-----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, H1ZRK7/lGsMrxYx6O2irMx4k30JTSO8+wxFbVX8E1eydLOBCuQot0aBr14Q3n676 lhtHQ5tm6lqvc2eMmz3Q/A== 0001341004-06-001934.txt : 20060713 0001341004-06-001934.hdr.sgml : 20060713 20060713115405 ACCESSION NUMBER: 0001341004-06-001934 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060712 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060713 DATE AS OF CHANGE: 20060713 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-08533 FILM NUMBER: 06959887 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-13880 FILM NUMBER: 06959886 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/A 1 essi8ka.txt FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________________ FORM 8-K/A 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 13, 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: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] 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, Engineered Support Systems, Inc. Employee Stock Ownership Plan (the "Plan") filed a Current Report on Form 8-K (the "June 8-K") announcing, among other items, the dismissal of the Plan's independent registered public accounting firm, PricewaterhouseCoopers LLP ("PwC"). The June 8-K is hereby incorporated by reference. In accordance with Item 4.01 of Form 8-K and Item 304 of Regulation S-K, the Plan provided PwC with a copy of its disclosures contained in the June 8-K and requested that PwC furnish the Plan with a letter addressed to the Securities and Exchange Commission ("SEC") stating whether or not it agrees with the statements made by the Plan in the June 8-K. On July 11, 2006, the Plan received PwC's response letter; a copy of that letter is attached hereto as Exhibit 16.1. By filing the letter as an exhibit as required by SEC regulations, the Plan is not necessarily indicating its agreement with the statements contained therein. Item 9.01 Financial Statements and Exhibits (d) Exhibit Number Description - ------- ----------- 16.1 Letter from PricewaterhouseCoopers LLP 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: July 13, 2006 By: /s/ Richard A. Schneider Name: Richard A. Schneider Title: Executive Vice President, Chief Financial Officer EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 16.1 Letter from PricewaterhouseCoopers LLP to the Securities and Exchange Commission dated July 11, 2006 EX-16 2 essex16-1.txt EXHIBIT 16.1 Exhibit 16.1 Letter from PricewaterhouseCoopers LLP _____________________________________________________________________ PricewaterhouseCoopers LLP 800 Market Street St. Louis MO 63101-2605 Telephone (314) 206 8500 Facsimile (314) 206 8514 July 11, 2006 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by the Engineered Support Systems, Inc. Employee Stock Ownership Plan (copy attached), which we understand was filed with the Securities and Exchange Commission on June 28, 2006, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K/A of the Engineered Support Systems, Inc. Employee Stock Ownership Plan dated June 28, 2006. We do not agree with the statements concerning our Firm contained in such Form 8-K, as described below. Regarding the June 28, 2006 date of dismissal, we first received notice from the Plan on April 4, 2006 that we would no longer serve as the independent accountant for, the Plan. Additionally, the Plan notified us in writing on May 22, 2006 that the successor firm needed to review our working papers. Very truly yours, /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP -----END PRIVACY-ENHANCED MESSAGE-----