<PAGE> 1
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 18, 1997
Connectivity Technologies Inc.
(Exact name of registrant as specified in its charter)
Delaware 0-12113 94-2691724
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
667 Madison Avenue, New York, New York 10021
(Address of principal executive offices) (zip code)
Registrant's Telephone Number, including Area Code: (212) 644-8880
N/A
(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) On December 18, 1997, Coopers & Lybrand L.L.P. (the "Former
Accountant") resigned as the independent accountants of Connectivity
Technologies Inc. (the "Registrant"). The reports of the Former Accountant on
the Registrant's financial statements for the fiscal years ended December 31,
1995 and 1996 did not contain an adverse opinion or disclaimer of opinion and
were not qualified or modified as to uncertainty, audit scope or accounting
principle. The Registrant's Audit Committee and Board of Directors participated
in and approved the decision to change independent accountants. There were no
disagreements with the Former Accountant for the fiscal years ended December 31,
1995 and 1996 or for the interim periods subsequent to December 31, 1996, 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 the Former Accountant would have caused them to make reference
thereto in their reports on the financial statements for such years.
The Former Accountant has furnished the Registrant with a letter
addressed to the Securities and Exchange Commission stating that it agrees with
the above statements. A copy of this letter is included as an exhibit to this
Report on Form 8-K.
(b) The Registrant engaged Ernst & Young LLP (the "New Accountant") as
its new independent accountants as of December 23, 1997. During the fiscal years
ended December 31, 1995 and 1996 and the interim periods subsequent to December
31, 1996, the Registrant did not consult with the New Accountant on the
application of accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might be rendered on
the Registrant's financial statements; or receive either written or oral advice
from the New Accountant that was an important factor in reaching a decision as
to an accounting, auditing or financial reporting issue.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
(16) Letter regarding change in certifying accountant
- 2 -
<PAGE> 3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
CONNECTIVITY TECHNOLOGIES INC.
(Registrant)
Dated: December 23, 1997 By: /s/ James M. Hopkins
---------------------
Name: James M. Hopkins
Title: President and
Chief Executive
Officer
- 3 -
<PAGE> 4
INDEX OF EXHIBITS
Exhibit No. Exhibit Description
16 Letter regarding change in certifying accountant.
<PAGE> 1
December 23, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Connectivity Technologies Inc. (copy
attached), which we understand will be filed with the Commission, pursuant to
Item 4 of Form 8-K, as part of the Company's Form 8-K report dated December 18,
1997. We agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
/s/ Coopers & Lybrand L.L.P.
- ----------------------------
Coopers & Lybrand L.L.P.
Attachment
