<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------------------------
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: April 7, 1999
MICRO WAREHOUSE, INC.
DELAWARE 0-20730 06-1192793
- ------------------------ --------------------- -------------
(State of Incorporation) (Commission File No.) (IRS Id. No.)
535 Connecticut Avenue
Norwalk, Connecticut 06854
(203) 899-4000
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
This Form 8-K/A amends the Form 8-K filed by Micro Warehouse, Inc. (the
"Company") on March 26, 1999 by inserting at the end of Item 4 thereof the
following new subsection (b):
(b) NEW INDEPENDENT ACCOUNTANTS
(i) On March 31, 1999 KPMG LLP ("KPMG") completed its audit of
the financial statements of the Company for the year ended December 31,
1998.
(ii) Effective April 1, 1999, the Company engaged
PricewaterhouseCoopers LLP as its new independent accountants for the
audit of the Company's financial statements for the year ending
December 31, 1999. During the two most recent fiscal years and through
March 31, 1999, the Company has not consulted with
PricewaterhouseCoopers LLP concerning the Company's financial
statements, including the application of accounting principles to a
specified transaction (proposed or completed) or the type of audit
opinion that might be rendered on the Company's financial statements or
any matter that was either the subject of a "disagreement" or
"reportable event" (as such terms are defined in Item 304 of Regulation
S-K) with the previous independent accountants.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits. None
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: April 7, 1999 MICRO WAREHOUSE, INC.
(Registrant)
By:
-------------------------------
Wayne P. Garten
Executive Vice President,
Chief Financial Officer
(Principal Accounting Officer)