0001104659-05-010144.txt : 20050309 0001104659-05-010144.hdr.sgml : 20050309 20050309160158 ACCESSION NUMBER: 0001104659-05-010144 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050304 ITEM INFORMATION: Changes in Registrant.s Certifying Accountant FILED AS OF DATE: 20050309 DATE AS OF CHANGE: 20050309 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ZEBRA TECHNOLOGIES CORP/DE CENTRAL INDEX KEY: 0000877212 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 366966580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19406 FILM NUMBER: 05669462 BUSINESS ADDRESS: STREET 1: 333 CORPORATE WOODS PKWY CITY: VERNON HILLS STATE: IL ZIP: 60061 BUSINESS PHONE: 7086346700 8-K 1 a05-4814_18k.htm 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): March 4, 2005

ZEBRA TECHNOLOGIES CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware	000-19406	36-2675536
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

333 Corporate Woods Parkway, Vernon Hills, Illinois		60061
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: 847-634-6700


(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.

(a) On March 4, 2005, the Audit Committee of the Board of Directors of Zebra Technologies Corporation (“Company”) dismissed KPMG LLP as the Company’s independent accountant.

The reports of KPMG LLP on the Company’s financial statements for the years ended December 31, 2004 and 2003 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles.

In connection with its audit of the financial statements of the Company as of and for the years ended December 31, 2004 and 2003, management’s assessment of the effectiveness of internal control over financial reporting as of December 31, 2004, and the effectiveness of internal control over financial reporting as of December 31, 2004, the Company had no disagreement with KPMG 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 KPMG LLP would have caused them to make reference thereto in their report on the financial statements for such years. During the period of time from January 1, 2003 through March 4, 2005, there were no “reportable events,” as defined in Item 304(a)(1)(v) of Regulation S-K adopted by the Securities and Exchange Commission.

We provided KPMG LLP with a copy of this report prior to its filing with the Commission. KPMG LLP has provided us a letter, dated March 8, 2005, and addressed to the Commission. This letter is attached to this Form 8-K as Exhibit 16.1 and is incorporated herein by reference.

(b) The Company engaged Ernst & Young LLP on March 4, 2005, as the Company’s independent accountant.

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.

	ZEBRA TECHNOLOGIES CORPORATION

Date: March 9, 2005	By:	/s/ CHARLES R. WHITCHURCH
		Chief Financial Officer and Treasurer

EXHIBIT INDEX

16.1	Letter from KPMG LLP regarding change in certifying accountant.

EX-16.1 2 a05-4814_1ex16d1.htm EX-16.1

Exhibit 16.1

KPMG LLP

303 E. Wacker Dr.

Chicago, IL 60601

March 8, 2005

Securities and Exchange Commission

Washington, D.C. 20549

Ladies and Gentlemen:

We were previously principal accountants for Zebra Technologies Corporation and, under date of March 2, 2005, we reported on the consolidated financial statements of Zebra Technologies Corporation as of December 31, 2003 and 2004 and for the three years ended December 31, 2004. On March 4, 2005, our appointment as principal accountants was terminated. We have read Zebra Technologies Corporation’s statements included under Item 4.01 of its Form 8-K dated March 9, 2005, and we agree with such statements, except that we are not in a position to agree or disagree with the statement that the Company engaged Ernst & Young LLP as the Company’s independent accountant..

Very truly yours,

KPMG LLP