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
July 25, 1997
Date of Report (Date of earliest event reported)
THOMAS & BETTS CORPORATION
(Exact name of registrant as specified in its Charter)
Tennessee 1-4682 22-1326940
(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
1555 Lynnfield Road, Memphis, Tennessee 38119
(Address of Principal Executive Offices) (Zip Code)
(901) 682-7766
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Item 4. Changes in Registrant's Certifying Accountant
On July 25, 1997, the Registrant dismissed Deloitte & Touche LLP ("D&T"),
the independent public accountant previously engaged by Augat Inc. ("Augat").
The Registrant and Augat merged effective December 11, 1996. The decision by
the Registrant to dismiss D&T was made by management of the Registrant as
part of the combination of its business with Augat and accordingly was not
explicitly approved by the Audit Committee of the Board of Directors ("Audit
Committee") of the Registrant, however, the Audit Committee did approve KPMG
Peat Marwick LLP ("KPMG") to serve as independent auditor of the Registrant's
worldwide operations, including Augat, for the year ending December 28, 1997.
KPMG serves as the independent public accountant for the Registrant. In
its audit report on the consolidated financial statements of the Registrant
for the year ended December 29, 1996, KPMG, as the principal accountant,
expressed its reliance on the report issued by D&T with respect to audits of
the consolidated financial statements of Augat as of December 29, 1996 and
December 31, 1995 and for the three-year period ended December 29, 1996.
The reports of D&T on the consolidated financial statements of Augat for
the past two fiscal years did not contain an adverse opinion or a disclaimer
of opinion; nor were the reports qualified or modified as to uncertainty,
audit scope or accounting principles. During the two most recent fiscal
years and subsequent interim period, there were no disagreements between D&T
and the Registrant or Augat on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedures,
which disagreements if not resolved to its satisfaction would have caused D&T
to make reference to the subject matter of the disagreements in connection
with its report or "reportable events" as defined in Item 304 (a)(1)(v) of
Regulation S-K.
A letter dated July 31, 1997 from D&T to the Securities and Exchange
Commission is attached as Exhibit 16 to this Current Report on Form 8-K.
Item 7. List of Exhibits
Exhibit
Number Exhibit
16 Letter of Former Accountant
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.
THOMAS & BETTS CORPORATION
Dated: July 31, 1997 By: /S/JERRY KRONENBERG
Jerry Kronenberg
Vice President - General Counsel
Exhibit 16
[Letterhead of Deloitte & Touche LLP]
July 31, 1997
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, DC 20549
Dear Sir/Madam:
We have read and agree with the comments in Item 4 of Form 8-K of Thomas &
Betts Corporation dated July 25, 1997.
Yours truly,
Deloitte & Touche LLP
