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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): May 8, 1995
POLYPHASE CORPORATION
(Exact name of registrant as specified in its charter)
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Nevada 1-9083 23-2708876
(State or other jurisdiction of
incorporation) (Commission File Number) (IRS Employer
Identification No.)
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16885 Dallas Parkway, Dallas, Texas75248
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(214) 732-0010
(Not Applicable)
(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant
Price Waterhouse LLP resigned as principal accountants for
the Company on May 8, 1995.
None of the reports of Price Waterhouse LLP on the financial
statements of the Company for either of the past two fiscal years
contained an adverse opinion or a disclaimer of opinion, or was
qualified as to uncertainty, audit scope, or accounting
principles. During the Company's two most recent fiscal years
and the subsequent interim period preceding such resignation,
there were no disagreements with Price Waterhouse LLP on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedures. None of the
reportable events listed in Item 304(a)(1)(v) of Regulation S-K
occurred with respect to the Company and Price Waterhouse LLP.
Pursuant to Item 4(a) of Form 8-K and Item 304(a)(3) of
Regulation S-K, the Company has provided Price Waterhouse LLP
with a copy of this Form 8-K and has requested Price Waterhouse
LLP to furnish the Company with a response addressed to the
Securities and Exchange Commission as to whether Price Waterhouse
LLP agrees with the statements made in this Item 4 with respect
to Price Waterhouse LLP and, if not, to state the respects in
which Price Waterhouse LLP does not agree with such statements.
Price Waterhouse LLP's response letter will be filed as an
amendment to this Form 8-K within two (2) business days of
receipt of such response.
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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 hereunto duly authorized.
POLYPHASE CORPORATION
Date: May 10, 1995 By: /s/ Paul A. Tanner
Paul A. Tanner
President
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