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)
November 15, 2001
INTERPLAY ENTERTAINMENT CORP.
(Exact name of registrant as specified in its charter)
Delaware 0-24363 33-0102707
(State or other (Commission (IRS Employer
jurisdiction File Number) Identification No.)
of incorporation)
16815 Von Karman Avenue, Irvine, CA 92606
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 553-6655
ITEM 4. - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
As previously reported, on October 19, 2001, Interplay Entertainment
Corp. (the "Company") and its independent public accountant, Arthur Andersen,
LLP ("Andersen") reached a mutual understanding that, as of November 15, 2001,
Andersen will no longer be engaged as the Company's independent public
accountants. As such, as of November 15, 2001, Andersen was officially dismissed
from its prior role as the Company's independent public accountants. The
decision to change the Company's independent public accountants was approved by
the Company's board of directors.
Andersen had served as the principal accountant for both the Company and
its controlling stockholder, Titus Interactive SA ("Titus") to audit the
companies' respective financial statements. As previously reported, on October
19, 2001, Andersen notified Titus of its decision to decline to submit a bid to
renew its engagement as Titus' independent public accountants. On October 19,
2001, the Company decided that, in the interests of efficiency, the Company
would engage Titus' new independent public accountants as the Company's new
independent public accountants, thereby necessitating the discontinuation of
Andersen's engagement, as of November 15, 2001.
The Company has had no disagreements with Andersen on any matter of
accounting principles or practices, financial statement disclosure or auditing
scope or procedure during the two most recent fiscal years or the subsequent
interim periods which, if not resolved to the satisfaction of Andersen, would
have caused Andersen to make reference to the matter in their report.
Andersen's reports on the Company's financial statements have not
contained any adverse opinion or disclaimer of opinion, nor were they qualified
or modified as to uncertainty, audit scope or accounting principles, except that
Andersen's opinion given with respect to the Company's consolidated financial
statements included in its Annual Report on Form 10-K for the year ended
December 31, 2000, as amended on August 31, 2001, contained a qualification as
to the Company's ability to continue as a going concern.
The Company has requested that Andersen furnish to the Company a letter
addressed to the Commission stating whether it agrees with the above statements.
A copy of that letter, dated November 20, 2001, is filed as Exhibit 99.1 to this
Report.
On November 13, 2001, the Company's board of directors approved and
authorized the engagement of Ernst & Young, LLP ("E&Y") as the Company's
independent public accountant. During the period of Andersen's engagement as the
Company's independent public accountant, the Company did not consult with E&Y
regarding either 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 financial statements, and neither a written
report nor oral advice was provided to the Company that E&Y concluded was an
important factor considered by the Company in reaching a decision as to an
accounting, auditing, or financial reporting issue.
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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.
INTERPLAY ENTERTAINMENT CORP.
November 20, 2001 /S/ HERVE CAEN
-----------------------------
Herve Caen
President
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
99.1 Letter from Arthur Andersen LLP.
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