UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): January 25, 2005
SPAR Group, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-27824 33-0684451
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
580 White Plains Road, Tarrytown, New York 10591
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (914) 332-4100
Not Applicable
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(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 January 25, 2005, Rehmann Robson ("R&R") were formally appointed as the
independent registered public accounting firm for SPAR Group, Inc. ("SGRP")
and its subsidiaries (collectively, the "Company") for the fiscal year ended
December 31, 2004. The appointment replaces Ernst & Young LLP ("E&Y"), the
Company's former independent registered public accounting firm, which resigned
on October 4, 2004. The resignation of E&Y was previously reported on Form 8-K
dated (Date of earliest event reported) October 8, 2004 filed with the
Securities and Exchange Commission (the "SEC") on October 8, 2004.
During the two most recent fiscal years and the interim period preceding the
appointment of R&R, the Company has not consulted R&R regarding either (i) the
application of the accounting principles to a specified transaction, either
completed or proposed; or the type of audit opinion that might be rendered on
the Company's financial statements, and neither a written report nor oral advice
was provided to the Company that R&R concluded was an important factor
considered by the Company in reaching a decision as to any accounting, auditing
or financial reporting issue; or (ii) any matter that was either the subject of
a disagreement (as defined in Regulation S-K, Item 304(a)(1)(iv)) or a
reportable event (as defined in Regulation S-K, Item 304(a)(1)).
The Company has also provided R&R with a copy of this Report and provided R&R
with the opportunity to furnish the Company with a letter addressed to the SEC
containing any new information, clarification of the Company's expression of its
views or the respects in which R&R does not agree with the statements made in
this Report. R&R has advised the Company that it does not intend to issue any
such letter.
Item 9.01 Financial Statements and Exhibits.
(a) Financial statements of business acquired:
None.
(b) Pro forma financial information:
None.
(c) Exhibits:
None.
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.
Dated: February 4, 2005
SPAR Group, Inc.
By: /s/ Charles Cimitile
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Name: Charles Cimitile
Title: Chief Financial Officer