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): March 5, 1996
HOMETOWN BANCORPORATION, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-16272 06-1199559
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification Number)
20 West Avenue, Darien, Connecticut 06820
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (203) 656-2265
N/A
(Former name or former address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) As previously reported, on March 5, 1996, Hometown
Bancorporation, Inc., a Delaware corporation (the "COMPANY"), notified
Price Waterhouse LLP that Price Waterhouse LLP was dismissed as the
Company's independent accountants for the fiscal year ending
December 31, 1996. Since that date, Price Waterhouse LLP has completed
its audit of the Company's financial statements as of December 31, 1995
and for the year then ended. Price Waterhouse LLP has assisted the
Company in meeting its 1995 tax reporting obligations. The decision to
dismiss Price Waterhouse LLP as the Company's independent accountants
for the year ending December 31, 1996 was approved by the Board of
Directors of the Company upon the recommendation of the Audit Committee
of the Board of Directors.
The reports of Price Waterhouse LLP on the financial statements of
the Company for the fiscal years ended December 31, 1995 and 1994 did
not contain an adverse opinion or a disclaimer of opinion, and such
reports were not qualified or modified as to uncertainty, audit scope or
accounting principles.
During the fiscal years ended December 31, 1995 and 1994 and the
period from January 1, 1996 through March 29, 1996, there were no
disagreements with Price Waterhouse LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing
scope or procedures, which disagreement, if not resolved to the
satisfaction of Price Waterhouse LLP, would have caused Price Waterhouse
LLP to make a reference to the subject matter of the disagreement in its
report on the financial statements for such years.
During the fiscal years ended December 31, 1995 and 1994 and the
period from January 1, 1996 through March 29, 1996, there were no
"reportable events" as defined in Item 304(a)(1)(v) of Regulation S-K
except as set forth below.
On August 25, 1995 the Audit Committee of the Company concluded its
investigation of accounting errors and irregularities which were
initially discovered in July 1995. Based upon the findings of the
investigation, the Board of Directors of the Company has concluded that
the errors and irregularities resulted from the activities of a former
employee who manipulated records and circumvented controls. The results
of such actions required the restatement of financial statements for the
years ended December 31, 1992 through 1994. In connection with such
restatements, Price Waterhouse LLP idendified certain material
weaknesses in the Company's internal controls. The material weaknesses
noted related to the lack of segregation of duties by a former officer
of the Company and lack of control over the input of entries into the
general ledger. Such matters were summarized and reported to the
Company's Audit Committee by Price Waterhouse LLP. The Company has
authorized Price Waterhouse LLP to respond to any and all inquiries by
its succssor accountants concerning the subject matter of such
reportable event.
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(b) Simultaneously with the dismissal of Price Waterhouse LLP, the
Company has retained KPMG Peat Marwick LLP as its independent
accountants for the fiscal year ending December 31, 1996.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
16. Letter from Price Waterhouse LLP to the Securities
and Exchange Commission, dated April 3, 1996.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this amendment to its report to be signed on
its behalf by the undersigned hereunto duly authorized.
HOMETOWN BANCORPORATION, INC.
Date: April 4, 1996 By: /S/ KEVIN E. GAGE
Kevin E. Gage
President and Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NO. DOCUMENT
16 Letter from Price Waterhouse LLP to the Securities and
Exchange Commission dated April 3, 1996.
1177 Avenue of the Americas Telephone 212 596-7000
New York, NY 10036 Facsimile 212 596-8910
EXHIBIT 16
PRICE WATERHOUSE LLP
April 3, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
HOMETOWN BANCORPORATION, INC.
We have read Item 4 of Hometown Bancorporation, Inc.'s Form 8-K/A dated
March 5, 1996 and are in agreement with the statements contained in
paragraph 4(a) therein.
Yours very truly,
/S/ PRICE WATERHOUSE LLP
