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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Act of 1934
Date of Report (Date of earliest event reported): May 18, 1995
SIZELER PROPERTY INVESTORS, INC.
(Exact name of registrant as specified in charter)
Delaware 1-9349 72-1082589
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2542 Williams Boulevard, Kenner, Louisiana 70062
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (504) 471-6200
Page 1 of 3 Pages
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FORM 8-K
SIZELER PROPERTY INVESTORS, INC.
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous Independent Accountants.
(i) On May 18, 1995, the Registrant dismissed Ernst & Young LLP as its
independent accountants. This decision was based on the
Registrant's desire to establish a relationship with a national
accounting firm with offices in New Orleans, Louisiana. Although
Ernst & Young LLP maintained an office in New Orleans, the
Registrant's prior relationship was with the Jackson, Mississippi
office of Ernst & Young LLP.
(ii) The reports of Ernst & Young 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, auditscope, or accounting principles.
(iii) The Registrant's Audit Committee participated in and approved the
decision to change independent accountants.
(iv) In connection with its audits for the two most recent fiscal years
and through May 18, 1995, there have been no disagreements with
Ernst & Young 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 Ernst & Young 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 May 18, 1995,
there have been no reportable events (as defined in Regulation
S-K, Item 304(a)(1)(v)).
(vi) The Registrant has requested that Ernst & Young 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 May
19, 1995, is filed as Exhibit 16 to this Form 8-k.
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FORM 8-K
SIZELER PROPERTY INVESTORS, INC.
(b) New Independent Accountants.
(i) The Registrant engaged KPMG Peat Marwick as its new independent
accountants as of May 18, 1995. During the two most recent fiscal
years and through May 18, 1995, the Registrant has not consulted
with KPMG Peat Marwick regarding (1) either: the application of
accounting principles to a specified transaction, either completed
or proposed; or the type of audit opinion that might be rendered
on the registrant's financial statements, and either a written
report was provided to the registrant or oral advice was provided
that the new accountant concluded was an important factor
considered by the registrant in reaching a decision as to the
accounting, auditing or financial reporting issue; or (2) any
matter that was either the subject of a disagreement or reportable
event (as described in Regulation S-K, Items 304(a)(1)(iv) and
304(a)(1)(v), respectively).
Item 7.
(c) Exhibits
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Exhibit 16 --Letter reguarding change in certifing accountant.
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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.
SIZELER PROPERTY INVESTORS, INC.
/s/ John J. Gilluly, Jr.
Date: May 19, 1995 ----------------------------------
JOHN J. GILLULY, JR.
Vice President/Secretary/Treasurer
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[LOGO OF ERNST & YOUNG LLP APPEARS HERE] / / ONE JACKSON PLACE / / PHONE: 601-948-6600
SUITE 400 FAX: 601-353-7246
188 EAST CAPITOL STREET
JACKSON, MISSISSIPPI 39201-2157
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May 19, 1995
Securities and Exchange Commission
460 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated May 18, 1995, of Sizeler Property
Investors, Inc. and are in agreement with the statements contained in the Item
4(a), on page 2 therein insofar as it relates to us. We have no basis to agree
or disagree with other statements of the registrant contained therein.
/s/ Ernst & Young LLP
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Ernst & Young LLP