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): April 18, 1997
SIERRA SEMICONDUCTOR CORPORATION
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(Exact name of Registrant as specified in its charter)
California 0-19084 94-2925073
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(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or
organization)
2222 Qume Drive
San Jose, CA 95131
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(Address, including zip code, of principal executive offices)
Registrant's telephone number, including area code: (408) 434-9300
Not Applicable
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(Former name or former address, if changed since last report)
(The purpose of this Filing is to report changes in the Registrant's independent
accountants as required by Item 4 of Form 8-K.)
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Item 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
On April 14, 1997, following a recommendation by the audit committee of
the Registrant's Board of Directors, the Registrant's Board of Directors
selected Deloitte & Touche LLP as the Registrant's independent auditors for the
1997 fiscal year. Following this resolution, the Registrant's independent
auditors for the 1996 fiscal year, Ernst & Young LLP, was dismissed. In
connection with the audits of the Registrant's financial statements for the two
most recent fiscal years and in the subsequent interim period, there were no
disagreements with Ernst & Young LLP regarding 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. Ernst
& Young LLP's reports for either of the past two completed fiscal years did not
contain an adverse opinion or a disclaimer of opinion, and was not qualified as
to uncertainty, audit scope or accounting principles.
Prior to selecting Deloitte & Touche LLP, the Registrant had not
consulted with Deloitte & Touche LLP regarding the application of accounting
principles, the type of audit opinion that might be rendered on the Registrant's
financial statements, or any event that was either a reportable event or the
subject of disagreement.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
16.1 Letter of Ernst & Young, LLP dated April 18, 1997
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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.
Sierra Semiconductor Corporation
By: /s/ James V. Diller
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James V. Diller
Chief Executive Officer
Date: April 18, 1997
Exhibit 16.1
Ernst & Young LLP * 55 Almaden Boulevard * Phone: 408 947 5500
San Jose, CA 95113 Fax: 408 294 2744
Telex: 701974
April 18, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Gentlemen:
We have read Item 4 of Form 8-K dated April 18, 1997, of Sierra Semiconductor
Corporation and are in agreement with the statements contained in the third and
fourth sentences of the first paragraph 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
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Ernst & Young LLP
