-----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, QIsp2wTzs0ANEorCG5JfK1pEsvYu8USIq2I3dvvyHR9ygnfnu9dr9IPleZ9U5REb paehBE3ExAiJOriwFWMU4Q== 0000931763-99-002922.txt : 19991022 0000931763-99-002922.hdr.sgml : 19991022 ACCESSION NUMBER: 0000931763-99-002922 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991014 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TORCHMARK CORP CENTRAL INDEX KEY: 0000320335 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 630780404 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-08052 FILM NUMBER: 99731803 BUSINESS ADDRESS: STREET 1: 2001 3RD AVE S CITY: BIRMINGHAM STATE: AL ZIP: 35233 BUSINESS PHONE: 2053254200 FORMER COMPANY: FORMER CONFORMED NAME: TORCHMARK CORP SAVINGS & INVESTMENT PLAN DATE OF NAME CHANGE: 19820825 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY NATIONAL INSURANCE HOLDING CO DATE OF NAME CHANGE: 19820701 8-K 1 FORM 8-K 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) October 21, 1999 (October 14, 1999) TORCHMARK CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-8052 63-0780404 (State or other (Commission File No.) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 2001 Third Avenue South, Birmingham, Alabama 35233 (Address of principal executive offices) Registrant's telephone number, including area code: (205) 325-4200 None (Former name or former address, if changed since last report) Index of Exhibits page 2. Total number of pages in this report is 3. Item 4. Changes in Registrant's Certifying Accountant - ------------------------------------------------------ On October 21, 1998, with the approval of the Audit Committee of the Board of Directors of Torchmark Corporation, Torchmark dismissed KPMG Peat Marwick LLP ("KPMG") as its principal accountants effective upon the issuance of KPMG's reports on the consolidated financial statements of Torchmark Corporation and subsidiaries and the separately issued financial statements of Torchmark Corporation's subsidiaries, unit investment trust accounts and benefit plans as of and for the year ending December 31, 1998. The effective date of KPMG's dismissal was October 14, 1999, the date upon which the last of the audit reports as of and for the year ended December 31, 1998, for the entities noted above was issued. The reports of KPMG Peat Marwick LLP on the financial statements of Torchmark for either of the two most recent fiscal years did not contain any adverse opinion or disclaimer of opinion. Such reports were not qualified or modified as to uncertainty, audit scope or accounting principles except as follows: KPMG Peat Marwick LLP's Auditors' Report on the Consolidated Financial Statements of Torchmark Corporation as of and for the year ended December 31, 1998 refers to a change in accounting principles to adopt the provisions of Statement of Financial Accounting Standards Board's Statement of Financial Accounting Standard 121 "Accounting for the Impairment of Long Lived Assets and for Long Lived Assets to Be Disposed Of". During such years and during the period between December 31, 1998 and the date of their dismissal, there was no disagreement between KPMG and Torchmark 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, would have caused that firm to make reference to the subject matter of such disagreement in connection with its report on the Company's financial statements. Also, on October 21, 1998, the Audit Committee of the Board of Directors approved and Torchmark engaged Deloitte & Touche LLP as the Company's new principal accountants effective January 1, 1999. Torchmark's appointment of Deloitte & Touche was ratified by Company shareholders at Torchmark's April 29, 1999 annual shareholders meeting. Item 7. Financial Statements and Exhibits - ------------------------------------------ Exhibit No. Exhibit ----------- ------- 16 Letter regarding change in certifying 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 thereunto duly authorized. TORCHMARK CORPORATION Dated: October 21, 1999 By: /s/ Michael J. Klyce --------------------------------- Name: Michael J. Klyce Title: Vice President and Treasurer EX-16 2 LETTER REGARDING CHANGE IN CERTIFYING ACCOUNT [LETTERHEAD OF KPMG PEAT MARWICK LLP APPEARS HERE] October 21, 1999 Securities and Exchange Commission Washington D.C. 20549 Ladies and Gentlemen: We were principal accountants for Torchmark Corporation (Torchmark) and, under the dates of January 29, 1999, except for Note 17 which is as of February 10, 1999, we reported on the consolidated financial statements of Torchmark Corporation and subsidiaries as of and for the years ended December 31, 1998 and 1997. On October 21, 1998 we were informed by Torchmark that it is Torchmark's intention to terminate our appointment as principal accountants subsequent to the issuance of our reports on the consolidated financial statements of Torchmark Corporation and subsidiaries and the separately issued financial statements of Torchmark's subsidiaries, unit investment trust accounts and benefit plans as of and for the year ending December 31, 1998. Our dismissal was effective upon the issuance of the last of our audit reports covering the entities subject to audit as noted above. On October 14, 1999, we issued the last of the subject audit reports and our dismissal became effective. We have read Torchmark Corporation's statements included under Item 4 of its Form 8-K dated October 21, 1999 and agree with such statements, except that we are not in a position to agree or disagree with Torchmark's statement that the change was approved by the Audit Committee of the Board of Directors. Very truly yours, KPMG Peat Marwick LLP Enclosure cc: Mr. Gary Coleman Torchmark Corporation -----END PRIVACY-ENHANCED MESSAGE-----