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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OCTOBER 31, 2000
Date of Report (Date of Earliest Event Reported)
STEARNS & LEHMAN, INC.
(Exact Name of Registrant as Specified in its Charter)
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COMMISSION FILE NO. 0-21879
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OHIO 34-1579817
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
30 PARAGON PARKWAY
MANSFIELD, OHIO 44903
(Address of principal executive offices) (Zip code)
(419) 522-2722
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former Name or Former Address, if changed since last report)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Stearns & Lehman, Inc. ("Stearns") has completed a review of its auditing
service provider and decided to select Deloitte & Touche ("Deloitte") as the
accountants to audit Stearns' consolidated financial statements for the year
ending April 30, 2001. Accordingly, on October 31, 2000, Stearns entered into a
letter agreement engaging Deloitte as the accountant to audit Stearns'
consolidated financial statements. Also, on October 31, 2000, Stearns dismissed
PricewaterhouseCoopers LLP ("PricewaterhousCoopers"), the accountant which had
been Stearns auditing service provider. PricewaterhouseCoopers' reports on the
consolidated financial statements of Stearns for the fiscal years ended April
30, 1999 and April 30, 2000 (the two most recently completed fiscal years of
Stearns, which are referred to herein as the "Prior Report Periods') contained
no adverse opinion or disclaimer of opinion. No report on the consolidated
financial statements for the Prior Report Periods was qualified or modified as
to uncertainty, audit scope, or accounting principles. The decision to change
auditors was recommended by the audit committee of the Board of Directors of
Stearns and approved by the Board of Directors of Stearns. During the Prior
Report Periods and through October 31, 2000, preceding the replacement of
PricewaterhouseCoopers, there were no disagreements with PricewaterhouseCoopers
on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which, if not resolved to the
satisfaction of PricewaterhouseCoopers, would have caused them to make any
reference to the disagreement in their reports on the consolidated financial
statements.
Stearns has not consulted with Deloitte during the last two years or subsequent
interim period on either the application of accounting principles or type of
opinion Deloitte might issue on Stearns' consolidated financial statements.
Stearns requested PricewaterhouseCoopers to furnish a letter to the SEC stating
whether PricewaterhouseCoopers agreed with the above statements. A copy of the
PricewaterhouseCoopers letter to the SEC dated November 2, 2000 is filed as an
exhibit herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS
Exhibit #1. Letter from PricerwaterhouseCoopers LLP dated November 2,
2000, to the Securities and Exchange Commision pursuant to
Item 304 (a)(3) of Regulation S-K.
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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 hereunto duly authorized.
Date: October 31, 2000 STEARNS & LEHMAN, INC.
(Registrant)
/s/ William C. Stearns
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William C. Stearns
President
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