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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)
January 22, 1996
FRONTIER COMMUNICATIONS SERVICES INC.
(FORMERLY "ALLNET COMMUNICATION SERVICES, INC.")
(Exact name of registrant as specified in its charter)
Michigan 1-11966 36-3098226
(State of (Commission File (IRS Employer
Incorporation) Number) Identification No.)
30300 Telegraph Road, Bingham Farms, Michigan 48025
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(810) 647-6920
Total pages sequentially numbered: 5
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Item 4. Changes in Registrant's Certifying Accountant.
(a) Based upon the recommendation of the Audit Committee of the Board
of Directors of registrant's parent corporation, Frontier Corporation
("Frontier"), the Board on January 22, 1996 approved the retention of Price
Waterhouse LLP as the independent accountant for Frontier and registrant for
fiscal year 1996. This prospective change in registrant's auditing firm from
Ernst & Young LLP is due to the merger between ALC Communications Corporation,
registrant's direct parent corporation (collectively, registrant and ALC are
referred to as "ALC"), and a Frontier subsidiary effective on August 16, 1995
(the "Merger").
Prior to the Merger, Ernst & Young LLP served as independent
accountants for ALC; Price Waterhouse LLP served as Frontier's independent
accountants. Since Frontier is the parent corporation of ALC as a result of the
Merger, the Audit Committee of Frontier considered it appropriate to engage
Price Waterhouse LLP rather than Ernst & Young LLP as ALC's independent
accountants.
The reports of Ernst & Young LLP on ALC's financial statements for the
past two years did not contain an adverse opinion or a disclaimer of opinion
and were not qualified as to uncertainty, audit scope or accounting principles.
During ALC's two most recent fiscal years and through January 22,
1996, there were no disagreements between ALC and Ernst & Young 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 Ernst & Young LLP, would have caused it to make a reference to
the subject matter of the disagreement in connection with its reports.
Frontier and registrant requested Ernst & Young LLP to furnish a
letter addressed to the Securities and Exchange Commission stating whether it
agrees with the above statements. A copy of the letter furnished to registrant
by Ernst & Young LLP is filed as Exhibit 16 to this Current Report on Form 8-K
in accordance with subparagraph (a)(3) of Item 304 of Regulation S-K.
(b) As more completely described in (a) above, the change in
accountants from Ernst & Young LLP to Price Waterhouse LLP resulted from the
Merger between ALC and a Frontier subsidiary effective on August 16, 1995.
During ALC's two most recent fiscal years and the subsequent interim
period prior to the engagement of Price Waterhouse LLP, ALC did not consult
Price Waterhouse LLP regarding: (i) the application of accounting principles to
a specified transaction, either completed or proposed, (ii) the type of audit
opinion that might be rendered on ALC's financial statements or (iii) items
which concerned the subject matter of any disagreement with Ernst & Young LLP
or reportable events as described in subparagraph (a)(2) of Item 304 of
Regulation S-K.
Item 7. Financial Statement and Exhibits.
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(c) Exhibits.
Letter from Ernst & Young LLP agreeing with the disclosure contained
in Item 4 of this Current 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 thereunto duly authorized.
FRONTIER COMMUNICATIONS SERVICES INC.
(FORMERLY "ALLNET COMMUNICATION
SERVICES, INC.")
By:/s/ Marvin C. Moses
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Marvin C. Moses,
Executive Vice President and
Chief Financial Officer
Dated: January 26, 1996
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EXHIBITS
Exhibit Number and Description
16 Letter from Ernst & Young LLP agreeing with the disclosure
contained in Item 4 of this Current Report on Form 8-K
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[ERNST & YOUNG LLP LETTERHEAD]
Exhibit 16 to Form 8-K
January 22, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated January 22, 1996, of Frontier
Communications Services Inc. (formerly "Allnet Communication Services, Inc.")
and are in agreement with the statements contained in paragraph (a) on page 2
therein. We have no basis to agree or disagree with other statements of the
registrant contained therein.
ERNST & YOUNG LLP
