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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): December 11, 1996
FAFCO, Inc.
(Exact name of registrant as specified in its charter)
California
(State or other jurisdiction of incorporation)
0-10120 94-2159547
(Commission File Number) (I.R.S. Employer Identification No.)
2690 Middlefield Road, Redwood City, CA 94063
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 363-2690
Not applicable
(Former name or former address if changed since last report)
Form 8-K
Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants.
(i) On December 11, 1996, FAFCO, Inc. dismissed Price Waterhouse LLP as
its independent accountants.
(ii) The reports of Price Waterhouse LLP on the financial statements for
the past two fiscal years contain 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 Committee and Board of Directors participated
in and approved the decision to change independent accountants.
(iv) In connection with its audits for the two most recent fiscal years and
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through December 11, 1996, there have been no disagreements with Price
Waterhouse LLP 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 Price Waterhouse
LLP 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 December 11, 1996,
there have been no reportable events as defined in Regulation S-K Item
304 (a)(1)(v).
(vi) The Registrant has requested that Price Waterhouse LLP furnish it with
a letter addressed to the SEC stating whether or not it agrees with
the above statements. A copy of such letter, dated December 11, 1996,
is filed as Exhibit 16.1 of this Form 8-K.
(b) New independent accountants.
(i) The Registrant engaged Burr, Pilger & Mayer as its new independent
accountants as of December 11, 1996.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
16.1 Letter of Price Waterhouse LLP dated December 11, 1996 regarding the
disclosure contained in Item 4 (a) of this report on Form 8-K.
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.
FAFCO, INC.
(Registrant)
December 11, 1996 By: /s/ Alex N. Watt
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Alex N. Watt
Vice President Finance & Administration
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EXHIBIT 16.1
December 11, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
FAFCO, Inc.
We have read Item 4 of FAFCO, Inc. Form 8-K dated December 11, 1996 and are in
agreement with the statements contained in paragraph 4 (a) therein.
Yours very truly,
/s/ Price Waterhouse LLP
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Price Waterhouse LLP
