SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 13, 2005
FIRST CITIZENS BANCORPORATION, INC.
(Exact name of registrant as specified in its charter)
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| SOUTH CAROLINA | | 0-11172 | | 57-0738665 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
1225 Lady Street Columbia, South Carolina | | 29201 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (803) 733-3456
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 4.01. Change in Registrant’s Certifying Accountant.
On June 13, 2005, First Citizens Bancorporation, Inc. dismissed PricewaterhouseCoopers LLP (“PwC”) as its independent accountants. The Registrant’s Audit Committee of its Board of Directors approved the decision to change independent accountants.
The reports of PwC on the Registrant’s 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 principles. In connection with its audits for the two most recent fiscal years and through June 13, 2005, there have been no disagreements with PwC 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 PwC would have caused them to make reference thereto in their report on the financial statements for such years. During the two most recent fiscal years and through June 13, 2005, there have been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)). The Registrant has requested that PwC furnish it with a letter addressed to the SEC stating whether or not it agrees with the above statements. A copy of such letter, dated June 17, 2005, is filed as Exhibit 16.1 to this Form 8-K.
The Registrant appointed Dixon Hughes PLLC as its new independent accountants as of June 14, 2005. During the two most recent fiscal years and through June 14, 2005, neither the Registrant, nor anyone on its behalf, has consulted with Dixon Hughes PLLC 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, and either a written report was provided to the Registrant or oral advice was provided that Dixon Hughes PLLC concluded was an important factor considered by the Registrant in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits. The following exhibit accompanies this Report:
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Exhibit No.
| | Exhibit Description
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| 16.1 | | Copy of letter from PricewaterhouseCoopers LLP |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, we have duly caused this Report to be signed on our behalf by the undersigned thereunto duly authorized.
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| | | FIRST CITIZENS BANCORPORATION, INC. |
| | | (Registrant) |
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| Date: June 17, 2005 | | By: | | /s/ Charles D. Cook
|
| | | | | Charles D. Cook |
| | | | | Corporate Secretary |
