FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
CURRENT REPORT
Date of Report: January 27, 1998
Commission file number 333-14217
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CORE-MARK INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 91-1295550
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
395 OYSTER POINT BOULEVARD, SUITE 415
SOUTH SAN FRANCISCO, CA 94080
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650) 589-9445
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Previous independent accountants
(1) (i) On January 27, 1998, the Registrant determined not to engage
KPMG Peat Marwick LLP as the independent public accountants for its
1998 fiscal year and has appointed Deloitte & Touche LLP as its
independent public accountants for its 1998 fiscal year.
(ii) The reports of KPMG Peat Marwick LLP on the Registrant's
consolidated financial statements for the fiscal years ended
December 31, 1996 and 1995 did not contain an adverse opinion or
a disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles. The audit of
the Registrant's consolidated financial statements for the fiscal
year ended December 31, 1997 is in process at this date with KPMG
Peat Marwick LLP as auditors.
(iii) The Audit Committee of the Registrant's Board of Directors
recommended the decision to change independent accountants, whose
decision was approved by the Board of Directors.
(iv) In connection with the audits of the Registrant's consolidated
financial statements for the fiscal years ended December 31,
1996 and 1995 and through the date of this report, there were no
disagreements with KPMG Peat Marwick LLP 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 KPMG Peat Marwick LLP, would have
caused KPMG Peat Marwick LLP to make reference to the matter in
connection with its report.
(v) During the Registrant's two most recent fiscal years and through
the date of this report, there were no "reportable events" as
defined in Item 304 (a) (1) (v) of Regulation S-K.
(2) The Registrant has received from KPMG Peat Marwick LLP a letter
addressed to the Securities and Exchange Commission stating whether
or not it agrees with the above statements. The copy of the
letter from KPMG Peat Marwick LLP to the Securities and Exchange
Commission dated January 27, 1998 is attached hereto as Exhibit 16.
(b) New independent accountants
(i) On January 27, 1998, the Registrant determined to engage Deloitte
& Touche LLP as its new independent accountants effective for the
1998 fiscal year. During the Registrant's two most recent fiscal
years and through the date of this report, neither the Registrant
nor anyone else on its behalf consulted Deloitte & Touche LLP
regarding any of the matters or events set forth in Item 304 (a)
(2) (i) and (ii) of Regulation S-K.
Item 7. Exhibits
16. Letter to Securities and Exchange Commission from KPMG Peat Marwick
LLP dated January 27, 1998.
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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, in the City of South San Francisco,
State of California.
CORE-MARK INTERNATIONAL, INC.
By /s/ Leo F. Korman
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Leo F. Korman, Senior Vice President and
Chief Financial Officer
Dated: January 27, 1998
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