AUSTINS STEAKS & SALOON INC
8-K/A, 1999-01-29
EATING PLACES
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 8-K/A

                                 CURRENT REPORT
                      PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)   January 14, 1999
                                                   ----------------

                          AUSTINS STEAKS & SALOON, INC.
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)



Delaware                            0-25366                  86-0723400
- --------                            -------                  ----------
(State or other jurisdiction        (Commission              (IRS Employer
of incorporation)                   File Number)             Identification No.)

6940 "O" Street Suite 334, Lincoln, Nebraska                 68510
- --------------------------------------------                 -----
(Address of principal executive offices)                     (Zip Code)




Registrant's telephone number, including area code   (402) 466-2333
                                                     --------------



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Item 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT


(a)     Previous independent accountants

(i)     On January 14, 1999, Austins Steaks & Saloon, Inc. dismissed
        PricewaterhouseCoopers LLP as its independent accountants.

(ii)    The reports of PricewaterhouseCoopers LLP on the financial statements
        for the past two fiscal years contained no adverse opinion or disclaimer
        of opinion and were not qualified or modified as to uncertainty, audit
        scope or accounting principle.

(iii)   The Registrant's Audit Committee participated in and approved the
        decision to change independent accountants.

(iv)    In connection with its audits for the two most recent fiscal years and
        through January 14, 1999, there have been no disagreements with
        PricewaterhouseCoopers 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
        PricewaterhouseCoopers LLP would have caused them to make reference
        thereto in their report on the financial statements for such years.

(v)     During the two most recent fiscal years and through January 14, 1999,
        there have been no reportable events (as defined in Regulation S-K Item
        304(a)(1)(v)).

(vi)    The Registrant has requested that PricewaterhouseCoopers LLP furnish it
        with a letter addressed to the SEC stating whether or not it agrees with
        the Registrant's responses to Item 304(a).


(b)      New independent accountants

(i)     The Registrant engaged KPMG Peat Marwick LLP as its new independent
        accountants as of January 14, 1999. The Registrant requested KMPG Peat
        Marwick LLP to review the contents of this Item 304 disclosure. During
        the two most recent fiscal years and through January 14, 1999, the
        Registrant has not consulted with KPMG Peat Marwick LLP on items which
        (1) were or should have been subject to SAS 50 or (2) concerned the
        subject matter of a disagreement or reportable event with the former
        auditor, (as described in Regulation S-K Item 304(a) (2)).


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Item 6. - EXHIBITS

a)       Exhibits:
         Exhibit 16 - Letter regarding change in certifying accountant














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                                    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 hereunto duly authorized.


                                           AUSTINS STEAKS & SALOON, INC.


Date:    January 29, 1999           By:  /s/ Tish Gade-Jones
         ----------------              ----------------------------------------
                                       Tish Gade-Jones, Chief Financial Officer







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Exhibit 16
- ----------



January 22, 1999



Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549

Commissioners:

We have read the statements made by Austins Steaks & Saloon, Inc. (copy 
attached), which we understand will be filed with the Commission, pursuant to 
Item 4 of Form 8-K report for the month of January 1999. We agree with the 
statements concerning our Firm in such Form 8-K. We have no basis to agree or 
disagree with the Company's statements regarding KPMG Peat Marwick.

Very truly yours,

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP






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