SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Under to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): January 23, 1996
Commission File Number: 1-10013
Larson Davis Incorporated
(Exact Name of Registrant as Specified in its Charter)
Nevada 87-0429944
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1681 West 820 North
Provo, Utah 84601
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code:
(801) 375-0177
(Former name, former address, and formal fiscal year, if changed
since last report) N/A
Page 1 of 5 consecutively numbered pages, including exhibits.
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Effective January 23, 1996, Larson Davis Incorporated (the
"Registrant"), terminated Peterson, Siler & Stevenson as the
auditors of the Registrant. On January 24, 1996, the Registrant
appointed Grant Thornton LLP to be its auditors for the fiscal year
ending June 30, 1996, and thereafter. The appointment of Grant
Thornton LLP as auditors was approved by the board of directors of the
Registrant.
The appointment of Grant Thornton LLP represents a change of auditors
from Peterson, Siler & Stevenson, whose dismissal was approved by
the board. The reports of Peterson, Siler & Stevenson on the
Registrant's financial statements as of June 30, 1995, and the
two years then ended did not contain an adverse opinion, or a
disclaimer of opinion, nor were their reports qualified or modified
as to uncertainty, audit scope, or accounting principles, other
than a limitation as to the presentation of the financials on a
going concern basis. During the past two fiscal years and the
interim period preceding the dismissal of Peterson, Siler &
Stevenson, there have been no disagreements 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 Peterson, Siler & Stevenson, would have
caused it to make reference to the subject matter of the
disagreements in connection with its report.
During the two most recent fiscal years and the subsequent interim
period preceding Peterson, Siler & Stevenson's dismissal, the
Registrant was not advised by Peterson, Siler & Stevenson that
internal controls necessary for the Registrant to develop reliable
financial statements did not exist nor that information came to
its attention that led it to no longer be able to rely on
management's representations or that made it unwilling to be
associated with the financial statements prepared by management.
The Registrant has not been advised by Peterson, Siler & Stevenson
of the need to expand significantly the scope of the Registrant's
audit, nor has the Registrant been advised that during the two
most recent fiscal years and the subsequent interim period
preceding its dismissal, information has come to the attention of
Peterson, Siler & Stevenson that on further investigation may (i)
materially impact the fairness or reliability of either a
previously issued audit report or the underlying financial
statements, or the financial statements issued or to be issued
covering the fiscal period subsequent to the date of the most
recent financial statements covered by an audit report, or (ii)
cause Peterson, Siler & Stevenson to be unwilling to rely on
management's representations or be associated with the
Registrant's financial statements.
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The Registrant has provided its former auditors, Peterson, Siler
& Stevenson, with a copy of the foregoing disclosures. A letter,
addressed to the Commission, by the auditors stating agreement
with the above statements made by the Registrant is attached hereto
as an exhibit.
No consultations occurred between the Registrant and Grant Thornton
LLP during the two most recent fiscal years and any subsequent
interim period prior to Grant Thornton LLP's appointment regarding
the application of accounting principles to a specific completed or
contemplated transaction, the type of audit opinion, or seeking
other advice that was considered by the Registrant in reaching a
decision as to an accounting, auditing, or financial reporting
issue.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibits
The following exhibits are included as part of this report:
SEC
Exhibit Reference
Number Number Title of Document Page
1.01 16 Letter from Peterson, Siler & Stevenson 5
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SIGNATURES
Pursuant to the requirements of section 13 or 15(d) of the
Securities Exchange of 1934, as amended, the Registrant has duly
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Dated: January 26, 1996 LARSON DAVIS INCORPORATED
By /s/ Dan J. Johnson
Dan J. Johnson,
Vice-President
Secretary/Treasurer
(Principal Financial and
Accounting Officer)
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PETERSON, SILER & STEVENSON
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL CORPORATION
430 EAST 400 SOUTH
SALT LAKE CITY, UTAH 84111
(801) 328-2727 FAX (801) 328-1123
January 24, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Gentlemen:
We have read Larson Davis Incorporated's statements, pertaining to
our firm included under Item 4 of Form 8-K dated January 23, 1996,
and agree with such statements as they pertain to our firm. We
have no basis to agree or disagree with other statements of the
registrant contained therein.
/s/ Peterson, Siler & Stevenson, P.C.
PETERSON, SILER & STEVENSON, P.C.
