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): May 7, 1999 (May 5, 1999)
COMFORCE Corporation
COMFORCE Operating, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
COMFORCE Corporation: 1-6081 COMFORCE Corporation: 36-23262248
COMFORCE Operating, Inc.: 333-43341 COMFORCE Operating, Inc.: 11-3407855
(Commission File Number) (I.R.S. Employer Identification No.)
415 Crossways Park Drive, P.O. Box 9006, Woodbury, New York 11797
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (516) 437-3300
Item 4. Change in Registrant's Certifying Accountant
On May 5, 1999, COMFORCE Corporation and COMFORCE Operating, Inc. (the
"Registrants") dismissed PricewaterhouseCoopers LLP ("PWC") as its independent
accountants. The decision to change independent accountants was approved by the
Registrants' Board of Directors upon the recommendation of COMFORCE
Corporation's Audit Committee.
During the two most recent fiscal years and through May 5, 1999, there have
been no disagreements with PWC on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedures, which
disagreements, if not resolved to the satisfaction of PWC, would have caused
them to make reference in their report on the financial statements for such
years, or any "reportable events" within the meaning of Item 304(a)(1)(iv) of
Regulation S-K.
PWC's report on the financial statements for the past two years contained
no adverse opinion or disclaimer of opinion and was not qualified or modified as
to uncertainty, audit scope or accounting principles.
The Registrants have provided PWC with a copy of this disclosure and have
requested that PWC furnish them with a letter addressed to the SEC stating
whether it agrees with the above statements. A copy of PWC's letter to the SEC,
dated May 7, 1999, is filed as Exhibit 16 to this Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
16. Letter re: change in certifying accountant
2.
SIGNATURE
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.
COMFORCE Corporation
(Registrant)
Date: May 7, 1999 By /s/ Harry Maccarrone
------------------------------------------
Harry Maccarrone, Executive Vice President
COMFORCE Operating, Inc.
(Registrant)
Date: May 7, 1999 By /s/ Harry Maccarrone
------------------------------------------
Harry Maccarrone, Executive Vice President
3.
Exhibit 16
PricewaterhouseCoopers LLP
401 Broad Hollow road
Melville, NY 11747-4862
May 7, 1999
Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, DC 20549
Gentlemen:
We have read the statements made by COMFORCE Corporation and COMFORCE Operating,
Inc. (copy attached), which we understand will be filed with the Commission
pursuant to Item 4 of Form 8-K, as part of the Company's Form 8-K report dated
May 7, 1999. We agree with the statements concerning our Firm in such Form 8-K.
Yours truly,
PricewaterhouseCoopers LLP
4.