
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Burlington Northern Santa Fe Corporation,
Burlington Northern Inc., and Burlington Northern Railroad Company (copies
attached), which we understand will be filed with the Commission, pursuant to
Item 4 of Form 8-K, as part of each respective Company's Form 8-K report dated
as of June 19, 1996. We agree with the statements concerning our Firm in such
Forms 8-K. In addition to the event reported in such Forms 8-K, with which we
agree, we received notice from the Company with respect to our termination on
June 20, 1996.
Very truly yours,
Coopers & Lybrand L.L.P.
