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
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Date of Report (Date of earliest event reported):
June 20, 2002
INTERNATIONAL SPECIALTY PRODUCTS INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-29764 51-0376469
(State or other jurisdiction of (Commission File Number) (IRS Employer Identification Number)
incorporation)
300 Delaware Avenue, Suite 303, Wilmington, Delaware 19801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (302) 427-5715
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On June 20, 2002, the Board of Directors of International
Specialty Products Inc. ("ISP"), upon the recommendation of its Audit Committee,
decided not to renew the engagement of its independent auditors, Arthur Andersen
LLP ("Arthur Andersen"), and selected KPMG LLP as its independent auditors for
the fiscal year ending December 31, 2002. The change in auditors will become
effective June 21, 2002.
Arthur Andersen's reports on the consolidated financial statements
of ISP for the fiscal years ended December 31, 2001 and 2000 did not contain any
adverse opinion or disclaimer of opinion, nor were they qualified or modified as
to uncertainty, audit scope, or accounting principles.
During the fiscal years ended December 31, 2001 and 2000 and the
subsequent interim period between December 31, 2001 and the date of this Current
Report on Form 8-K, there were no disagreements between ISP and 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 Arthur Andersen to make reference to
the subject matter of the disagreement in connection with its reports for such
years; and there were no reportable events as defined in Item 304(a)(1)(v) of
Regulation S-K.
ISP has provided to Arthur Andersen a copy of the foregoing
disclosures made in this Current Report on Form 8-K. Attached as Exhibit 16 is a
copy of Arthur Andersen's letter, dated June 21, 2002, stating that it has found
no basis for disagreement with such statements.
During the fiscal years ended December 31, 2001 and 2000 and the
subsequent interim period between December 31, 2001 and the date of this Current
Report on Form 8-K, neither ISP nor anyone acting on its behalf consulted with
KPMG 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 ISP's consolidated financial statements, or any other
matters or reportable events listed in Items 304(a)(2)(i) and (ii) of Regulation
S-K.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
Exhibit Number Description
16 Letter from Arthur Andersen LLP to the
Securities Exchange Commission dated
June 21, 2002
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.
INTERNATIONAL SPECIALTY PRODUCTS INC.
Dated: June 21, 2002 By: /s/ Neal E. Murphy
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Name: Neal E. Murphy
Title: Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Description
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16 Letter from Arthur Andersen LLP to the Securities and
Exchange Commission dated June 21, 2002
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