WASHINGTON, D.C. FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (Date of earliest event reported) JANUARY 14, 2003 NEW PEOPLES BANKSHARES, INC. (Exact name of registrant as specified in its charter) VIRGINIA 000-33411 31-1804543 (State or other (Commission File Number) (IRS Employer ID or jurisdiction of Identification No.) incorporation) 2 GENT DRIVE, HONAKER, VIRGINIA 24260 Address of principal executive offices) (Zip Code) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (276) 873-6288 (Former name or former address, if changed since last report) ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT (a) Effective December 18, 2002, New Peoples Bankshares, Inc. (the "Corporation") or (the "Registrant") dismissed S. B. Hoover and Company, L.L.P. ("S. B. Hoover") as the Corporation's independent certified public accountants by selecting Brown Edwards & Company, L.L.P. to serve as its independent public accountants for the year ended December 31, 2003. With the Audit Committee's recommendation, the Board of Directors approved the selection today. The prior independent certified public accountants, S. B. Hoover will serve as the independent certified public accountants for the year ended December 31, 2002. Furthermore, they will continue to provide income tax preparation and consulting services for the year ended December 31, 2003. S. B. Hoover's report on the Corporation's consolidated financial statements during the two most recent fiscal years contained no adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles. During the last two fiscal years and the subsequent interim periods to December 18, 2002, there were no disagreements between the Corporation and S. B. Hoover on any matters of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of S. B. Hoover, would have caused it to make a reference to the subject matter of the disagreements in connection with its report. None of the "reportable events" described in Item 304 (a)(1)(v) occurred with respect to the Corporation within the last two fiscal years and the subsequent interim period to the date hereof. 2 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 16.1 Letter from S. B. Hoover & Company, L.L.P. regarding change in certifying accountant. SIGNATURES 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. NEW PEOPLES BANKSHARES, INC. /s/ Kenneth D. Hart ------------------------------- Kenneth D. Hart President & Chief Executive Officer Dated: January 14, 2003 EXHIBIT INDEX Exhibit No. Page No. 16.1 Letter from S. B. Hoover & Company, L.L.P. regarding change in certifying accountant 3 3 Exhibit 16.1 January 14, 2003 Mr. Frank Sexton, Jr. New Peoples Bankshares, Inc. 2 Gent Drive Honaker, VA. 24260 Dear Mr. Sexton, This is to confirm that the client-auditor relationship between New Peoples Bankshares, Inc. (Commission File Number 000-33411) and S. B. Hoover & Company, L.L.P. will cease with the completion of our audit report on the Consolidated Financial Statements for the year ended December 31, 2002. Sincerely, /s/ S. B. HOOVER & COMPANY, L.L.P. - ---------------------------------- S. B. Hoover & Company, L.L.P.