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): June 4, 2002
MOTHERS WORK, INC.
(Exact name of issuer as specified in charter)
DELAWARE 0-21196 13-3045573
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation or file Identification
Organization) number) Number)
456 NORTH FIFTH STREET
PHILADELPHIA, PENNSYLVANIA 19123
(Address of principal executive offices)
(215) 873-2200
(Registrant's telephone number, including area code)
ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 4, 2002, Mothers Work, Inc. (the "Company") dismissed Arthur Andersen
LLP ("Arthur Andersen") as its independent public accountants. On June 6, 2002,
the Company engaged KPMG LLP ("KPMG") to serve as the Company's independent
public accountants for the fiscal year 2002. The appointment of KPMG was
effective immediately. The decision by the Board of Directors to replace Arthur
Andersen with KPMG was based on the recommendation of the Company's Audit
Committee and approved by the Board of Directors.
Arthur Andersen's reports on the Company's consolidated financial statements for
each of the years ended September 30, 2001 and 2000 did not contain an adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles.
During the years ended September 30, 2001 and 2000 and through the filing date
of this Current Report on Form 8-K, there were no disagreements with Arthur
Andersen on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure which, if not resolved to
Arthur Andersen's satisfaction, would have caused them to make reference to the
subject matter in connection with their report on the Company's consolidated
financial statements for such years; and there were no reportable events as
defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Arthur Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16 is a copy of Arthur Andersen's letter, dated June 6,
2002, stating its agreement with such statements.
During the years ended September 30, 2001 and 2000 and through the filing date
of this Current Report on Form 8-K, the Company did not consult KPMG 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 Company's consolidated 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 - FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
EXHIBIT NO. DESCRIPTION
----------- -----------
16 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission dated June 6, 2002.
SIGNATURES
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.
MOTHERS WORK, INC.
Date: June 6, 2002 By: /s/ EDWARD M. KRELL
-----------------------------
Edward M. Krell
Senior Vice President - Chief
Financial Officer
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
- ----------- -----------
16 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission dated June 6, 2002.