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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
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) July 21, 2003
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Commission File Number 33-64325
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REUNION INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 06-1439715
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(State of Incorporation) (I.R.S. Employer Identification No.)
11 STANWIX STREET, SUITE 1400
PITTSBURGH, PENNSYLVANIA 15222
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(Address of principal executive offices, including zip code)
(412) 281-2111
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(Registrant's telephone number, including area code)
Page 1 of 5 pages.
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ITEM 4. Changes in Registrant's Certifying Accountant.
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(a) Previous independent accountants
(i) On July 21, 2003, after giving consideration to
proposals for auditing services from selected national accounting firms, the
Registrant replaced Ernst & Young LLP as the independent accountants of
Reunion Industries, Inc.
(ii) The reports of Ernst & Young LLP on the financial
statements for the past two fiscal years contained no adverse opinion or
disclaimer of opinion and were not qualified or modified as to audit scope or
accounting principle. The reports of Ernst & Young LLP on the financial
statements for the past two fiscal years were modified as to uncertainty
surrounding the Registrant's ability to continue as a going concern.
(iii) In connection with its audits for the two most recent
fiscal years and through July 21, 2003, there have been no disagreements with
Ernst & Young 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 Ernst & Young LLP would
have caused them to make reference thereto in their report on the financial
statements for such years.
(iv) During the two most recent fiscal years and through July
21, 2003, there have been no reportable events (as defined in Regulation S-K
Item 304 (a)(1)(v)).
(v) The Registrant provided Ernst & Young LLP with a copy of
this Current Report on Form 8-K no later that the date this report was filed
with the Securities and Exchange Commission and has requested that Ernst &
Young LLP furnish it with a letter addressed to the SEC stating whether or not
it agrees with the above statements. A copy of such letter is filed herein as
Exhibit 16 to this Current Report on Form 8-K.
(b) New independent accountants
Effective on July 21, 2003, the Registrant engaged Wiss &
Company LLP as its new independent accountants. Prior to their appointment as
independent accountants, Wiss & Company LLP had not been consulted by the
Registrant on any matters.
ITEM 7. Financial Statements, Proforma Financial Information and Exhibits.
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(c) Exhibits
Exhibit No. Description of Exhibit
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16 Letter from Ernst & Young LLP pursuant to
Item 304(a)(3) of Regulation S-K.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned, hereunto duly authorized.
Date: July 22, 2003 REUNION INDUSTRIES, INC.
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By: /s/ John M. Froehlich
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John M. Froehlich
Executive Vice President
of Finance and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit No. Description of Exhibit Page
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16 Letter from Ernst & Young LLP pursuant to 5
Item 304(a)(3) of Regulation S-K.
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EXHIBIT 16
Ernst & Young LLP
2100 One PPG Place
Pittsburgh, PA 15222
July 21, 2003
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4(a) of Form 8-K, dated July 21, 2003, of Reunion
Industries, Inc. and are in agreement with the statements in paragraphs
(a)(i), (a)(ii), (a)(iii), (a)(iv) and (a)(v) contained therein. We have no
basis to agree or disagree with other statements of the registrant contained
therein.
/s/ ERNST & YOUNG LLP
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