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: March 31, 2003
(Date of earliest event reported)
COOPERATIVE BANKSHARES, INC.
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(Exact name of registrant as specified in its charter)
North Carolina 0-24626 56-1886527
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(State or other jurisdiction (Commission (I.R.S. employer
of incorporation) file number) identification no.)
201 Market Street, Wilmington, North Carolina 28401
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:(910) 343-0181
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Not Applicable
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(Former name or former address, if changed since last report)
ITEM 4. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT
On March 31, 2003, Cooperative Bankshares, Inc. (the "Registrant")
dismissed KPMG LLP as its principal accountants and engaged Dixon Odom PLLC as
its new principal accountants for the 2003 fiscal year. The decision to change
accountants was approved by the Audit Committee of the Board of Directors.
In connection with the audits of the two fiscal years ended December 31,
2001 and 2002 and through March 31, 2003, there were no disagreements with KPMG
LLP on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which, if not resolved to the
satisfaction of KPMG LLP, would have caused KPMG LLP to make reference to the
subject matter of the disagreement in connection with its reports. The audit
reports of KPMG LLP on the financial statements of the Registrant as of and for
the years ended December 31, 2001 and 2002 did not contain an adverse opinion or
disclaimer of opinion, nor were the reports qualified or modified as to
uncertainty, audit scope or accounting principles.
During the two most recent fiscal years and through March 31, 2003, there
have been no reportable events as such terms is defined in Item 304(a)(1)(iv) of
Regulation S-K.
The Registrant has requested that KPMG LLP furnish it with a letter
addressed to the United States Securities and Exchange Commission stating
whether or not it agrees with the above statements. A letter from KPMG LLP will
be filed as an amendment to this Form 8-K.
Before deciding to appoint Dixon Odom PLLC as its new principal accountant,
the Registrant did not consult with Dixon Odom PLLC regarding any matters or
events set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
The following exhibit is filed herewith.
(a) Exhibits.
16 Letter from KPMG LLP (To be filed by amendment).
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.
COOPERATIVE BANKSHARES, INC.
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By: /s/ Frederick Willetts, III
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Frederick Willetts, III, President
Date: April 4, 2003