ALLTRISTA CORP
8-K, 1998-03-18
COATING, ENGRAVING & ALLIED SERVICES
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                                  UNITED STATES
                       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: March 18, 1998

                              Alltrista Corporation


       Indiana                    0-21052                     35-1828377
State of Incorporation      Commission File Number    IRS Identification Number


                      345 South High Street, P. O. Box 5004
                           Muncie, Indiana 47307-5004

       Registrant's telephone number, including area code: (765) 281-5000
 ------------------------------------------------------------------------------







      This document contains 5 pages. The exhibit index is on page 4 of 5.


                                  Page 1 of 5
<PAGE>


Item 4.  Change in Registrant's Certifying Accountant

a)   Previous independent accountants
     On March 16, 1998, Alltrista Corporation (the "Registrant") dismissed Price
     Waterhouse LLP as its independent accountants.

     The Registrant's Audit Committee  participated in and approved the decision
     to change independent accountants on March 16, 1998.

     The reports of Price  Waterhouse  LLP on the financial  statements  for the
     past two fiscal years contained no adverse opinion or disclaimer of opinion
     and were not  qualified  or  modified  as to  uncertainty,  audit  scope or
     accounting principle.

     In  connection  with its audits for the two most  recent  fiscal  years and
     through  March 16,  1998,  there  have  been no  disagreements  with  Price
     Waterhouse  LLP  on any  matter  of  accounting  principles  or  practices,
     financial  statement  disclosure,  or auditing  scope or  procedure,  which
     disagreements  if not resolved to the  satisfaction of Price Waterhouse LLP
     would have caused  them to make  reference  thereto in their  report on the
     financial statements for such years.

     During the two most recent fiscal years and through  March 16, 1998,  there
     have  been  no  reportable   events  as  defined  in  Regulation  S-K  Item
     304(a)(1)(v).

     The Registrant  has requested  that Price  Waterhouse LLP furnish it with a
     letter addressed to the SEC stating whether or not it agrees with the above
     statements.  A copy of such a  letter,  dated  March  18,  1998 is filed as
     Exhibit 16 to this Form 8-K.

b)   New independent accountants
     The Registrant engaged Ernst & Young LLP as its new independent accountants
     as of March 16, 1998.  During the two most recent  fiscal years and through
     March 16, 1998,  the  Registrant  has not consulted  with Ernst & Young LLP
     regarding  either  (i)  the  application  of  accounting  principles  to  a
     specified  transaction,  either completed or proposed; or the type of audit
     opinion that might be rendered on the  Registrant's  financial  statements,
     and either a written  report was provided to the  Registrant or oral advice
     was  provided  that Ernst & Young LLP  concluded  was an  important  factor
     considered by the  Registrant in reaching a decision as to the  accounting,
     auditing or financial  reporting  issue; or (ii) any matter that was either
     the  subject  of  a   disagreement,   as  that  term  is  defined  in  Item
     304(a)(1)(iv)  of Regulation  S-K, or a reportable  event,  as that term is
     defined in Item 304(a)(1)(v) of Regulation S-K.


Item 7.  Financial Statements and Exhibits

a)    Financial statements of businesses acquired.  None

b)    Proforma financial information.  None

c)    Exhibits

       Exhibit 16 Price Waterhouse LLP letter dated March 18, 1998.




                                  Page 2 of 5
<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 hereunto duly authorized.

                            ALLTRISTA CORPORATION
                           (Registrant)



                           By:  /s/ Kevin D. Bower
                               -------------------------------------------------
                               Kevin D. Bower
                               Senior Vice President and Chief Financial Officer
                               March 18, 1998







                                  Page 3 of 5
<PAGE>



                              ALLTRISTA CORPORATION
                                    FORM 8-K
                                  EXHIBIT INDEX



Exhibit       Description                                              Page

Ex-16        Price Waterhouse LLP letter dated March 18, 1998           5







                                  Page 4 of 5

                                                                      Exhibit 16
     




March 18, 1998

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Ladies and Gentlemen:

                              Alltrista Corporation

We have read Item 4 of Alltrista Corporation's Form 8-K dated March 18, 1998 and
are in agreement with the statements contained in paragraph 4(a) therein.

Yours very truly,



Price Waterhouse LLP







                                  Page 5 of 5


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