SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Current Report Pursuant to Section 13 or 15(d) of
the Securities Act of 1934
Date of Report: April 24, 1997
ASHWORTH, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-18553 84-1052000
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
2791 Loker Avenue West, Carlsbad, CA 92008
(Address of principal executive offices)
619/438-6610
(Registrant's telephone number)
Item 4. On April 21, 1997, the board of directors of the Registrant
elected to engage KPMG Peat Marwick LLP to serve as its principal auditors
for the fiscal year ending October 31, 1997. The former principal auditing
firm, Arthur Andersen LLP, was thereby dismissed as of that date.
The auditor's reports of Arthur Andersen LLP, on the Registrant's
financial statements for the either of the past two fiscal years did not
contain any adverse opinion or disclaimer of opinion and was not qualified
or modified as to uncertainty, audit scope, or accounting principles.
During the two most recent fiscal years of the Registrant, and the
subsequent interim period through April 21, 1997, there were no
disagreements with Arthur Andersen 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
Arthur Andersen LLP, would have caused it to make a reference to the
subject matter of the disagreement in connection with its report.
In addition, during the two fiscal years ended October 31, 1996 and
1995, and the subsequent interim period through April 21, 1997, (a) Arthur
Andersen LLP never advised the Registrant of any reportable events as
defined in paragraphs (A) through (D) of Regulation S-K,.
Item 304(a)(1)(v); and (b) the Registrant (or someone on its behalf) did
not consult KPMG Peat Marwick LLP regarding either: (I) the application of
accounting principles to a specified transaction or (ii) any matter that
was either the subject of a disagreement or a reportable event.
A copy of this Report on Form 8-K/A has been furnished to Arthur
Andersen LLP. The Registrant requested that Arthur Andersen LLP furnish
the Registrant with a letter addressed to the Securities and Exchange
Commission stating whether Arthur Andersen LLP agrees with the statements
made by the Registrant. Arthur Andersen LLP's letter is attached as
Exhibit 16.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
Exhibits:
Exhibit 16. Letter re: Change in Certifying Accountant
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: April 24, 1997 ASHWORTH, INC.
By: /S/ Randall L. Herrel
Randall L. Herrel, Sr., President and
Chief Executive Officer
ARTHUR ANDERSEN
April 24, 1997 ___________________
Arthur Andersen LLP
Securities and Exchange Commission ___________________
450 Fifth Street NW Suite 1100
Washington, D.C. 20549 18500 Von Karman Avenue
Irvine, CA 92612-050
714-757-3100
Dear Sirs:
We have read Item 4 included in the attached Form 8-K/A dated April 24,
1997, of Ashworth, Inc., to be filed with the Securities and Exchange
Commission and are in agreement with the statements contained therein.
Very truly yours,
/s/ Arthur Andersen LLP
ARTHUR ANDERSEN LLP
Copy to:
Mr. Randall L. Herrel
EXHIBIT 16
