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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 (Date of earliest event reported): December 5, 1997
CONSO PRODUCTS COMPANY
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(Exact name of registrant as specified in its charter)
South Carolina 0-22942 57-0986680
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
513 North Duncan Bypass, Union, South Carolina 29379
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 803/427-9004
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Not applicable
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(Former name or former address, if changed since last report.)
Page 1 of 5
Exhibit Index on Page 4
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On December 5, 1997, the Registrant's Audit Committee and its Board of
Directors approved expanding the engagement of Deloitte & Touche LLP, the
Registrant's principal accountant, to include the audit of the financial
statements of British Trimmings Limited, a significant subsidiary of the
Registrant, for the fiscal year ending June 27, 1998. For more than the previous
two fiscal years, the financial statements of British Trimmings Limited had been
audited by Grant Thornton and, in its audit reports as principal accountant for
the Registrant, Deloitte & Touche had expressed reliance on the reports of Grant
Thornton as to British Trimmings Limited. As a result of the expansion of the
engagement of Deloitte & Touche LLP, Grant Thornton will no longer be engaged to
audit the financial statements of British Trimmings Limited, but may be engaged
to provide or continue to provide other accounting services for the Registrant
and its subsidiaries.
Neither the principal accountant's reports on the financial statements
of the Registrant nor Grant Thornton's reports on the financial statements of
British Trimmings Limited for the two most recent fiscal years ended June 28,
1997 contained an adverse opinion or a disclaimer of opinion or was qualified or
modified as to uncertainty, audit scope or accounting principles.
During the Registrant's two most recent fiscal years ended June 28,
1997 and subsequent periods, (1) there were no disagreements with Grant Thornton
on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which disagreement(s), if not
resolved to the satisfaction of Grant Thornton, would have caused it to make
reference to the subject matter of the disagreement(s) in its report, and (2) no
"reportable event" (as defined in Item 304(a)(1)(v) of Regulation S-K) occurred.
The Registrant has provided Grant Thornton with a copy of this Current
Report on Form 8-K prior to its filing with the Securities and Exchange
Commission. A letter from Grant Thornton addressed to the Securities and
Exchange Commission indicating its agreement with the statements made by the
Registrant in this Current Report on Form 8-K is filed herewith as Exhibit 16 to
this Report.
As the Registrant's principal accountant, Deloitte & Touche LLP was
regularly consulted by the Registrant as to various accounting, auditing and
financial reporting matters during the two most recent fiscal years and
subsequent interim periods prior to the expansion of its engagement to include
the audit of British Trimmings Limited; however, none of the matters as to which
the Registrant consulted Deloitte & Touche LLP during such periods were with
regard to the application of accounting principles to specified transactions or
the type of audit opinions that might be rendered on the Registrant's financial
statements, in either case as related only to British Trimmings Limited.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
16 Letter from Grant Thornton regarding change in
certifying accountant.
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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 thereunto duly authorized.
CONSO PRODUCTS COMPANY
By: /s/ J. Cary Findlay
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Name: J. Cary Findlay
Title: Chairman
Dated: December 5, 1997
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
EXHIBITS
FORM 8-K
CURRENT REPORT
Date of Report Commission File Number
December 5, 1997 0-22942
CONSO PRODUCTS COMPANY
EXHIBIT INDEX
Exhibit No Exhibit Description
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16 Letter of Grant Thornton regarding change in
certifying accountant for British Trimmings
Limited (Page 5 of the sequentially numbered
pages).
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[LETTERHEAD OF GRANT THORNTON]
U. S. Securities and Exchange Commission
Washington, D.C. 20549
December 10, 1997
Dear Sirs:
Conso Products Company
Current Report on Form 8-K dated December 5, 1997
We have read Item 4 of the Form 8-K of Conso Products Company dated December 5,
1997 and agree with the statements contained therein.
Yours faithfully
/s/ Grant Thornton
GRANT THORNTON
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