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): September 12, 2005
CAPITAL
LEASE FUNDING, INC.
(Exact
name of registrant as specified in its charter)
|
Maryland
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1-32039
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52-2414533
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(State
or other jurisdiction of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification
No.)
|
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110
Maiden Lane, New York, NY
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10005
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|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (212)
217-6300
(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:
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
4.01 Changes
in Registrant’s Certifying Accountant.
On
September 12, 2005 the Audit Committee of the Board of Directors of Capital
Lease Funding, Inc. (the “Company”) dismissed its independent registered public
accounting firm, Ernst & Young LLP, and engaged McGladrey & Pullen LLP
as its new independent registered public accounting firm.
During
the two year period ended December 31, 2004, and the subsequent interim periods
ended March 31, 2005 and June 30, 2005, there were no disagreements with
Ernst
& Young on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements,
if
not resolved to Ernst and Young’s satisfaction, would have caused it to make
reference thereto in its reports on the Company’s financial statements for such
years. There were no reportable events as that term is described in Item
304(a)(1)(v) of Regulation S-K within the two year period ended December
31,
2004 and through September 12, 2005.
The
reports of Ernst & Young on the financial statements of the Company and its
predecessor, Capital Lease Funding, LLC (now known as Caplease, LP), as of
and
for the years ended December 31, 2004 and 2003 did not contain any adverse
opinion or disclaimer of opinion, nor were they qualified or modified as
to
uncertainty, audit scope or accounting principle.
The
Company provided Ernst & Young with a copy of the foregoing disclosures and
requested from it a letter indicating whether it agrees with these disclosures.
A copy of its letter dated September 15, 2005, is attached as Exhibit
16.
During
the two year period ended December 31, 2004, and for the subsequent period
through the date hereof, the Company did not consult with McGladrey & Pullen
regarding any of the matters or events set forth in Item 304(a)(2)(i) and
(ii)
of Regulation S-K.
Item
9.01. Financial
Statements and Exhibits.
(c)
Exhibits
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Exhibit
|
Description
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16
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Letter
of Ernst & Young LLP to the Securities and Exchange Commission, dated
September 15, 2005
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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.
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CAPITAL
LEASE FUNDING, INC. |
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By: |
/s/
Shawn
P. Seale |
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Shawn
P. Seale
|
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Senior
Vice President, Chief Financial
Officer and Treasurer
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DATE:
September 15, 2005