1 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): March 4, 1998 FUSION SYSTEMS CORPORATION ------------------------------------------------------ (Exact Name of registrant as specified in its charter) Delaware 0-23628 52-0915080 - --------------- ------------- ------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) Cleveland, Ohio 44114 - ---------------------- ------------------- (Address of principal (Zip Code) executive offices) (216) 523-5000 --------------------------------- Registrant's telephone number, including area code 2 Item 4. Changes in Registrant's Certifying Accountant. - ------ --------------------------------------------- On August 5, 1997, Eaton Corporation ("Eaton") acquired 100% of the outstanding shares of Fusion Systems Corporation ("Registrant"). At the time of the acquisition, Registrant's independent public accountant was the firm of Arthur Andersen LLP. Eaton's independent auditors are Ernst & Young LLP. As a result of its acquisition by Eaton and in order to achieve efficiency and cost savings, Registrant has replaced Arthur Andersen LLP as its auditors and has appointed Ernst & Young LLP as successor. The following information is required under S-K Item 304(a): (1) (i) Arthur Andersen LLP was dismissed as Registrant's independent auditor by action of the Board of Directors on March 4, 1998. The action is effective with respect to the audit for the year 1997. (ii) The reports of Registrant's former principal accountants on the financial statements for both years 1995 and 1996 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. (iii) The decision to change independent accountants was approved by Registrant's Board of Directors. (iv) During the years 1995, 1996 and all subsequent interim periods prior to the dismissal date, there were no disagreements with Arthur Andersen LLP on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Arthur Andersen LLP, would have caused it to make reference to the subject matter of the disagreements in connection with its reports. (v) None of the events described in S-K Item 304(a)(1)(v) have occurred. (2) The new independent auditors for Registrant are Ernst & Young LLP, commencing with an audit for the year ended December 31, 1997. None of the events described in S-K Item 304(a)(2)(i) or (ii) have occurred or are applicable. Item 7. Financial Statements and Exhibits. - ------ --------------------------------- Listed below are the exhibits filed as part of this report: S-K Exhibit Item 16 (Letter re Change in Certifying Accountant)(Letter from Arthur Andersen LLP dated March 9, 1998) 2 3 SIGNATURE --------- 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 thereunto duly authorized. FUSION SYSTEMS CORPORATION By /s/ E. R. Franklin -------------------- E. R. Franklin Vice President and Secretary Date: March 9, 1998 3 4 Current Report on Form 8-K dated March 4, 1998 Fusion Systems Corporation EXHIBIT INDEX ------------- Exhibit Description ------------------- S-K Exhibit Number Description Period or Dates - ------ ----------- --------------- 16 Letter from Arthur Andersen March 4, 1998 LLP dated March 9, 1998 4