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 31, 1996
Commission file number: 1-2500
BALLY'S GRAND, INC.
(Exact name of registrant as specified in its charter)
Delaware 13-0980760
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3645 Las Vegas Boulevard South, Las Vegas, Nevada 89109
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 739-4111
Page 1 of 3
Exhibit Index on Page 2
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Item 4. Changes in Registrant's Certifying Accountant
On December 18, 1996, Bally Entertainment Corporation was merged with
and into Hilton Hotels Corporation ("Hilton") pursuant to an
agreement dated June 6, 1996, as amended (the "Merger"). As a result
of the Merger, a wholly owned subsidiary of Hilton owns approximately
84% of the issued and outstanding shares of common stock of Bally's
Grand, Inc. (the "Company") as of December 31, 1996. In connection
therewith, Bally's Grand Management Co., Inc. (a wholly owned
subsidiary of Hilton which provides management services to the
Company) recommended the Company engage Arthur Andersen LLP (Hilton's
independent auditors) so as to provide uniformity in certifying
public accountants. On December 31, 1996, after review by the Audit
Committee of the Company, the Board of Directors of the Company
unanimously approved the engagement of Arthur Andersen LLP as its
independent auditors for the fiscal year ending December 31, 1996 to
replace the firm of Ernst & Young LLP, who were dismissed as auditors
of the Company on that date.
The reports of Ernst & Young LLP on the Company's financial
statements for each of the two fiscal years ended December 31, 1995
did not contain an adverse opinion or a disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope, or
accounting principles.
In connection with the audits of the Company's financial statements
for each of the two fiscal years ended December 31, 1995 and in the
subsequent interim period, there were no disagreements with Ernst &
Young LLP on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope and procedures
which, if not resolved to the satisfaction of Ernst & Young LLP would
have caused Ernst & Young LLP to make reference to the matter in
their report.
The Company requested Ernst & Young LLP furnish a letter addressed to
the Securities and Exchange Commission stating whether it agrees with
the above statements. A copy of Ernst & Young LLP's letter is
attached as Exhibit 16 hereto and is incorporated herein by
reference.
Item 7. Financial Statements and Exhibits
c. Exhibits
16 Letter from Ernst & Young LLP dated January 7, 1997
Page 2 of 3
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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, hereunto duly authorized.
BALLY'S GRAND, INC.
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Registrant
/s/ David Arrajj
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David Arrajj
Vice President and General Counsel
Dated: January 7, 1997
Page 3 of 3
EXHIBIT 16
January 7, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated December 31, 1996 of Bally's Grand, Inc.
and are in agreement with the statements contained in the second and third
paragraphs on page 2 therein. We have no basis to agree or disagree with other
statements of the registrant contained therein.
Very truly yours,
/s/ Ernst & Young LLP
