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: June 8, 1999
FIRST CHESAPEAKE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Virginia 0-21912 54-1624428
(State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
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12 Oregon Avenue
Philadelphia, PA 19148
(Address of Principal Executive Offices)
(215)755-5691 Fax: (215)836-4485
(Registrant's telephone and fax number, including area code)
Item 4. Change in Registrant's Certifying Accountant.
(a) (i) On June 8, 1999, First Chesapeake Financial Corporation dismissed BDO
Seidman, LLP as its independent accountants.
(ii) The reports of BDO Seidman, LLP on the financial statements for
the fiscal years ended December 31, 1996 and 1997 contained no adverse opinion
or disclaimer of opinion and were not qualified or modifies as to uncertainty,
audit scope or accounting principle, except that their report for the fiscal
year ended December 31, 1997 contained an explanatory paragraph regarding the
substantial doubt about the Company's ability to continue as a going concern.
(iii) The Registrant's Audit Committee recommended and approved the
decision to change independent accounts.
(iv) In connection with its audits for the two most recent fiscal years
and through June 8, 1999, there have been no disagreements with BDO Seidman, LLP
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if not
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resolved to the satisfaction of BDO Seidman, LLP, would have caused them to make
reference thereto in their report on the financial statements for such years.
(v) The Registrant has requested that BDO Seidman furnish it with a
letter addressed to the Securities and Exchange Commission stating whether or
not it agrees with the above statements. A copy of such letter is either filed
as Exhibit 16 to this Form 8-K or will be filed in an amendment to this Form 8-K
within ten business days of June 8, 1999.
(b) The Registrant engaged Grant Thornton LLP as its new independent accountants
as of June 8, 1999.
Item 7. Financial Statement and Exhibits.
The following Exhibits are filed as part of this report:
Exhibit No. Description of Exhibit
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16 Letter of BDO Seidman, LLP dated June 11, 1999
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.
FIRST CHESAPEAKE FINANCIAL CORPORATION
Registrant
/s/ Mark E. Glatz
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Mark E. Glatz, Chief Financial Officer
Date: June 15, 1999
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EXHIBIT 16
June 11, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We have been furnished with a copy of the response to Item 4 of Form 8-K for the
event that occurred on June 8, 1999, to be filed by our former client, First
Chesapeake Financial Corporation. We agree with the statements made in response
to that Item insofar as they relate to our Firm.
Very truly yours,
BDO Seidman, LLP
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