SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Filed Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 30, 1999
----------------------------
Renaissance Capital Growth & Income Fund III, Inc.
- -----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Texas
--------------------------------------------------------
(State or other jurisdiction of incorporation)
0-20671 75-2533518
- -----------------------------------------------------------------------------
(Commission File Number) (I.R.S. Employer Identification No.)
8080 N. Central Expressway, Suite 210, LB 59, Dallas, TX 75206-1857
- -----------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
214/891-8294
- -----------------------------------------------------------------------------
Registrant's telephone number, including area code
Not Applicable
- -----------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 1. Changes in Control of Registrant.
Not Applicable.
Item 2. Acquisition or Disposition of Assets.
Not Applicable
Item 3. Bankruptcy or Receivership.
Not Applicable.
Item 4. Changes in Registrant's Certifying Accountant.
On September 30, 1999, the Audit Committee of the Board of Directors
of Registrant approved the appointment of Ernst & Young LLP ("Principal
Accountant") as the Registrant's independent auditor.
Registrant has provided the Principal Accountant with a copy of the
disclosures being reported in this report on Form 8-K prior to its filing with
the Commission. The Principal Accountant had no additional information or
comments to address to the Commission in response to this item.
Prior to the engagement of the Principal Accountants, KPMG LLP
("Former Auditors") had served as the Company's independent auditor for the
years ended December 31, 1998 and 1997. On August 23, 1999, the Former Auditors
resigned. The Former Auditors' reports for the fiscal years ended December 31,
1997 and December 31, 1998 contained no adverse opinion, disclaimer of opinion
or modification as to uncertainty, audit scope or accounting principles. During
Registrant's two most recent fiscal years and any subsequent interim periods
through the date of dismissal, there have been no disagreements between the
Company and the Former Auditors on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreement, if not resolved to their satisfaction, would have caused such firm
to make reference to the subject matter of the disagreement in connection with
its report.
Registrant has provided the Former Auditors with a copy of the
disclosures being reported in this report on Form 8-K prior to its filing with
the Commission. A copy of the Former Auditors' letter response to this item is
attached as an exhibit to this report.
Item 5. Other Events.
Not Applicable.
Item 6. Resignations of Registrant's Directors.
Not Applicable.
Item 7. Financial Statements and Exhibits.
a. Financial Statements of Business Acquired.
b. Pro Forma financial Information.
c. Exhibit Index.
Exhibit Number Identification of Exhibit
-------------- -------------------------
1 Letter response of KPMG LLP
Item 8. Change in Fiscal Year.
Not Applicable.
SIGNATURE
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.
RENAISSANCE CAPITAL GROWTH & INCOME FUND III, INC.
By: /S/
------------------------------------------------------
Russell Cleveland, President and Chairman
DATE: October 12, 1999
- -----------------------------------------------------------------------------
EXHIBIT 1
October 12, 1999
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Renaissance Capital Growth & Income
Fund III, Inc. and, under the date of February 12, 1999, we reported on the
financial statements of Renaissance Capital Growth & Income Fund III, Inc. as
of and for the years ended December 31, 1998 and 1997. On August 23, 1999, we
resigned as principal accountants. We have read Renaissance Capital Growth &
Income Fund III, Inc.'s statements included under Item 4 of its Form 8-K dated
October 12, 1999 and we agree with such statements, except that we are not in a
position to agree or disagree with the Registrant's statement that the change
was approved by the Audit Committee of the Board of Directors.
Very truly yours,
/S/
KPMG LLP
Dallas, Texas
