WARREN BANCORP INC
8-K/A, 1997-09-05
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 8-K/A

                AMENDMENT NUMBER 1 TO CURRENT REPORT ON FORM 8-K

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                                September 2, 1997
                                (Date of Report)


                              WARREN BANCORP, INC.
             (Exact name of registrant as specified in its charter)


      MASSACHUSETTS                    0-17222                   04-3024165
   (State or other juris-            (Commission                (IRS Employer
diction of incorporation)              File No.)             Identification No.)


                                 10 Main Street
          Peabody, Ma                                                01960
       ----------------------------------------------------------------------
(Address of principal executive offices                             Zip Code)


                                  508-531-7400
                 ----------------------------------------------
               Registrant's telephone number, including area code








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ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

       (c)    Exhibits.

       16.1   Letter regarding Change in Certifying Accountants.
              Letter dated August 27, 1997 from KPMG Peat Marwick LLP to the
              Registrant. Previously filed.

       16.2   Letter regarding Change in Certifying Accountants.
              Letter dated September 5, 1997 from KPMG Peat Marwick LLP to the
              Securities & Exchange Commission. Filed herewith.












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<PAGE>   3



                                    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.

                                                WARREN BANCORP, INC.



                                                By:  /s/  Paul M. Peduto
                                                    ------------------------
                                                  Name:    Paul M. Peduto
                                                  Title:      Treasurer

                                                Date:   September 5, 1997






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<PAGE>   1

                                                  
                                                                    EXHIBIT 16.2





September 5, 1997



Securities and Exchange Commission
Washington, DC  20549

Ladies and Gentlemen:

We were previously principal accountants for Warren Bancorp, Inc. and, under the
date of January 23, 1997, we reported on the consolidated financial statements
of Warren Bancorp, Inc. and subsidiaries as of and for the years ended December
31, 1996 and 1995. On August 27, 1997 we were informed that our appointment as
principal accountants was terminated effective September 1, 1997. We have read
Warren Bancorp, Inc.'s statements included under Item 4 of its Form 8-K dated
September 2, 1997, and we agree with such statements except that we were not
present at Warren Bancorp's board meeting, and therefore have no knowledge
whether or not Arthur Andersen was engaged as the principal accountants or if
the decision to change principal accountants was unanimously approved and have
no knowledge of the events described in paragraph four.

Very truly yours,


KPMG Peat Marwick LLP




cc:Mr. Paul Peduto, Treasurer
       Warren Bancorp, Inc.




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