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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
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) March 14, 1994
PARAMOUNT COMMUNICATIONS INC.
(Exact name of registrant as specified in its charter)
Delaware 1-5404 74-1330475
(State or other jurisdiction of (Commission (I.R.S. Employer
Identification No.) File Number) Identification No.)
15 Columbus Circle
New York, New York 10023-7780
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (212) 373-8000
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Item 4. Changes in Registrant's
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Certifying Accountant
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Effective March 14, 1994, Paramount Communications Inc. (the
"Company") replaced Ernst & Young, its independent public accountants, with
Price Waterhouse, the independent public accountants of Viacom Inc. ("Viacom"),
which acquired control of the Company on March 2, 1994.
The decision to replace Ernst & Young with Price Waterhouse was
recommended by the Audit Committee of the Company's Board of Directors and was
approved by the Company's Board of Directors.
The reports of Ernst & Young on the 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.
In connection with its audits for the two most recent fiscal
years and any subsequent interim period, there have been no disagreements with
Ernst & Young 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 Ernst & Young would have caused it to make
reference to the subject matter of the disagreements in connection with its
report.
The Company has provided Ernst & Young with a copy of the
disclosure contained in this Item 4 and attached as Exhibit 16 is a copy of
Ernst & Young's letter responding to the statements made herein.
Item 7. Financial Statements and Exhibits
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(b) Exhibits.
16 - Letter dated March 18, 1994 from Ernst & Young to the
Securities and Exchange Commission
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Item 8. Change in Fiscal Year
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Effective March 15, 1994, the Company's Board of Directors
adopted a resolution providing that the Company's fiscal year shall be the 11
month period ending March 31, 1994 and subsequently the Company's fiscal year
shall be conformed to that of Viacom or any successor thereto. The report
concerning the transition period will be filed on Form 10-K.
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SIGNATURE
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.
PARAMOUNT COMMUNICATIONS INC.
By: /s/ Earl H. Doppelt
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Earl H. Doppelt
Senior Vice President
March 18, 1994
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INDEX TO EXHIBITS
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Exhibit Number
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16 Letter dated March 18, 1994 from Ernst &
Young to the Securities and Exchange
Commission
EXHIBIT 16
March 18, 1994
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 10549
Dear Sirs:
We have read Item 4 of Form 8-K dated March 18, 1994 of Paramount
Communications Inc. and are in agreement with the statements contained in
paragraphs 1, 3, 4, and 5 on page 1 therein. We have no basis to agree or
disagree with other statements of the registrant contained therein.
Very truly yours,
Ernst & Young