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): August 29, 1996
Northern Illinois Financial Corporation
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Illinois 0-17728 36-6137500
- ---------------------------- ----------- -------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File No.) Identification No.)
486 West Liberty Street Wauconda, Illinois 60084-2489
- -------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (847) 487-1818
--------------
Exhibit Index is located on page 4
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant
On August 22, 1996, Northern Illinois Financial Corporation
(the "Registrant") and Premier Financial Services, Inc. ("Premier")
merged with and into Grand Premier Financial, Inc., a Delaware
corporation and the surviving corporation ("Grand Premier"). The
Registrant ceased to exist as of that date.
At a meeting of its board of directors on August 29-30,
1996, Grand Premier engaged, as its principal accountant, the
accounting firm formerly engaged by Premier as its principal
accountant. Hutton, Nelson & McDonald LLP ("Hutton, Nelson"), the
Registrant's principal accountant, was not engaged in any capacity by
Grand Premier and was effectively dismissed as the principal
accountant of the Registrant as of August 29, 1996.
Hutton, Nelson's reports on the Registrant's financial
statements for its 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.
During the Registrant's two most recent fiscal years and in
the subsequent interim period, there were no disagreements with
Hutton, Nelson on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure which,
if not resolved to the satisfaction of Hutton, Nelson, would have
caused it to make reference to the subject matter of the disagreement
in its report. No "reportable events," as such term is defined in
Item 304(a)(1)(v)(A) through (D) of Regulation S-K, occurred during
the Registrant's two most recent fiscal years or in the subsequent
interim period.
In accordance with the requirements of Item 304(a)(3) of
Regulation S-K, the Registrant has filed as an exhibit to this report
a letter from Hutton, Nelson stating that it is in agreement with the
statement that Hutton, Nelson has not been engaged in any capacity by
Grand Premier Financial, Inc. and was effectively dismissed as the
principal accountant of the Registrant as of August 29, 1996 and with
the statements made in the preceding two paragraphs.
2
<PAGE>
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 thereunto duly authorized.
GRAND PREMIER FINANCIAL, INC.,
as successor to Northern Illinois
Financial Corporation
(Registrant)
Date: September 26, 1996 By: /s/ David L. Murray
David L. Murray
Senior Executive Vice President
and Chief Financial Officer
3
<PAGE>
EXHIBIT INDEX
Page
Number Description Number
16 Letter, dated September 24, 1996, 5
from Hutton, Nelson & McDonald LLP
4
EXHIBIT 16
September 24, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.
Ladies and Gentlemen:
We have read Item 4 of the Current Report on Form 8-K, dated
August 29, 1996, of Northern Illinois Financial Corporation (the
"Registrant") and are in agreement with (i) the statement that Hutton,
Nelson & McDonald LLP has not been engaged in any capacity by Grand
Premier Financial, Inc. and was effectively dismissed as the principal
accountant of the Registrant as of August 29, 1996, and (ii) the
statements contained in the third and fourth paragraphs under Item 4.
We have no basis to agree or disagree with the other statements of the
Registrant contained therein.
HUTTON, NELSON & MCDONALD LLP
