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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
Date of Report (Date of earliest event reported) September 17, 1996
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INCO HOMES CORPORATION
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(Exact name of registrant as specified in charter)
Delaware 0-21378 33-0534734
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1282 West Arrow Highway, Upland, California 91786
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (909) 981-8989
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no change
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(Former Name or Former Address, if Changed Since Last Report.)
1.
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
4(a) Information required by Item 304(a)(1)
Item 304(a)(i) -- On September 17, 1996, Inco Homes Corporation
("Registrant") dismissed Ernst & Young LLP ("E&Y") as its
independent accountant and engaged Price Waterhouse LLP ("PW")
as such.
Item 304(a)(ii) -- The reports of E&Y on the Registrant's
financial statements for the years ended December 31, 1994 and
1995 did not contain an adverse opinion or a disclaimer of
opinion, or a qualification or modification as to uncertainty,
audit scope or accounting principles.
Item 304(a)(iii) -- The Registrant's Audit Committee and its
full Board of Directors approved the decision to change
accountants.
Item 304(a)(iv) -- In connection with its audits for the
Registrant's two most recent fiscal years and through September
17, 1996 there were no disagreements with E&Y on any matter of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedure.
Item 304(a)(v) -- During the Registrant's two most recent fiscal
years and through September 17, 1996 there have been no
reportable events. During these periods there were certain
reportable conditions as described below.
In the Management Letter prepared by Kenneth Leventhal & Company
(prior to its merger with E&Y) for the fiscal year ended
December 31, 1994 it was noted that the Company did not have an
accounting manual to document accounting policy and procedures.
Additionally, it was noted that certain escrow statements
relating to the land acquisitions could not be located by
Company personnel. As a result, the required documentation had
to be obtained directly from the escrow company. Also, various
accounting records were not stored in areas secure from theft,
fire or other natural disasters.
In the draft of the Management Letter prepared by E&Y for the
fiscal year ended December 31, 1995 it was noted that various
accounting records were not stored in areas secure from theft,
fire or other natural disasters.
Item 304(a)(vi) -- The Registrant has requested that E&Y furnish
the Registrant, as promptly as possible, with a letter addressed
to the Commission stating whether it agrees with the statements
made by the Registrant contained herein and, if not, stating the
respects in which it does not agree. The Registrant intends to
promptly file E&Y's response as an exhibit to this filing upon
receipt.
4(b) Information required by Item 304(a)(2)
The Registrant engaged PW as its independent accountant as of
September 17, 1996. During the Registrant's two most recent
fiscal years, and through September 17, 1996, the Registrant did
not consult with PW as to either 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 the Registrant did not
consult with PW as to any matter that was either the subject of
disagreement or a reportable event (as described in Regulation
S-K Item 304(a)).
2.
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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.
INCO HOMES CORPORATION
Date: September 20, 1996 By: /s/ Ira C. Norris
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Ira C. Norris
President and Chief Executive Officer
Date: September 20, 1996 By: /s/ Robert H. Daskal
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Robert H. Daskal
Executive Vice President and
Chief Financial Officer
3.