<PAGE> 1
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) November 8, 1995
HILLS STORES COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-9505 31-1153510
(State or other (Commission (IRS Employer
jurisdiction File Number) Identification
of incorporation) Number)
15 DAN ROAD, CANTON, MASSACHUSETTS 02021
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code 617-821-1000
(Former Name or Former Address, if Changed Since Last Report)
<PAGE> 2
Item 4. Changes in Registrant's Certifying Accountant.
Coopers & Lybrand L.L.P. ("Coopers & Lybrand") resigned as independent
auditors for Hills Stores Company (the "Registrant") on November 8, 1995.
None of the reports of Coopers & Lybrand on the financial statements
of the Registrant for either of the past two fiscal years contained an adverse
opinion or a disclaimer of opinion, or was qualified or modified as to
uncertainty, audit scope or accounting principles. During the Registrant's two
most recent fiscal years and the subsequent interim period preceding the
resignation of Coopers & Lybrand, there were no disagreement(s) with Coopers &
Lybrand on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedures, which disagreement(s), if
not resolved to the satisfaction of Coopers & Lybrand would have caused it to
make reference to the subject matter of the disagreement(s) in connection with
its report. None of the reportable events listed in Item 304 (a)(1)(v) of
Regulation S-K occurred with respect to the Registrant during the Registrant's
two most recent fiscal years and the subsequent interim period preceding the
resignation of Coopers & Lybrand.
On November 14, 1995, the Registrant engaged Deloitte & Touche LLP as
its independent auditors.
During the registrant's two most recent fiscal years and the
subsequent interim period preceding the engagement of Deloitte & Touche LLP,
neither the Registrant nor anyone on its behalf consulted Deloitte & Touche LLP
regarding the application of accounting principles to a specific completed or
contemplated transaction, or the type of audit opinion that might be rendered
on the Registrant's financial statements, and no written or oral advice
concerning same was provided to the Registrant that was an important factor
considered by the Registrant in reaching a decision as to any accounting,
auditing or financial reporting issue.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
1. Letter of Coopers & Lybrand, dated November 16, 1995, to the
Securities and Exchange Commission.
<PAGE> 3
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 thereunto duly authorized.
HILLS STORES COMPANY
By: /s/ William K. Friend
------------------------
Name: William K. Friend
Title: Vice President -
Secretary and Corporate
Counsel
Date:
<PAGE> 1
COOPERS & LYBRAND L.L.P.
One Post Office Square
Boston, Massachusetts 02109
Phone: (617) 478-5000
November 16, 1995
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements made by Hills Stores Company (the
"Company") in the first and second paragraphs of Item 4 of the Company's
Form 8-K, dated November 16, 1995. We agree with the statements of the Company
concerning our Firm contained in such Form 8-K.
/s/ COOPERS & LYBRAND L.L.P.
-----------------------------
Coopers & Lybrand L.L.P.