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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
Date of Report (Date of earliest event reported): SEPTEMBER 24, 2004
TRANSPRO, INC. 401(k) SAVINGS PLAN
(Exact name of registrant as specified in its charter)
DELAWARE 1-13894 34-1807383
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
100 GANDO DRIVE, NEW HAVEN, CONNECTICUT 06513
(Address of principal executive offices, including zip code)
(203) 401-6450 (Registrant's
telephone number, including area code)
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 (see General Instruction A.2. below):
[ ] 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)).
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Item 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Effective September 24, 2004, the Audit Committee of the Board of Directors (the
"Audit Committee") of Transpro, Inc. (the "Company") selected and engaged BDO
Seidman, LLP as the Transpro, Inc. 401(k) Savings Plan's (the "Plan")
Independent Registered Public Accounting Firm for the fiscal year ending
December 31, 2004 and BDO Seidman, LLP advised the Company of its acceptance of
the engagement. During the two most recent fiscal years and through September
24, 2004, neither the Plan nor anyone on its behalf has consulted with BDO
Seidman, 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 Plan's financial statements, and neither a
written report was provided to the Plan nor oral advice was provided by BDO
Seidman, LLP that was an important factor considered by the Plan in reaching a
decision as to any accounting, auditing or financial reporting issue; or (ii)
any matter that was 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.
The Plan administrators authorized the Plan's former Independent Registered
Public Accounting Firm, PricewaterhouseCoopers LLP, to respond fully to
inquiries by BDO Seidman, LLP in connection with the retention of such firm.
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 thereunto duly authorized.
TRANSPRO, INC. 401(k) SAVINGS PLAN
Date: September 28, 2004 By: /s/ Charles E. Johnson
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Charles E. Johnson
Member, Employee Benefits Committee