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) May 15, 2002
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EMCOR Group, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-2315 11-2125338
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(Commission File Number) (I.R.S. Employer Identification No.)
101 Merritt Seven, Norwalk, CT 06851
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (203) 849-7800
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Item 4. Changes in Registrant's Certifying Accountant.
On May 14, 2002 the Audit Committee of the Board of Directors of EMCOR
Group, Inc. (the "Company") decided, with the approval of the Company's
Board of Directors, that effective May 15, 2002 the Company would no
longer engage Arthur Andersen LLP ("Arthur Andersen") as the Company's
independent public accountants and that as of May 15, 2002 Ernst &
Young LLP, certified public accountants, would be appointed as the
Company's independent public accountants for 2002, subject to
ratification by stockholders.
The reports of Arthur Andersen on the Company's consolidated financial
statements for the past two years did not contain an adverse opinion or
disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope or accounting principles.
During the Company's two most recent fiscal years and through May 15,
2002, there were no disagreements with Arthur Andersen on any matter of
accounting principles or practices, financial statement disclosure, or
auditing scope or procedure which, if not resolved to Arthur Andersen's
satisfaction, would have caused it to make reference thereto in
connection with its report on the
Company's consolidated financial statements for such years; and there
were no reportable events as such term is used in Item 304(a) (1) (v)
of Regulation S-K.
The Company provided Arthur Andersen with a copy of the foregoing
disclosures. Attached as Exhibit 16 is a copy of Arthur Andersen's
letter, dated May 15, 2002, stating its agreement with such statements.
During the Company's two most recent fiscal years and through May 15,
2002, the Company did not consult Ernst & Young LLP with respect to the
application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be
rendered on the Company's consolidated financial statements, or any
other matters or reportable events as set forth in Items 304 (a) (2)
(i) and (ii) of Regulation S-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit 16 Letter from Arthur Andersen LLP to the Filed with
Securities and Exchange Commission this document
Dated May 15, 2002
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
EMCOR GROUP, INC.
Date: May 15, 2002 By: /s/ Mark A. Pompa
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Name: Mark A. Pompa
Vice President
and Controller
EXHIBIT INDEX
Exhibit
Number Description
16 Letter from Arthur Andersen LLP to the Securities and Exchange
Commission Dated May 15, 2002