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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 30, 2002
Protection One, Inc. Protection One Alarm Monitoring, Inc.
(Exact Name of Registrant (Exact Name of Registrant
as Specified in Charter) as Specified in Charter)
Delaware Delaware
(State or Other Jurisdiction (State or Other Jurisdiction
of Incorporation) of Incorporation)
0-247802 33-73002-1
(Commission File Number) (Commission File Number)
93-1063818 93-1065479
(I.R.S. Employer (I.R.S. Employer
Identification No.) Identification No.)
818 S. Kansas Avenue 818 S. Kansas Avenue
Topeka, Kansas 66612 Topeka, Kansas 66612
(Address of Principal Executive (Address of Principal Executive
Offices, Including Zip Code) Offices, Including Zip Code)
(785) 575-1707 (785) 575-1707
(Registrant's Telephone Number, (Registrant's Telephone Number,
Including Area Code) Including Area Code)
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Item 4 Changes in Registrants' Certifying Accountant
Effective May 30, 2002, the Audit and Finance Committees of the Boards
of Directors of Protection One, Inc. and Protection One Alarm Monitoring, Inc.
(collectively, the "Companies") decided not to engage Arthur Andersen LLP
("Andersen") as the Companies' public accountants and engaged Deloitte & Touche
LLP ("Deloitte & Touche") to serve as the Companies' principal accountants for
fiscal year 2002.
Andersen's reports on the financial statements of the Companies for the
two most recent years ended December 31, 2001 did not contain any adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope, or accounting principles.
During the Companies' two most recent fiscal years ended December 31,
2001, and the subsequent interim period through March 31, 2002 there were no
disagreements between the Companies and Andersen on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to Andersen's satisfaction,
would have caused them to make reference to the subject matter of the
disagreement in connection with their reports; and there were no reportable
events as described in Item 304(a)(1)(v) of Regulation S-K.
The Companies provided Andersen with a copy of the foregoing
disclosures. Attached as Exhibit 16 is a copy of Andersen's letter dated May 30,
2002, stating its agreement with such statements.
During the Companies' two most recent fiscal years ended December 31,
2001 and the subsequent interim period through March 31, 2002, the Companies did
not consult Deloitte & Touche with respect to the application of accounting
principles to a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Companies' financial statements,
or any other matters or reportable events as set forth in Items 304(a)(2)(i) and
(ii) of Regulation S-K.
Item 7. Exhibits.
(c) EXHIBITS:
16. Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated May 30, 2002.
99.1 Press Release dated May 30, 2002.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, each
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Protection One, Inc.
Date: MAY 30, 2002 By: /S/ DARIUS G. NEVIN
----------------- ----------------------
Darius G. Nevin
Executive Vice President
and Chief Financial Officer
Protection One Alarm Monitoring, Inc.
Date: MAY 30, 2002 By: /S/ DARIUS G. NEVIN
---------------- ----------------------
Darius G. Nevin
Executive Vice President
and Chief Financial Officer
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EXHIBIT INDEX
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16. Letter from Arthur Andersen LLP to the Securities and Exchange
Commission dated May 30, 2002.
99.1 Press Release dated May 30, 2002.
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