PRECISION STANDARD INC
8-K/A, 1997-01-13
AIRCRAFT
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                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                 ----------

                                 FORM 8-K/A
                               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 30, 1996


                                 ----------

                          PRECISION STANDARD, INC.
           (Exact name of registrant as specified in its charter)

                                 ----------


     Colorado                 0-13829               84-0985295
  (State or other    (Commission File Number)    (I.R.S. Employer
   jurisdiction)                                Identification No.)

                               One Pemco Plaza
                           1943 50th Street North
                          Birmingham, Alabama 35212
                  (Address of principal executive offices)

     Registrant's telephone number, including area code:  (205) 591-3009

<PAGE>

ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

     The following paragraph is added at the end of Item 4 as previously
filed:

     On January 3, 1997, the Company provided a draft Form 8-K to Coopers
& Lybrand L.L.P. ("C&L") indicating that C&L had informed the Company that
it would not submit a bid to continue to act as the Company's independent
auditors for the year ending December 31, 1996, nor would C&L stand for
re-election as the Company's certifying accountant in 1997.  The draft of
the Form 8-K provided to C&L was identical to the Form 8-K filed with the
Commission on January 6, 1997 except that the final (a copy of which was
provided to C&L on January 6, 1997) included as an additional exhibit a
copy of the letter dated December 20, 1996 from Matthew L. Gold, the
President of the Company, to C&L soliciting a bid for the annual audit for
the year ending December 31, 1996.  C&L's response to the Form 8-K was
made in a letter dated January 3, 1997, in which C&L states that it agrees
with the statements made in the Form 8-K.  A copy of C&L's January 3, 1997
letter is attached as an exhibit to this Form 8-K/A.


ITEM 7  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(a)  Financial Statements of Businesses Acquired.

     None.

(b)  Pro Forma Financial Information.

     None.

(c)  Exhibits.

99   Letter from Coopers & Lybrand L.L.P. to the Securities and Exchange
     Commission dated January 3, 1997 agreeing with the statements
     contained in the Company's Form 8-K.


                                 SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Denver, State of
Colorado, on January 10, 1997.

                              PRECISION STANDARD, INC.
                              

                              By:/s/Matthew L. Gold
                                 Matthew L. Gold
                                 President


                                EXHIBIT INDEX


EXHIBIT                             METHOD OF FILING
- -------                             ----------------

99   Letter from Coopers & Lybrand
     L.L.P. to the Securities and
     Exchange Commission dated
     January 3, 1997 agreeing with 
     the statements contained in
     the Company's Form 8-K.        Filed herewith electronically


                                EXHIBIT 99


                         COOPERS & LYBRAND L.L.P.
                       a professional services firm
                          1100 Campanile Building
                           1155 Peachtree Street
                        Atlanta, Georgia 30309-3630
                         telephone (404) 870-1100
                         facsimile (404) 870-1239


January 3, 1997

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Gentlemen:

We have read the statements made by Precision Standard, Inc., 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 for the month of January,
1997.  We agree with the statements concerning our Firm in such Form 8-K.

Very truly yours,

/s/ Coopers & Lybrand L.L.P.




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