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 (Date of earliest event reported) March 13, 1998
-----------------------------
Federal Agricultural Mortgage Corporation
(Exact Name of Registrant as Specified in its Charter)
Federally chartered instrumentality
of the United States 0-17440 52-1578738
State or Other Jurisdiction of
Incorporation (Commission (IRS Employer
File Number) Identification No.)
919 18th Street, N.W., Suite 200, Washington, D.C. 20006
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (202) 872-7700
- - -----------------------------------------------------------------------------
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 4. Changes in Registrant's Certifying Accountant
On March 13, 1998, the Federal Agricultural Mortgage Corporation (the
"Registrant") determined not to re-engage its independent auditors, KPMG Peat
Marwick LLP ("KPMG") and selected Arthur Andersen LLP ("AA") as its new
independent auditors. The decision to retain AA and not to re-engage KPMG was
recommended by the Audit Committee of the Board of Directors and was based upon
proposals received from three major national accounting firms, including KPMG.
The selection of AA is subject to ratification by the stockholders at the
Registrant's Annual Meeting to be held on June 4, 1998.
The reports of KPMG on the financial statements of the Registrant for each
of the two fiscal years in the period ended December 31, 1996 did not contain
any adverse opinion or disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope or accounting principles. During each of the two
fiscal years in the period ended December 31, 1997 and the subsequent interim
period, there has been no disagreement between the Registrant and KPMG on any
matter of accounting principles or practices, financial statements or
disclosure, or auditing scope of procedure, which disagreement(s), if not
resolved to the satisfaction of KPMG, would have caused the Registrant to make
reference to the subject matter of the disagreement(s) in connection with this
report.
The Registrant did not, during its two most recent fiscal years consult AA
regarding either: (i)(a) the application of accounting principles to a specific
transaction, either completed or proposed, or (b) the type of audit opinion that
might be rendered on the Registrant's financial statements; or (ii) any matter
that was either the subject of a disagreement with KPMG or a "reportable event"
(as defined in SEC regulations).
The client-auditor relationship between the Registrant and KPMG will cease
upon the filing of the Registrant's report on Form 10-K for the period ended
December 31, 1997, together with KPMG's report thereon.
Item 7. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
16. Letter, dated March 27, 1998, from KPMG Peat Marwick to the
Securities and Exchange Commission.
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.
FEDERAL AGRICULTURAL MORTGAGE CORPORATION
(Registrant)
By:/s/ Michael T. Bennett
Michael T. Bennett
Vice President - General Counsel
Date: April 1, 1998
EXHIBIT INDEX
Exhibit No. Description Page No.
16 Letter, dated March 27, 1998, from KPMG
Peat Marwick to the Securities and
Exchange Commission.
EXHIBIT 16
March 27, 1998
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Federal Agricultural Mortgage
Corporation and, under the date of January 23, 1998, we reported on the
consolidated financial statements of Federal Agricultural Mortgage Corporation
as of and for the years ended December 31, 1997 and 1996. On March 13, 1998, our
appointment as principal accountants was terminated effective upon the filing of
the Federal Agricultural Mortgage Corporation's report on Form 10-K for the
period ended December 31, 1997, together with our report thereon. We have read
Federal Agricultural Mortgage Corporation's statements included under Item 4 of
its Form 8-K dated March 20, 1998, and we agree with such statements, except
that we are not in a position to agree or disagree with Federal Agricultural
Mortgage Corporation's statements included in paragraph 1 related to the process
and appointment of Arthur Andersen LLP as independent auditors or the statements
in paragraph 3 related to consultation.
Very truly yours,
/s/ KPMG Peat Marwick
KPMG Peat Marwick LLP