UNITED STATES
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):
March 28, 2000
Ridgewood Hotels, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-14019 58-1656330
- - ------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
2859 Paces Ferry Road, Suite 700
Atlanta, Georgia 30339
- - ---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (770) 434-3670
<PAGE>
ITEM 4. Change in Registrant's Certifying Accountant
(a) Previous Independent Accountants
(i) On March 28, 2000, Ridgewood Hotels, Inc. dismissed
PricewaterhouseCoopers LLP as its independent accountants.
(ii) The reports of PricewaterhouseCoopers LLP on the
financial statements for the past two fiscal years contained no
adverse opinion or disclaimer of opinion and were not qualified
or modified as to uncertainty, audit scope or accounting
principle.
(iii) The members of Registrant's Board of Directors were
consulted and approved the decision to change independent
accountants.
(iv) In connection with its audits for the two most
recent fiscal years and through March 28, 2000, there have been
no disagreements with PricewaterhouseCoopers 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 PricewaterhouseCoopers
LLP, 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
March 28, 2000, there have been no reportable events (as defined
in Regulation S-K Item 304(a)(1)(v)) with PricewaterhouseCoopers
LLP.
(vi) The Registrant has requested that
PricewaterhouseCoopers LLP 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 March 31, 2000, is
filed as an Exhibit 16 to this Form 8-K.
(b) New Independent Accountants
(i) The Registrant engaged Arthur Andersen LLP as its new
independent accountants as of March 28, 2000. During the two
most recent fiscal years and through March 28, 2000, the
Registrant has not consulted with Arthur Andersen LLP regarding
(1) the application of accounting principles to a specific
transaction, either completed or proposed, or the type of audit
opinion that might be rendered; or (2) the matter of a
disagreement or reportable event with the former auditor (as
described in Regulation S-K Item 304(a)(2)).
ITEM 8. Change in Fiscal Year
On March 28, 2000, Ridgewood Hotels, Inc. changed its
fiscal year from August 31 to March 31. The report covering the
transition period will be filed on Form 10-K.
SIGNATURE
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.
RIDGEWOOD HOTELS, INC.
By: /s/ Karen S. Hughes
Karen S. Hughes
Vice President
Chief Financial Officer
Dated as of March 31, 2000
Exhibit 16
March 31, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Commissioners:
We have read the statements made by Ridgewood Hotels, Inc. (copy attached),
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 dated March 28, 2000. We
agree with the statements concerning our Firm in such Form 8-K.
Very truly yours,
PricewaterhouseCoopers LLP
