U. S. 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): December 30, 1997
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PREMIER BANCSHARES, INC.
(Exact Name of Premier Bancshares as Specified in its Charter)
Georgia 0-24528 58-1793778
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(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation or Organization) Number) Identification No.)
2180 Atlanta Plaza, 950 East Paces Ferry Road, Atlanta, Georgia 30326
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 404-814-3090
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(Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant
(a) On December 29, 1997, on the recommendation of the
Audit Committee of Premier Bancshares' Board of Directors
and the approval of Premier Bancshares' Board of Directors,
Premier Bancshares retained Ernst & Young, LLP, Atlanta, Georgia
("E&Y"), to replace Mauldin & Jenkins, LLC, ("M&J") as the
certifying accountant for Premier Bancshares's consolidated
financial statements.
The report of M&J on the consolidated financial
statements of Premier Bancshares, Inc. and subsidiaries
for the two years ended December 31, 1996 contained no
adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope,
or accounting principles.
There were no disagreements with M&J on any matter of
accounting principles or practices, financial statement
disclosure, auditing scope or procedure, or any other
matter requiring disclosure pursuant to Item 304 of
Regulation S-K.
Premier Bancshares has requested that M&J furnish it with a
letter addressed to the Commission stating whether or not it
agrees with the above statements. A copy of such letter,
dated December 30, 1997, is filed as Exhibit 16 to this Form
8-K.
Premier Bancshares had not previously retained or consulted
E&Y with respect to the application of accounting principles
to any transaction, the type of audit opinion that might be
rendered on Premier Bancshares' consolidated financial
statements, or as to any matter that was either the subject
of a disagreement on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope
or procedure, or a reportable event (as described in
paragraph (a)(1)(iv) of Item 304 of Regulation S-K).
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibit 16.
Mauldin & Jenkins, LLC, Atlanta, Georgia, Letter
on Change in Certifying Accountant
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 thereunto duly
authorized.
PREMIER BANCSHARES, INC.
By: /s/ Darrell D. Pittard
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Darrell D. Pittard
Chairman & Chief Executive Officer
Exhibit 16
Mauldin & Jenkins, LLC, Atlanta, Georgia
Letter on Change in Certifying Accountant
December 30, 1997
Securities and Exchange Commission
Washington, DC 20549
We were previously the independent accountants for Premier
Bancshares, Inc., and on January 31, 1997, except for Note 2
as to which the date is June 23, 1997, we reported on the
consolidated financial statements of Premier Bancshares,
Inc. and subsidiaries as of and for the two years ended
December 31, 1996. On December 29, 1997, we were dismissed
as independent accounts of Premier Bancshares, Inc.
We have read Premier Bancshares, Inc.'s statements included
under Item 4 of its Form 8-K dated December 30, 1997, and we
agree with such statements, except that we are not in a
position to agree or disagree with the statements in the
last paragraph of Item 4.
/s/ Mauldin & Jenkins, LLC
