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) January 28, 1999
-------------------
James River Bankshares, Inc.
------------------------------------------------------
(Exact Name of registrant as specified in its charter)
Virginia 0-26314 54-1740210
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission) (I.R.S. Employer
of incorporation) File Number) Identification No.)
1514 Holland Road, Suffolk, Virginia 23434
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (757) 934-8100
---------------------------
--------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.
On January 28, 1999, the Registrant's Board of Directors voted to
engage the accounting firm of Yount, Hyde & Barbour, P.C. as the independent
public accountant to audit the Registrant's financial statements for the fiscal
year ending December 31, 1999, to replace the firm of Goodman & Company, L.L.P.,
the independent public accountant engaged to audit the Registrant's financial
statements as of December 31, 1998 and 1997, and for each of the years in the
three year period ended December 31, 1998. Goodman & Company, L.L.P. is expected
to complete its audit on the above-mentioned financial statements and issue its
opinion with respect thereto.
Consistent with the Registrant's policies, the Registrant conducted a
bidding process to select the independent public accountant to audit the
Registrant's fiscal year ending December 31, 1999. The Registrant's Audit
Committee received bids from several independent public accounting firms, and
after reviewing the proposals, selected Yount, Hyde & Barbour, P.C., which
Registrant's Board of Directors approved.
During the three fiscal years ending December 31, 1998 and the
subsequent interim period preceding the engagement of Yount, Hyde & Barbour,
P.C., there were no disagreements with Goodman & Company, L.L.P. 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 Goodman & Company, L.L.P. would have caused that firm to make
reference in connection with its report to the subject matter of the
disagreement or any reportable events.
Goodman & Company, L.L.P.'s report on the financial statements as of
December 31, 1997 and 1996, and for each of the years in the three year period
ended December 31, 1997, contained no adverse opinion or disclaimer of opinion
and was not qualified as to uncertainty, audit scope or accounting principles.
The Registrant requested that Goodman & Company, L.L.P. furnish it with
a letter addressed to the Securities and Exchange Commission stating whether it
agrees with the above statements. A copy of Goodman & Company, L.L.P.'s letter
to the Securities and Exchange Commission, dated February 3, 1999, is filed as
Exhibit 16 to this Form 8-K.
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.
JAMES RIVER BANKSHARES, INC.
Date: February 3, 1999 By /s/ Donald W. Fulton, Jr.
---------------------------------
Donald W. Fulton, Jr.
Sr. Vice President and
Chief Financial Officer
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We have read James River Bankshares, Inc.'s statements included under Item 4 of
its Form 8-K dated February 3, 1999 and, with respect to matters involving
Goodman & Company, L.L.P., we agree with such statements.
/s/GOODMAN & COMPANY, L.L.P.
Norfolk, Virginia
February 3, 1999
