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
July 15, 1997 (July 10, 1997)
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Date of report (Date of earliest event reported)
Hexcel Corporation
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-8472 94-1109521
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(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
Two Stamford Plaza
281 Tresser Boulevard
Stamford, Connecticut 06901-3238
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(Address of Principal Executive Offices and Zip Code)
(203) 969-0666
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountants
(i) On July 10, 1997, Hexcel Corporation dismissed
Deloitte & Touche L.L.P. as its independent
accountants.
(ii) The reports of Deloitte & Touche L.L.P. on the
financial statements for the past two fiscal
years contained no adverse opinion or disclaim-
er of opinion and were not qualified or modi-
fied as to uncertainty, audit scope or account-
ing principle. The December 31, 1995 report
includes an explanatory paragraph regarding
the confirmation of plan of reorganization and
the acquisition of the Ciba Composite business.
(iii) The Registrant's Audit Committee and Board of
Directors participated in and approved the
decision to change independent accountants.
(iv) In connection with its audits for the two most
recent fiscal years and through July 10, 1997,
there have been no disagreements with Deloitte
& Touche L.L.P. on any matter of accounting
principles or practices, financial statement
disclosure, or auditing scope or procedure,
which disagreements if not resolved to the sat-
isfaction of Deloitte & Touche L.L.P. would
have caused them to make reference thereto in
their report on the financial statements for
such years.
(v) During the two most recent fiscal years and
through July 10, 1997, there have been no
reportable events (as defined in Regulation S-K
Item 304(a)(1)(v)).
(vi) The Registrant has requested that Deloitte &
Touche L.L.P. furnish it with a letter addressed
to the SEC stating whether or not it agrees with
the above statements. A copy of such letter, dated
July 15, 1997, is filed as Exhibit 16 to this Form
8-K.
(b) New independent accountants
(i) The Registrant engaged Price Waterhouse L.L.P. as
its new independent accountants as of July 10,
1997. During the two most recent fiscal years and
through July 10, 1997, the Registrant has not
consulted with Price Waterhouse L.L.P. regarding
either (i) 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, and no written report or
oral advice was provided to the Registrant by
Price Waterhouse L.L.P. demonstrating Price
Waterhouse L.L.P.'s conclusions with respect to any
such issue that was an important factor considered
by the Registrant in reaching a decision as to the
accounting, auditing or financial reporting issue;
or (ii) any matter that was either the subject of
a disagreement, as that term is defined in Item
304(a)(1)(iv) of Regulation S-K and the related
instructions to Item 304 of Regulation S-K, or a
reportable event, as that term is defined in Item
304(a)(1)(v) of Regulation S-K.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits.
(c) Exhibits
16 Letter from Deloitte & Touche L.L.P. to
the Securities and Exchange Commission
Regarding Change in Certifying Ac-
countant.
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 hereunto duly authorized.
Dated: July 15, 1997
HEXCEL CORPORATION
By: /s/ Wayne C. Pensky
Name: Wayne C. Pensky
Title: Corporate Controller; Chief
Accounting Officer
EXHIBIT INDEX
Exhibit No. Description
16 Letter from Deloitte & Touche L.L.P. to
the Securities and Exchange Commission
Regarding Change in Certifying Ac-
countant
Exhibit 16
LETTERHEAD OF DELOITTE & TOUCHE L.L.P.
July 15, 1997
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with comments in Item 4(a) of
Form 8-K of Hexcel Corporation, dated July 15, 1997. However, we have
no basis to comment upon the statement in Item 4(a)(iii) of Item 4 nor
the statements in Item 4(b).
Yours truly,
/s/ Deloitte & Touche L.L.P.