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): April 11, 2003
COMMISSION FILE NO. 0-16190
DEL TACO RESTAURANT PROPERTIES II
(A California limited partnership)
(Exact name of registrant as specified in its charter)
CALIFORNIA 33-0064245
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer
Identification Number)
25521 COMMERCENTRE DRIVE
LAKE FOREST, CALIFORNIA 92630
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 462-9300
INFORMATION TO BE INCLUDED IN THE REPORT
Item 4. Changes in Registrant's Certifying Accountant.
(a) Previous independent accountants
On April 11, 2003, the Director and Executive Officers of the General
Partner of Del Taco Restaurant Properties II (the "Partnership"), approved the
dismissal of PricewaterhouseCoopers LLP ("PwC") as the Partnership's independent
auditors effective as of April 11, 2003. This action followed the decision by
the General Partner of the Partnership on April 11, 2003, to accept the Director
and Executive Officer's recommendation to change the Partnership's auditors for
the Partnership's fiscal year ending December 31, 2003, effective upon selection
of an alternative accounting firm, and to delegate to the Director and Executive
Officers the responsibility of selecting the Partnership's auditors for such
period from the accounting firms recommended by the Director and Executive
Officers to the General Partner. The Partnership is in the process of retaining
new independent auditors and, in accordance with SEC rules, will file a Current
Report on Form 8-k upon completion of the formal engagement of such new
independent auditors.
PwC's audit report on the Partnership's financial statements for the most
recent fiscal year, which ended December 31, 2002, did not contain an adverse
opinion or a disclaimer of opinion, nor was it qualified or modified as to
uncertainty, audit scope or accounting principles. PwC was appointed as the
Partnership's independent auditors effective July 31, 2002, replacing Arthur
Andersen LLP ("Andersen") as its independent auditors. Andersen's audit report
on the Partnership's financial statements for the year ended December 31, 2001,
did not contain an adverse opinion or a disclaimer of opinion, nor was it
qualified or modified as to uncertainty, audit scope or accounting principles.
The Partnership has previously filed Form 8-K/A on July 31, 2002 disclosing the
dismissal of Andersen as independent auditors and the appointment of PwC.
During the Partnership's most recent fiscal year, which ended December 31,
2002, and the subsequent interim period through April 11, 2003:
(1) there were no disagreements between the Partnership and PwC on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if
not resolved to PwC's satisfaction, would have caused PwC to make
reference to the subject matter of the disagreement in connection
with its report; and
(2) there were no reportable events (as defined in Item 304(a)(1)(v) of
Regulation S-K).
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits:
16 Letter dated April 16, 2003 from PricewaterhouseCoopers LLP to
the Securities and Exchange Commission pursuant to Item
304(a)(3) of Regulation S-K.
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SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the partnership has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
DEL TACO RESTAURANT PROPERTIES II
a California limited partnership
Del Taco, Inc.
General Partner
Date April 11, 2003 Robert J. Terrano
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Robert J. Terrano
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Description
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16 Letter dated April 16, 2003 from PricewaterhouseCoopers LLP to the
Securities and Exchange Commission pursuant to Item 304(a)(3) of
Regulation S-K.
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