<PAGE>
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: March 4, 1998
AT&T CAPITAL CORPORATION
A Delaware Commission File I.R.S. Employer
Corporation No. 1-11237 No. 22-3211453
44 Whippany Road, Morristown, New Jersey 07962-1983
Telephone Number (201) 397-3000
<PAGE>
<PAGE>
Form 8-K March 4, 1998
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
On March 4, 1998, AT&T Capital Corporation's (the "Company") Board of
Directors dismissed Arthur Andersen LLP as the Company's independent public
accountants and appointed Ernst & Young LLP to serve as the Company's
independent public accountants for the year 1998. Arthur Andersen LLP will
continue to serve as the Company's independent public accountants for 1997.
We have been informed by Arthur Andersen LLP's that their auditors
report on the Company's financial statements for the year ended December 31,
1997 will not contain an adverse opinion or a disclaimer of opinion and will not
be qualified or modified as to uncertainty, audit scope, or accounting
principles. During the last fiscal year ended December 31, 1997 and during the
period from January 1, 1998 through March 4, 1998, there were no disagreements
between the Company and Arthur Andersen LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreement(s) would have caused Arthur Andersen LLP to make
reference to the subject matter of such disagreements in connection with its
auditors report.
<PAGE>
<PAGE>
Form 8-K March 4, 1998
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
16. Letter on change in certifying accountants-
To the Securities and Exchange Commission from Arthur
Andersen LLP, dated March 4, 1998.
<PAGE>
<PAGE>
Form 8-K March 4, 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 thereunto duly authorized.
AT&T CAPITAL CORPORATION
Thomas G. Adams
By: Thomas G. Adams
Controller
Chief Accounting Officer
March 6, 1998
<PAGE>
<PAGE>
Form 8-K March 4, 1998
EXHIBIT INDEX
Exhibit No.
16. Letter on change in certifying accountants- To the
Securities and Exchange Commission from Arthur
Andersen LLP, dated March 4, 1998.
<PAGE>
<PAGE>
Form 8-K March 4, 1998
Exhibit 16
March 4, 1998
Office of the Chief Accountant
SECPC Letter File
Securities and Exchange Commission
Mail Stop 11-3
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Office of the Chief Accountant:
We have read Item 4 included in the attached Form 8-K dated March 4, 1998 of
AT&T Capital Corporation filed with the Securities and Exchange Commission and
are in agreement with the statements contained therein.
Very truly yours,
/s/Arthur Andersen LLP
Arthur Andersen LLP
cc. Mr. David Banks
Chairman of the Board of Directors
Newcourt Credit Group Inc. and
AT&T Capital Corporation
c/o AT&T Capital Corporation
44 Whippany Road
Morristown, NJ 07962-1983
