-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V43kY1M/B18eGhmLzgqtdsvH5iv/c9VsDYVL0tE5nfRR3z9fdiCXZwa2rn+5akcj yVmNFNbs/8v8OtANvSWaTA== 0001341004-06-001808.txt : 20060628 0001341004-06-001808.hdr.sgml : 20060628 20060628172419 ACCESSION NUMBER: 0001341004-06-001808 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060628 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant FILED AS OF DATE: 20060628 DATE AS OF CHANGE: 20060628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DRS TECHNOLOGIES INC CENTRAL INDEX KEY: 0000028630 STANDARD INDUSTRIAL CLASSIFICATION: SEARCH, DETECTION, NAVIGATION, GUIDANCE, AERONAUTICAL SYS [3812] IRS NUMBER: 132632319 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08533 FILM NUMBER: 06930938 BUSINESS ADDRESS: STREET 1: 3RD FLOOR STREET 2: 5 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 BUSINESS PHONE: 9738981500 MAIL ADDRESS: STREET 1: 3RD FLOOR STREET 2: 5 SYLVAN WAY CITY: PARSIPPANY STATE: NJ ZIP: 07054 FORMER COMPANY: FORMER CONFORMED NAME: DIAGNOSTIC RETRIEVAL SYSTEMS INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENGINEERED SUPPORT SYSTEMS INC CENTRAL INDEX KEY: 0000772891 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 431313242 STATE OF INCORPORATION: MO FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13880 FILM NUMBER: 06930939 BUSINESS ADDRESS: STREET 1: 201 EVANS LN CITY: ST LOUIS STATE: MO ZIP: 63121 BUSINESS PHONE: 3149935880 MAIL ADDRESS: STREET 1: 201 EVANS LN CITY: ST LOUIS STATE: MO ZIP: 63121 8-K 1 ess8k.htm

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): June 28, 2006 (June 28, 2006)

 

Engineered Support Systems, Inc. Employee Stock Ownership Plan

(Exact name of registrant as specified in its charter)

 

Delaware

001-08533

13-2632319

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation or organization)

File Number)

Identification Number)

 

 

 

201 Evans Lane, St. Louis, Missouri, 63121

(Address of principal executive offices)

 

(314) 553-4000

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

__________________________________

 

 


 

 

Item 4.01 Changes in Registrant’s Certifying Accountant

 

On June 28, 2006, RubinBrown LLP ("RubinBrown") was appointed as the independent accountant for Engineered Support Systems, Inc. Employee Stock Ownership Plan (the "Plan") for the year ended December 31, 2005, and on June 28, 2006, PricewaterhouseCoopers LLP ("PwC") was dismissed as the independent accountant for the Plan. The change in accountants was required because PwC, a service provider to DRS Technologies, Inc. ("DRS"), was no longer considered independent when DRS acquired Engineered Support Systems, Inc. on January 31, 2006. The appointment of RubinBrown was approved by the Pension Committee of DRS.

 

The reports of PwC on the financial statements of the Plan for the fiscal years ended December 31, 2004 and 2003, did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principle.

 

During the fiscal years ended December 31, 2004 and 2003, and through June 28, 2006 there were no disagreements with PwC 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 PwC, would have caused PwC to make reference thereto in its reports on the Plan's financial statements for such years.

 

During the fiscal years ended December 31, 2004 and 2003, and through June 28, 2006, there were no "reportable events" with respect to the Plan as that term is defined in Item 304(a)(1)(v) of Regulation S-K.

 

During the fiscal years ended December 31, 2004 and 2003, and through June 28, 2006, the Plan did not consult with RubinBrown with respect to the Plan regarding any of the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.

 

The Plan provided a copy of the foregoing disclosures to PwC prior to the date of the filing of this report and requested PwC furnish it with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with such statements. A copy of the letter furnished by PwC will be filed not later than 10 days from the filing of this Current Report on Form 8-K.

 

 


 

 

 

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.

 

 

ENGINEERED SUPPORT SYSTEMS, INC. EMPLOYEE STOCK OWNERSHIP PLAN

 

 

 

 

By:

DRS Technologies, Inc.

 

 

Plan Administrator

 

 

 

Date: June 28, 2006

By:

/s/ Richard A. Schneider

 

 

Name:

Richard A. Schneider

 

 

Title:

Executive Vice President,

 

 

 

Chief Financial Officer

 

 

 

 

 

 

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