UNITED STATES 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) January 23, 1998 SHARED TECHNOLOGIES FAIRCHILD INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-17366 87-0424558 (Commission (IRS Employer File Number) Identification No.) 100 Great Meadow Road, Suite 104, Wethersfield, Connecticut 06109 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (860) 258-2400 N.A. (Former name or former address, if changed since last report) -1- Item 4. Other Events On January 23, 1998, Shared Technologies Fairchild Inc. (the "Company") changed independent accountants from Arthur Andersen LLP to Ernst & Young, LLP as the Company's independent accountant. The change in independent accountants was approved by the Company's Board of Directors. The change of independent accountants is related to the acquisition of the Company by Intermedia Communications, Inc. Intermedia Communications Inc.'s current independent accountant is Ernst & Young, LLP. Arthur Andersen LLP's reports on the financial statements for the most recent fiscal year did not contain an adverse opinion, disclaimer of opinion, qualification, or modification as to uncertainty, audit scope, or accounting principles. Furthermore, during the most recent fiscal year and the interim period subsequent to January 23, 1998, (i) there has not been any 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 that firm to make reference to the subject matter of such disagreements in connection with its report and (ii) the Company has not consulted Ernst & Young, LLP regarding any of the matters specified in Item 304(a)(2) of Regulation S-K. The Company has requested Arthur Andersen LLP to furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the above statements. A copy of such letter, dated January 23, 1998, is filed as Exhibit 16.1 to this Form 8-K. Item 7. Financial Statements and Exhibits (c) Exhibits. The following is a list of the Exhibits attached hereto. Exhibit No. 16.1 Letter dated January 23, 1998 from Arthur Andersen LLP addressed to the Securities and Exchange Commission. -2- 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 hereunto duly authorized. Date: January 23, 1998 SHARED TECHNOLOGIES FAIRCHILD INC. By:/s/ Vincent DiVincenzo ------------------------------- Name: Vincent DiVincenzo Title: Senior Vice President Administration and Finance -3- Exhibit Index Exhibit No. Description (16.1) Letter dated January 23, 1998 from Arthur Andersen LLP addressed to the Securities and Exchange Commission. -4-