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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
MARCH 3, 1999
(Date of Report)
MAIL-WELL, INC.
(Exact Name of Registrant as Specified in its Charter)
COLORADO
(State or Other Jurisdiction of Incorporation)
1-12551 84-1250533
(Commission File Number) (IRS Employer Identification Number)
23 INVERNESS WAY EAST, SUITE 160, ENGLEWOOD, CO 80112
(Address of principal executive offices) (Zip Code)
303-790-8023
(Registrant's telephone number, including area code)
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ITEM 4. Change in Registrant's Certifying Accountant
(a) Previous independent public accountants.
(i) On March 3, 1999, the Registrant dismissed Deloitte &
Touche LLP, which served as the Registrant's
independent public accountants since 1994.
(ii) The reports issued by Deloitte & Touche LLP on the
financial statements for the past two fiscal years of
the Registrant did not contain an adverse opinion nor
a disclaimer of opinion, and were not qualified or
modified as to uncertainty, audit scope or accounting
principles.
(iii) The Audit Committee of the Registrant's Board of
Directors approved the decision to change independent
public accountants.
(iv) In connection with its audits for the two most recent
fiscal years and through March 3, 1999, there were no
disagreement with Deloitte & Touche LLP on any matter
of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure,
which disagreements, if not resolved to the
satisfaction of Deloitte & Touche LLP, would have
caused Deloitte & Touche LLP to make reference thereto
in their report on the financial statements for such
years.
(v) The Registrant has requested that Deloitte & Touche
LLP furnish it with a letter addressed to the
Commission stating whether or not it agrees with the
above statements. A copy of such letter, dated March
8, 1999, is filed as Exhibit 16.1 to this Form 8-K.
(b) New independent public accountants
The Registrant engaged Ernst & Young LLP as its new
independent public accountants as of March 3, 1999. The
Audit Committee of the Registrant's Board of Directors
approved this on March 3, 1999. During the two most recent
fiscal years and through March 3, 1999, the Registrant has
not consulted with Ernst & Young LLP regarding either:
(i) the application of accounting principles to a
specified transaction, either completed or proposed;
or the type of audit opinion that might be rendered on
the Registrant's financial statements; or
(ii) any matter that was either the subject of a
disagreement (as defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions to this
Item) or a reportable event identified (as described
in Item 304(a)(1)(v) of Regulation S-K and related
instruction to this Item).
ITEM 7. Financial Statements and Exhibits
(a) Exhibits
Exhibit 16.1 Letter from Deloitte & Touche LLP.
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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 hereunto duly authorized
Mail-Well, Inc.
(Registrant)
By: /s/Michael Zawalski
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Michael Zawalski
Senior Vice President,
Chief Financial Officer
Date: March 9, 1999
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Exhibit 16.1
Securities and Exchange Commission
Mail Stop 9-5
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
We have read and agree with the comments in Item 4(a) of Form 8-K
Mail-Well, Inc. dated March 8, 1999.
Yours truly,
DELOITTE & TOUCHE LLP
Denver, Colorado
March 8, 1999