April 15, 1996
Securities and Exchange Commission SENT VIA EDGAR
450 South Fifth Street NW
Washington DC 20549
Subject: FORM 8-K FOR LUND INTERNATIONAL HOLDINGS, INC.
Commission File No.: 0-16319
Dear Sir or Madam:
Please find included with this transmittal letter the Form 8-K for Lund
International Holdings, Inc. with respect to the change in the Company's
certifying accountants.
Sincerely,
LUND INTERNATIONAL HOLDINGS, INC.
/s/ Kathy R. Smith
Kathy R. Smith
Corporate Secretary
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 report) April 15, 1996
Lund International Holdings, Inc.
(Exact name of registrant as specified in charter)
Delaware 0-16319 41-1568618
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
911 Lund Boulevard, Anoka, Minnesota 55303
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612) 576-4200
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant.
On April 9, 1996, the Registrant dismissed KPMG Peat Marwick LLP as its
accountant. KPMG Peat Marwick LLP was the independent accountant who was engaged
as principal accountant to audit the Registrant's financial statements for the
Registrant's two most recent completed fiscal years. On April 9, 1996, the
Registrant retained Coopers & Lybrand LLP as its independent auditors to audit
the Registrant's financial statements for the year ending June 30, 1996.
The reports of KPMG Peat Marwick LLP on the financial statements of the
Registrant 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 Registrant's financial statements for the
two most recent fiscal years and the subsequent interim period proceeding their
dismissal, there were no disagreements with KPMG Peat Marwick LLP on any matter
of accounting principles or practices, financial statement disclosure, or
auditing scope or procedure, which disagreement, if not resolved to the
satisfaction of KPMG Peat Marwick LLP, would have caused it to make reference to
the subject matter of the disagreement in connection with its report.
During the Registrant's two most recent fiscal years and the subsequent interim
period, there were no "reportable events" as described in Item 304 (a) (1) (v)
of Regulation S-K.
Prior to the engagement of Coopers & Lybrand LLP, the Registrant had not
consulted with Coopers & Lybrand LLP regarding 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, or any matter described above.
The decision to change accountants was recommended by the audit committee of the
Board of Directors and approved by the entire Board.
The Registrant has requested KPMG Peat Marwick LLP to furnish it a letter
addressed to the Commission stating whether it agrees with the above statements.
A copy of that letter will be filed within two business days of receipt by the
Registrant. In addition, Coopers & Lybrand LLP was provided an opportunity to
review the above statements and provide a letter regarding such statements.
Item 7. Exhibits.
(A small fee)
16.1 Letter from KPMG Peat Marwick dated April 12, 1996.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
LUND INTERNATIONAL HOLDINGS, INC.
By:/s/ William J. McMahon
William J. McMahon
Dated: April 15, 1996 President
EXHIBIT 16.1
April 12, 1996
Securities and Exchange Commission
Washington, DC 20549
Ladies and Gentlemen:
We were previously principal accountants for Lund International Holdings, Inc.
and, under the date of August 11, 1995, we reported on the consolidated
financial statements of Lund International Holdings, Inc. and subsidiaries as of
and for the years ended June 30, 1995 and 1994. On April 9, 1996, our
appointment as principal accountants was terminated. We have read Lund
International Holdings, Inc.'s statements included under Item 4 of its Form 8-K
dated April 15, 1996, and we agree with such statements, except that we are not
in a position to agree or disagree with Lund International Holdings, Inc.'s
statements that the change was recommended by the Audit Committee of the Board
of Directors and approved by the entire Board and that Coopers & Lybrand LLP was
not consulted regarding the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit opinion that
might be provided on Lund International Holdings, Inc.'s consolidated financial
statements.
Very truly yours,
/s/KPMG Peat Marwick LLP
