SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 1997
US WATS, INC.
(Exact name of Registrant as Specified in its Charter)
0-22944
(Commission File Number)
New York 22-3055962
- ----------------------------------- ------------------------------
(State of Other Jurisdiction of (IRS Employer Identification
Incorporation) Number)
111 Presidential Boulevard
Suite 114
Bala Cynwyd, Pennsylvania 19004
-------------------------------------
(Address, including zip code, of Registrant's Principal Executive Offices)
(610) 660-0100
(Registrant's telephone number, including area code)
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant
On March 14, 1997, US WATS, Inc. (the "Company") replaced Rudolph Palitz LLP
as the principal accountant for the Company and its subsidiaries. For the
past year the former principal accountants' report on the Company's
consolidated financial statements have not contained an adverse or
disclaimer of opinion, nor has their report been qualified or modified as to
uncertainty, audit scope, or accounting principles. The decision to replace
the former accountant was approved by the board of directors. During the
past year and through the date of their replacement, there were no
disagreements or matters of the type contemplated by Item 304(a)(1)(iv) of
Regulation S-K.
On March 14, 1997, the Company engaged as its new principal accountant
Deloitte & Touche LLP. During the two most recent fiscal years and through
the date of their appointment, the Company has not consulted with Deloitte &
Touche LLP on matters of the type contemplated by Item 304(a)(2) of
Regulation S-K.
The Company has requested that Rudolph Palitz LLP furnish it with a letter
addressed to the Securities and Exchange Commission (the "SEC") stating
whether it agrees with the statements set forth in this Form 8-K. A fully-
executed letter from Rudolph Palitz LLP will be filed with the SEC by
amendment within the appropriate time period after it is received by the
Company.
<PAGE>
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.
US WATS, Inc.
(Registrant)
By: /s/Kevin M. O'Hare
--------------------------
Kevin M. O'Hare
Chief Executive Officer, Director
By: /s/Christopher J. Shannon
--------------------------
Christopher J. Shannon
Chief Financial Officer
Dated: March 14, 1997
<PAGE>
Rudolph, Palitz LLP
Certified Public Accountants
620 W. Germantown Pike, Suite 400
Plymouth Meeting, PA 19462
(610) 941-0900
Fax (610) 941-6658
March 17, 1997
Chief Accountant
SECPS Letter File
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, DC 20549
Dear Sir:
We have read Item 4 included in the attached Form 8-K, dated
March 14, 1997 of US WATS, Inc. to be filed with the Securities and Exchange
Commission and are in agreement with statements contained therein.
Very truly yours,
/s/ Rudolph, Palitz LLP
-------------------------
Rudolph, Palitz LLP
CC: Chris Shannon, C.F.O.
US WATS, Inc.
