SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Act of 1934
Date of Report (Date of earliest event reported): September 27, 1999
------------------------
UNION BANKSHARES CORPORATION
(Exact name of registrant as specified in its charter)
Virginia 0-20293 54-1598552
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
------------------------
212 North Main Street
P.O. Box 446
Bowling Green, Virginia 22427
(Address of principal executive offices, including zip code)
------------------------
Registrant's telephone number, including area code: (804) 633-5031
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On September 27, 1999, the Registrant's Board of Directors voted to
engage the accounting firm of Yount, Hyde & Barbour, P.C. as the independent
public accountant to audit the Registrant's financial statements for the fiscal
year ending December 31, 1999, to replace the firm of KPMG LLP, the independent
public accountant engaged to audit the Registrant's financial statements as of
December 31, 1998 and 1997, and for each of the years in the two year period
ended December 31, 1998.
Consistent with the Registrant's policies, the Registrant conducted a
bidding process to select the independent public accountant to audit the
Registrant's fiscal year ending December 31, 1999. The Registrant's Audit
Committee received bids from several independent public accounting firms
including KPMG LLP. After reviewing the proposals, the Registrant's Audit
Committee selected Yount, Hyde & Barbour, P.C., which Registrant's Board of
Directors approved.
In connection with the audit of the two fiscal years ending December
31, 1998 and the subsequent interim period preceding the engagement of Yount,
Hyde & Barbour, P.C., there were no disagreements with KPMG LLP on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedures, which disagreements if not resolved to their satisfaction
would have caused them to make reference in connection with their opinion to the
subject matter of the disagreement.
KPMG LLP did not resign or decline to stand for reelection. Upon
selection of Yount, Hyde & Barbour, P.C., the Registrant dismissed KPMG LLP with
respect to the audit of the Registrant's consolidated financial statements for
periods beginning with the fiscal year ending December 31, 1999 and thereafter.
KPMG LLP's report on the consolidated financial statements as of December 31,
1998 and 1997, and for each of the years in the two year period ended December
31, 1998, contained no adverse opinion or disclaimer of opinion and was not
qualified as to uncertainty, audit scope or accounting principles.
The Registrant will be requesting that KPMG LLP furnish it with a
letter addressed to the Securities and Exchange Commission stating whether it
agrees with the above statements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 16.1 - Letter from KPMG LLP.*
- -------------------
* To be filed by amendment.
2
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 thereunto duly authorized.
UNION BANKSHARES CORPORATION
By: /s/ G. William Beale
---------------------------------------
G. William Beale
President and Chief Executive Officer
October 4, 1999
3