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 February 6, 1996 Commission File Number 1-3647 (Date of earliest event reported) J.W. Mays, Inc. (Exact name of registrant as specified in its charter) New York 11-1059070 (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 9 Bond Street, Brooklyn, New York 11201-5805 (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) 718-624-7400 This Report Contains 5 Pages. Item 4. Changes in Registrant's Certifying Accountants (a) At its meeting on January ll, l996, the Board of Directors of the Registrant engaged the firm of D'Arcangelo & Co. to act as the Registrant's independent certified public accountants to audit the Registrant's financial statements for the fiscal year ending July 3l, l996. D'Arcangelo & Co. replaces Lipsky, Goodkin & Co., P.C. The work of Lipsky, Goodkin & Co., P.C. was terminated. (b) The principal accountant's report on the financial statements for the past two years did not contain an adverse opinion, or a disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope or accounting principles. (c) The decision to change accountants was requested by management, then recommended by the audit committee of the Board of Directors and approved by the Board of Directors. (d) During the Registrant's two most recent fiscal years and for the interim period from August 1, 1996 through the date of termination, there were no disagreements with the former accounting firm on any matter of accounting principles or practice, financial statement disclosure, or auditing scope or procedure. (e) There was no discussion with the newly engaged accountants as to the application of accounting principles to a specified transaction and since there was no matter that was the subject of a disagreement, no discussion took place in this area. 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. J.W. MAYS, Inc. (Registrant) Dated: February 6, 1996 By: Lloyd J. Shulman Lloyd J. Shulman Co-Chairman / President Exhibit A Lipsky, Goodkin & Co. P.C. Certified Public Accountants 120 West 45th Street New York, New York 10036 ------- Telephone (212) 840-6444 Members Telecopier (212) 921-7186 American Institute of Certified Public Accountants ----------- N.Y. State Society of Certified Public Accountants Office of the Chief Accountant Securities and Exchange Commission Washington, DC 20549 Gentlemen: We were previously principal accountants for J.W. Mays, Inc. (Commission File # 1-3647) and on October 12, 1995 (except with respect to the matter discussed in Note 16(b), as to which the date is October 20, 1995), we reported on the consolidated financial statements of J.W. Mays, Inc. and Consolidated Subsidiaries ("Mays") as of and for the two years ended July 31, 1995. On December 22, 1995, we were dismissed as principal accountants of Mays. We have read Mays' statements included under Item 4 of its Form 8-K/A for February 6, 1996, and we agree with such statements. Very truly yours, S/ LIPSKY, GOODKIN & CO., P.C. New York, N.Y. February 6, 1996