8-K/A 1 file1.htm 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) May 4, 2007
Finlay Fine Jewelry Corporation
(Exact name of registrant as specified in its charter)
Delaware 33-59380 13-3287757
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
529 Fifth Avenue, New York, New York 10017
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (212) 808-2800
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 (see General Instruction A.2. below):

[ ]  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))
* The Registrant is not subject to the filing requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934 and is voluntarily filing this Current Report on Form 8-K.



ITEM 4.01.  Changes in Registrant’s Certifying Accountant.

As disclosed by Finlay Fine Jewelry Corporation (the ‘‘Company’’) in its Current Report on Form 8-K filed with the Securities and Exchange Commission on May 3, 2007, the Company and Finlay Enterprises, Inc. (‘‘Finlay Enterprises’’ and collectively with the Company, ‘‘Finlay’’) dismissed Deloitte & Touche LLP as Finlay’s independent registered public accounting firm, and engaged Eisner LLP as Finlay’s independent registered public accounting firm, in each case effective April 27, 2007. The Company furnished a copy of the disclosures in such Form 8-K to Deloitte & Touche LLP and requested that Deloitte & Touche LLP furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agreed with those disclosures. The Company is filing this amendment to such Form 8-K to provide a copy of the letter received from Deloitte & Touche LLP, which is attached hereto as Exhibit 16.1 and is incorporated herein by reference.

As further disclosed by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on May 3, 2007, in connection with the engagement of Eisner LLP, Finlay also terminated, effective May 2, 2007, the separate engagement of Cherry, Bekaert & Holland L.L.P. as the independent registered public accounting firm to audit Carlyle & Co. Jewelers, a wholly-owned subsidiary of the Company (‘‘Carlyle’’) and provide reports on which Deloitte & Touche LLP expressed reliance in its audit reports on Finlay Enterprises’ consolidated financial statements and financial statement schedule and on the Company’s consolidated financial statements. The Company furnished a copy of the disclosures in such Form 8-K to Cherry, Bekaert & Holland L.L.P. and requested that Cherry, Bekaert & Holland L.L.P. furnish the Company with a letter addressed to the Securities and Exchange Commission stating whether or not it agreed with those disclosures. The Company is also filing this amendment to such Form 8-K to provide a copy of the letter received from Cherry, Bekaert & Holland L.L.P., which is attached hereto as Exhibit 16.2 and is incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit No. Description
16.1 Letter from Deloitte & Touche LLP dated May 4, 2007 addressed to the Securities and Exchange Commission
16.2 Letter from Cherry, Bekaert & Holland L.L.P. dated May 4, 2007 addressed to the Securities and Exchange Commission



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.


  FINLAY FINE JEWELRY CORPORATION
Date: May 4, 2007 By: /s/ Bruce E. Zurlnick
    Bruce E. Zurlnick
Senior Vice President, Treasurer and Chief Financial Officer