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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): September 26, 1997
THE EASTWIND GROUP, INC.
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(Exact name of issuer as specified in charter)
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<S> <C> <C>
Delaware 0-27638 23-2732753
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation or file Identification
Organization) number) Number)
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100 Four Falls Corporate Center
Suite 305
Conshohocken, Pennsylvania 19428
(Address of principal executive offices)
(610) 828-6860
(Registrant's telephone number, including area code)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) (1)
(i) On September 26, 1997, The Eastwind Group, Inc. (the
"Company") and Arthur Andersen LLP ("Andersen"), its
independent public accountants, mutually agreed to
terminate their relationship. Andersen has previously
audited the Company's financial statements for the years
ended December 31, 1996 and 1995.
(ii) The report of Andersen on the Company's consolidated
financial statements for the years ended December 31, 1996
and 1995, did not contain an adverse opinion or a
disclaimer of opinion and was not qualified or modified as
to uncertainty, audit scope or accounting principles.
(iii) The mutual decision of the Company and Andersen to
terminate the relationship with Andersen as the Company's
independent public accountants was approved by the Audit
Committee of the Company's Board of Directors and approved
by the Board of Directors.
(iv) (A) During the audit of the 1996 consolidated financial
statements of the Company there was a matter of
discussion and disagreement which, if not resolved to
the satisfaction of Andersen, would have caused it to
make reference to the subject matter in its report.
This matter was resolved to the satisfaction of
Andersen.
(B) Not applicable.
(C) The subject matter of the disagreement between the
Company and Andersen concerned the recognition of
revenue on certain transactions with entities in which
the Company made investments.
(D) Management of the Company, including the Chairman and
Chief Executive Officer and the Chief Financial
Officer, discussed this matter with Andersen.
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(E) The Company has authorized Andersen to respond fully
to the inquiries of any successor accountant
concerning the subject matter of its disagreement with
Andersen.
(a) (2) The Company is currently requesting proposals from other
independent public accountants to replace Andersen.
(a) (3) The Company has requested Arthur Andersen to furnish it a
letter addressed to the Commission stating whether it
agrees with the above statements. A copy of that letter is
filed as an Exhibit to this Form 8-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Exhibits
16.1 Letter from Arthur Andersen LLP to the Company dated
September 26, 1997
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned duly authorized.
Date: September 26, 1997 The Eastwind Group, Inc.
/s/ William B. Miller
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William B. Miller
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Sequential
No. Description Page No.
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16.1 Letter from Arthur Andersen LLP for the Company
dated September 26, 1997
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Exhibit 16.1
September 26, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 (a) (1) (ii) and (iv) (A) (B) and (C) included in the Form
8-K dated September 26, 1997 of the Eastwind Group, Inc. to be filed with the
Securities and Exchange Commission on or after September 26, 1997 and are in
agreement with the statements contained therein.
Very truly yours,
/s/ ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
TMM
