SUNRISE PRESCHOOLS INC/DE/
8-K, 1996-05-03
SOCIAL SERVICES
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<PAGE>   1
                       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): May 1, 1996
                                                         ---------------------

                          SUNRISE PRESCHOOLS, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

  Delaware                        0-16425                    86-0532619
- ---------------                 ------------             -------------------
(State or Other                 (Commission               (I.R.S. Employer
Jurisdiction of                 File Number)             identification No.)
 Incorporation)

9128 East San Salvador Road, Suite 200, Scottsdale, Arizona      85258
- --------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)


Registrant's telephone number, including area code:  (602 860-1611
                                                    ----------------

                                     N/A
- --------------------------------------------------------------------------------
         (Former name or former address, if change since last report)
<PAGE>   2
ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS

The Company has engaged Ernst & Young LLP as its independent auditors for the
fiscal year ended July 31, 1996 to replace the firm of Arthur Andersen LLP, who
was dismissed at the same time.  The decision to change accountants was
approved by the Board of Directors of the Company.

The reports of Arthur Andersen LLP on the Company's financial statements for
the past two fiscal years did not contain an adverse opinion or a disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope, or
accounting principles.

In connection with the audits of the Company's financial statements for each of
the two fiscal years ended July 31, 1995 and 1994, and in subsequent interim
periods, there were no disagreements with Arthur Andersen LLP on any matters of
accounting principles or practices, financial statement disclosure, or auditing
scope and procedures which, if not resolved to the satisfaction of Arthur
Andersen LLP, would have caused Arthur Andersen LLP to make reference to the
matter in their report.

The Company has authorized Arthur Andersen LLP to respond fully to any inquiries
from Ernst & Young LLP.

The Company requested Arthur Andersen LLP to furnish it a letter addressed to
the Securities and Exchange Commission stating whether it agrees with the above
statements.  A copy of that letter, dated May 1, 1996, is filed as Exhibit 1 to
this Form 8-K.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS              Page
                                                        ----
Exhibit 1   Letter from Arthur Andersen LLP               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 hereto duly authorized.

                                         BOWMAR INSTRUMENT CORPORATION

DATED:  April 26, 1996                      By: /s/ JAMES R. EVANS
                                               -------------------------------
                                               James R. Evans
                                               Chairman of the Board of
                                               Directors and President
                                               (Principal Executive Officer)



<PAGE>   1
                     [LETTERHEAD OF ARTHUR ANDERSEN LLP]


May 1, 1996


Mr. Robert A. Bayless
Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Dear Mr. Bayless:

We have read Item 4 included in the attached Form 8-K, dated April 26, 1996 of
Sunrise Preschools, Inc., filed with the Securities and Exchange Commission and
are in agreement with the statements contained therein.

However, during fiscal 1995, the Company changed the way in which it is
recognizing revenue earned under the Administrative Services Agreement, License
and Equipment Lease with Preschool Services, Inc. (PSI).  The Company agreed to
defer future administrative fees and lease payments due from PSI, an affiliate,
which in the aggregate are approximately $170,000, annually until such time as
PSI's cash flow is adequate to fund these fees, which the Company estimates
will occur no sooner than 1998.  In connection with this deferral, the
accumulated amounts due from PSI at July 31, 1995 have been converted to a
promissory note equal to the present value of the expected future payments to
be received.  This resulted in a reduction in the outstanding receivable
balance, through a charge to the provision for bad debts of $176,500.  The
promissory note bears interest at 8%, with monthly payments due beginning
January 1998 through July 2002.


Very truly yours,


/s/ ARTHUR ANDERSEN LLP



Copy to:  Mr. Jim Evans
          Sunrise Preschools, Inc.
          9128 East San Salvadore Drive
          Scottsdale, Arizona  85258






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