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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): January 25, 2000
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LITTLEFIELD, ADAMS & COMPANY
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(Exact name of registrant as specified in its charter)
NEW JERSEY 1-8176 #22-1469846
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation Identification No.)
6262 Executive Blvd., Huber Heights, Ohio 45424-1423
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(Address of principal executive offices, and Zip Code)
Registrant's telephone number, including area code: 937-236-0660
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(Former name or former address, if changed since last report)
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Littlefield, Adams & Company
Item 4. Changes In Registrant's Certifying Accountant
On January 25, 2000, Littlefield, Adams & Company (the "Company") was
notified by Arthur Andersen LLP that such firm would not stand for re-election
for the fiscal year ended December 31, 1999, and also tendered its resignation
as the Company's independent auditors.
A. Pursuant to Item 304(a)(1) of Regulation S-K, the Company reports
the following specific information:
(i) On January 25, 2000, the Company received written notification
from Arthur Andersen LLP, that such firm would not stand for
re-election as the Company's independent auditors for the
fiscal year ended December 31, 1999.
(ii) The reports of Arthur Andersen LLP on the Company's financial
statements for the fiscal years ended December 31, 1998 and
1997, were unqualified and contained no adverse opinion or
disclaimer of opinion and no such report was qualified or
modified as to uncertainty, audit scope, or accounting
principles, except described in the following sentence. The
report of Arthur Andersen LLP on the Company's financial
statements for the fiscal year ended December 31, 1997, was
unqualified but contained a modification for a going concern
uncertainty.
(iii) The Company's Board of Directors has authorized the Audit
Committee of the Board of Directors to recommend the engagement
of a new independent auditor.
(iv) There were no disagreements on any matter of accounting
principles or practices, financial statement disclosure, or
auditing scope or procedure, between the Company and its
independent auditors during the Company's two most recent
fiscal years or subsequent thereto.
(v) No event requiring disclosure under Item 304(a)(1)(v) of
Regulation S-K has occurred.
B. No event requiring disclosure under Item 304(a)(2) of Regulation S-K
has occurred.
C. In accordance with the requirements of Item 304(a)(3) of Regulation
S-K, Arthur Andersen LLP has been provided with a copy of the
foregoing disclosures and has provided a letter addressed to the
Securities and Exchange Commission required by said item and said
letter dated January 31, 2000, is attached as Exhibit 16 hereto.
D. A successor firm to serve as independent auditors for the Company is
expected to be selected in the near future.
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Item 7. Financial Statements and Exhibits
(a) N/A
(b) N/A
(c) Exhibits required by Item 601 of Regulation S-k
16 Letter from Arthur Andersen LLP dated January 31, 2000.
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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 thereunto duly authorized.
LITTLEFIELD, ADAMS & COMPANY
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(Registrant)
Date: February 1, 2000 /s/ John J. Tsucalas
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John J. Tsucalas
interim Chief Executive Officer and
interim Chief Financial Officer
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Exhibit 16
ARTHUR ANDERSEN
January 31, 2000
ARTHUR ANDERSEN LLP
Suite 400
Courthouse Plaza SW
Dayton OH 45402
Tel 837-224-8700
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, H.W.
Washington, D.C. 20549
Dear Sir/Madam:
We have read Item 4 included in the Form 8-K dated January 25, 2000, of
Littlefield, Adams & Company filed with the Securities and Exchange Commission
and are in agreement with the statements contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
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Arthur Andersen LLP
cc: Mr. John Tsucalas, Director, Interim Chief Executive Officer
and Interim Chief Financial Officer, Littlefield, Adams & Company
