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)
January 23, 1998
SHARED TECHNOLOGIES FAIRCHILD INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-17366 87-0424558
(Commission (IRS Employer
File Number) Identification No.)
100 Great Meadow Road, Suite 104,
Wethersfield, Connecticut 06109
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(860) 258-2400
N.A.
(Former name or former address, if changed since last report)
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Item 4. Other Events
On January 23, 1998, Shared Technologies Fairchild Inc. (the "Company")
changed independent accountants from Arthur Andersen LLP to Ernst & Young, LLP
as the Company's independent accountant. The change in independent accountants
was approved by the Company's Board of Directors. The change of independent
accountants is related to the acquisition of the Company by Intermedia
Communications, Inc. Intermedia Communications Inc.'s current independent
accountant is Ernst & Young, LLP.
Arthur Andersen LLP's reports on the financial statements for the most
recent fiscal year did not contain an adverse opinion, disclaimer of opinion,
qualification, or modification as to uncertainty, audit scope, or accounting
principles. Furthermore, during the most recent fiscal year and the interim
period subsequent to January 23, 1998, (i) there has not been any disagreements
with Arthur Andersen 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 Arthur Andersen LLP, would
have caused that firm to make reference to the subject matter of such
disagreements in connection with its report and (ii) the Company has not
consulted Ernst & Young, LLP regarding any of the matters specified in Item
304(a)(2) of Regulation S-K.
The Company has requested Arthur Andersen LLP to furnish a letter addressed
to the Securities and Exchange Commission stating whether it agrees with the
above statements. A copy of such letter, dated January 23, 1998, is filed as
Exhibit 16.1 to this Form 8-K.
Item 7. Financial Statements and Exhibits
(c) Exhibits. The following is a list of the Exhibits attached hereto.
Exhibit No. 16.1 Letter dated January 23, 1998 from Arthur Andersen LLP
addressed to the Securities and Exchange Commission.
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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 hereunto duly authorized.
Date: January 23, 1998
SHARED TECHNOLOGIES
FAIRCHILD INC.
By:/s/ Vincent DiVincenzo
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Name: Vincent DiVincenzo
Title: Senior Vice President
Administration and Finance
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Exhibit Index
Exhibit No. Description
(16.1) Letter dated January 23, 1998 from Arthur Andersen LLP
addressed to the Securities and Exchange Commission.
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Arthur
Andersen
January 23, 1998 ______________________
Arthur Andersen LLP
Office of the Chief Accountant ______________________
SECPS Letter File 8000 Towers Crescent Drive
Securities and Exchange Commission Vienna, VA 22182-2725
Mail Stop 11-3 703 734 7300
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have read Item 4 of Form 8-K dated January 23, 1998 of Shared
Technologies Fairchild Inc. and are in agreement with the statements contained
in the paragraphs under Item 4 on the page therein. We have no basis to agree or
disagree with other statements of the registrant contained therein.
Very truly yours,
/s/Arthur Andersen LLP
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Arthur Andersen LLP
