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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): APRIL 26, 2002
STEWART & STEVENSON SERVICES, INC.
(Exact name of registrant as specified in its charter)
TEXAS
(State or other 0-8493 74-1051605
jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
2707 NORTH LOOP WEST
HOUSTON, TEXAS 77008
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 868-7700
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On April 22, 2002, the Board of Directors of Stewart & Stevenson Services,
Inc. (the "Company"), upon recommendation of its audit committee, made the
decision to no longer engage Arthur Andersen LLP ("Andersen") as the Company's
independent public accountants and appointed Ernst & Young LLP ("E&Y") as the
Company's independent public accountants for the fiscal year ending January 31,
2003.
Andersen's reports on the Company's consolidated financial statements for
the fiscal years ended January 31, 2002 and 2001 did not contain an adverse
opinion or disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles.
During the fiscal years ended January 31, 2002 and 2001 and through the
date of the dismissal of Andersen, there were no disagreements with Andersen on
any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved to Andersen's
satisfaction, would have caused it to make reference to the subject matter of
the disagreements in connection with its report on the Company's consolidated
financial statements for such fiscal years; and there were no "reportable
events" as such term is defined in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Andersen with a copy of the foregoing disclosures.
Attached as Exhibit 16.1 is a copy of Andersen's letter, dated April 26, 2002
and addressed to the Securities and Exchange Commission, stating its agreement
with the statements contained in such disclosures.
During the fiscal years ended January 31, 2002 and 2001 and through the
date of the dismissal of Andersen and the appointment of E&Y, the Company did
not consult E&Y with respect to 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 consolidated financial
statements, or any other matters or reportable events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
16.1 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission, dated April 26, 2002.
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.
STEWART & STEVENSON SERVICES, INC.
Date: April 26, 2002 By: /s/ CARL B. KING
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Name: Carl B. King
Title: Senior Vice President and
Secretary
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
16.1 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission, dated April 26, 2002.