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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 25, 1998
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STARTER CORPORATION
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 1/11812 06-0872266
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(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
370 JAMES STREET, NEW HAVEN, CONNECTICUT 06513
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (203) 781-4000
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Exhibit List Appears on Page 4
Page 1 of [6] Pages
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ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous independent accountants.
(i) On September 25, 1998, Ernst & Young LLP declined to be reappointed
as independent accountants of Starter Corporation (the
"Registrant").
(ii) Ernst & Young LLP's reports on the financial statements of the
Registrant for the past two fiscal years did not contain an adverse
opinion or disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope or accounting principles.
(iii) During the Registrant's fiscal years ended December 31, 1996 and
1997, and during the subsequent interim period, there were no
disagreements with Ernst & Young LLP on any matter of accounting
principles or practices, financial statement disclosures, or
auditing scope and procedures which, if not resolved to the
satisfaction of Ernst & Young LLP, would have caused Ernst & Young
LLP to make reference to the matter in connection with their
report.
(iv) On September 29, 1998 the Audit Committee of the Registrant's Board
of Directors approved the decision to change independent
accountants from Ernst & Young LLP to Arthur Andersen LLP.
(v) The Registrant has provided Ernst & Young LLP with a copy of this
disclosure and requested that Ernst & Young LLP furnish it with a
letter addressed to the Securities and Exchange Commission (the
"Commission") stating whether it agrees with the above statements.
(A copy of the Ernst & Young LLP letter addressed to the Commission
is filed as Exhibit No. 16.1 to this Form 8-K).
(b) New independent accountants.
(i) On September 29, 1998, the Registrant engaged Arthur Andersen LLP
as independent accountants for the fiscal year ending December 31,
1998.
(ii) Prior to the appointment of Arthur Andersen LLP, the Registrant did
not engage or consult with Arthur Andersen LLP regarding the
matters described in Regulation S-K. Item 304(a)(2), but did
discuss with Arthur Andersen LLP its engagement fees and standard
engagement terms for serving as the Registrant's auditors.
ITEM 7. FINANCIAL STATEMENT, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
Exhibit No. Description
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16.1 Letter regarding change in certifying accountant: Letter of
Ernst & Young LLP
2
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dated September 30, 1998.
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.
STARTER CORPORATION
Date: September 30, 1998 By: /s/ Sean T. Smith
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Name: Sean T. Smith
Title: Controller
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EXHIBIT LIST
Sequential
Exhibit No. Description Page No.
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16.1 Letter regarding change in certifying
accountant: Letter of Ernst & Young LLP
dated September 30, 1998.
4
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EXHIBIT 16.1
5
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[LETTERHEAD OF
ERNST & YOUNG LLP]
September 30, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Starter Corporation
File No. 1/11812
Dear Sir or Madam:
We have read Item 4 of Form 8-K dated September 25, 1998 of Starter
Corporation and are in agreement with the statements contained in paragraphs
(a)(i) through (iii) and (a)(v) on page 2 therein. We have no basis to agree
or disagree with other statements of the registrant contained therein.
Very truly yours,
/s/ Ernst & Young LLP
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