UNITED STATES
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
July 7, 2005
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Date of Report
(Date of earliest event reported)
ECOLOGY AND ENVIRONMENT, INC.
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(Exact name of registrant as specified in its charter)
New York 1-9065 16-0971022
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(State or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation or Identification No.)
organization)
368 Pleasant View Drive, Lancaster, New York 14086-1397
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(Address of principal executive offices) (Zip Code)
(716) 684-8060
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(Registrant's telephone number, including area code)
(N/A)
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(Former name, former address and former fiscal
year, 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
CFT 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFT 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFT 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFT 240.13e-4(c))
Item 4.01. Changes in Registrant's Certifying Accountant.
(1) Dismissal of Previous Independent Registered Public Accounting Firm.
(i) On July 7, 2005 Ecology and Environment, Inc. (the "Company)
dismissed PricewaterhouseCoopers LLP ("PWC") as its independent
registered public accounting firm.
(ii) PWC's reports on the Company's consolidated financial statements
for the fiscal years ended July 31, 2004 and July 31, 2003 did not
contain an adverse opinion or a disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope, or
accounting principles.
(iii) The decision to dismiss PWC was made and approved by the audit
committee of the Company's board of directors.
(iv) During the fiscal year ended July 31, 2003, the fiscal year ended
July 31, 2004 and the subsequent interim period from August 1,
2004 through July 7, 2005, there were no disagreements with PWC 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 PWC, would
have caused PWC to make reference to the subject matter of the
disagreement in its report.
(v) During the Company's two most recent fiscal years and the
subsequent interim period from August 1, 2004 through July 7,
2005, there have been no "reportable events" (as that term is
defined in Item 304(a) (1)(v) of Regulation S-K).
(2) Engagement of New Independent Registered Public Accounting Firm.
On July 7, 2005 the audit committee of the Company's board of
directors engaged Schneider Downs & Co., Inc. (SD & Co.) as the
independent registered pubic accounting firm to audit the Company's
financial statements for the year ending July 31, 2005.
During the fiscal year ended July 31, 2003, the fiscal year ended July
31, 2004 and the subsequent interim period from August 1, 2004 though
July 7, 2005, the Company did not consult SD & Co. regarding any of
the matters or events described in Item 304(a)(2) of Regulation S.K.
(3) The Company has provided PWC with a copy of the foregoing disclosures,
and has requested PWC to furnish the Company with a letter addressed to
the Securities and Exchange Commission stating whether it agrees with
the above statements or, if not, to state the respects in which it does
not agree.
SIGNATURE
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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.
ECOLOGY AND ENVIRONMENT, INC.
Dated: July 7, 2005 /s/ RONALD L. FRANK
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RONALD L. FRANK
EXECUTIVE VICE PRESIDENT
CHIEF FINANCIAL OFFICER
(PRINCIPAL FINANCIAL ACCOUNTING OFFICER)