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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
TO
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) October 19, 2001
GS Financial Services, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
033-07878-A 59-2686448
(Commission File Number) (IRS Employer Identification Number)
12 Fern Cliff Terrace
Glen Ridge, NJ 07028
(Address of principal executive offices)
(973) 783-4307
(Registrant's telephone number, including area code)
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Item 4. Changes in Registrant's Certifying Accountant
1. i. Registrant's primary accountant, Clancy
and Co., P.L.L.C., was dismissed by the Company on October
19, 2001 and was notified of its dismissal on October 31,
2001.
ii. No reports prepared by Clancy and Co.,
P.L.L.C. on the financial statements for the fiscal years
ending May 31, 1997 and 1996, the last two fiscal years that
were audited, and the subsequent interim period through
October 31, 2001, contained any adverse opinion or
disclaimer of opinion, or was qualified or modified as to
uncertainty, audit scope, or accounting principles.
iii. The decision to change accountants was
approved by the Board on October 19, 2001.
iv. During the fiscal years ending May 31, 1997 and
1996, the last two fiscal years that were audited, and the
subsequent interim period through October 31, 2001, there were
no disagreements with Clancy and Co., P.L.L.C. on any matter
of accounting principals or practices, financial statement
disclosure, or auditing scope or procedure, which
disagreements would have caused it to make reference to the
subject matter of the disagreements in connection with its
report.
2. i. The registrant retained the services of
the accounting firm of Harper & Pearson Company on October
19, 2001 as their principal accountant.
ii. The registrant did not contact the new accountant
prior to its engaging the new accountant regarding the
application of accounting principals to a specified
transaction, or the type of audit opinion that might be
rendered on the registrant's financial statements.
iii. The registrant did not contact the new
accountant prior to its engaging the new accountant
regarding any matter that was either the subject of a
disagreement or a reportable event.
3. The registrant has provided a copy of this report, on or prior to
the date of filing this report with the Commission, to Clancy and Co., P.L.L.C.
and requested that he furnish the registrant with a letter addressed to the
Commission stating his approval of or disagreement with the disclosures made
herein. Such letter will be filed with the Commission upon receipt by the
registrant, but not later than ten days following the filing of this report.
Item 7. Financial Statements and Exhibits
Financial Statements
None
Exhibits
16 -- Letter re change in certifying accountant.
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.
GS FINANCIAL SERVICES, INC.
By: /s/Thomas V. Ackerly
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Thomas V. Ackerly, President
and Chief Executive Officer
Date: November 19, 2001
EXHIBIT 16
Letter re change in certifying accountant
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Letterhead of Clancy and Co., P.L.L.C.
November 19, 2001
Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Avenue, N.W.
Washington, D.C. 20549
Dear Sir/Madam,
We have read the first two paragraphs of Item 4 included in the Form 8-K of GS
Financial Services, Inc. to be filed with the Securities and Exchange Commission
and are in agreement with the statements contained therein.
This letter serves to confirm that we received notice on October 31, 2001 that
the client-auditor relationship with GS Financial Services, Inc. ceased.
Very truly yours,
Clancy and Co., P.L.L.C.
Copy to:
Thomas V. Ackerly, President and Chief Executive Officer
GS Financial Services, Inc.