Exhibit 16.2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
April 19, 1993
- -------------------------------------------------------------------------------
Date of Report (Date of earliest event reported)
Response Technologies, Inc.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Tennessee 33-5016 62-1212264
- -------------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
1775 Moriah Woods Blvd. Memphis, Tennessee 38117
- -------------------------------------------------------------------------------
(Address of principal executive offices)
(901) 683-0212
- -------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
===============================================================================
Item 4. Changes in Registrant's Certifying Accountant:
a. Effective April 16, 1993, Response Technologies, Inc ("RTI") dismissed its
prior certifying accountants, Ernst & Young ("E&Y") and retained as its new
certifying accountants, KPMG Peat Marwick. E&Y's report on RTI's financial
statements during the year ended December 31, 1992, the eight month period
ended December 31, 1991, and the year ended April 30, 1991, and all subsequent
interim periods preceding the date hereof, contained no adverse opinion or a
disclaimer of opinions, and was not qualified as to uncertainty, audit scope or
accounting principles. The decision to change accountants was approved by
RTI's Board of Directors.
During the year ended December 31, 1992, the eight month period ended December
31, 1991, and the year ended April 30, 1991, and the subsequent interim period
to the date hereof, there were no disagreements between RTI and E&Y on any
matters of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which disagreements, if not resolved to the
satisfaction of E&Y, would have caused it to make a reference to the subject
matter of the disagreements in connection with its reports.
None of the "reportable events" described in Item 304(a)(1)(v) occurred with
respect to RTI within the year ended December 31, 1992, the eight month period
ended December 31, 1991, and the year ended April 30, 1991, and the subsequent
interim period to the date hereof.
b. Effective April 16, 1993, RTI engaged KPMG Peat Marwick as its principal
accountants. During the year ended December 31, 1992, the eight month period
ended December 31, 1991, and the year ended April 30, 1991, and the subsequent
interim period to the date hereof, RTI did not consult KPMG Peat Marwick
regarding any of the matters of events set forth in Item 304(a)(2)(i) or (ii)
of Regulation S-K.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Response Technologies, Inc.
By:
Joseph T. Clark
President
April 19, 1993
===============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8
AMENDMENT TO APPLICATION OR REPORT
FILED PURSUANT TO SECTION 12, 13, OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Response Technologies, Inc.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its
Current Report dated as of April 19, 1993 on Form 8-K as set forth in the
pages attached hereto;
(List all such items, financial statements, exhibits or other portions
amended)
Item 4 is amended to add the response letter of Ernst & Young attached hereto.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
Response Technologies, Inc.
----------------------------
(Registrant)
By:
Bonnie M. Wehby
Controller and
Principal Accounting
Officer
April 27, 1993
===============================================================================
ERNST & YOUNG
NationsBank Plaza
414 Union Street, Suite 2100
Nashville, Tennessee 37219-1779
Phone: 615 252-2000
EXHIBIT I TO FORM 8-K
April 23,1993
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated April 19, 1993, of Response
Technologies, Inc. and are in agreement with the statements contained in the
first through third paragraphs on page two therein. We have no basis to agree
or disagree with other statements of the registrant contained therein.