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 (Date of Earliest Event Reported): March 13, 2003
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MFA MORTGAGE INVESTMENTS, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Maryland 1-13991 13-3974868
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
350 Park Avenue, 21st Floor, New York, New York 10022
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(Address of Principal Executive Office) (Zip Code)
Registrant's Telephone Number, Including Area Code: (212) 207-6400
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Previous independent accountants
(i) On March 13, 2003, MFA Mortgage Investment, Inc. (the "Company")
dismissed PricewaterhouseCoopers LLP ("PricewaterhouseCoopers") as its
independent public accountants. The dismissal of PricewaterhouseCoopers was
approved by the Company's Audit Committee and Board of Directors.
(ii) The audit reports of PricewaterhouseCoopers on the financial
statements of the Company as of and for the years ended December 31, 2002 and
2001 did not contain an adverse opinion or disclaimer of opinion, and were not
qualified or modified as to uncertainty, audit scope or accounting principles.
(iii) In connection with the audits of the Company's financial statements
for the two most recent fiscal years and through March 13, 2003, there were no
disagreements with PricewaterhouseCoopers on any matter of accounting principle
or practice, financial statement disclosure, or auditing scope or procedures
which, if not resolved to PricewaterhouseCoopers' satisfaction, would have
caused them to make reference thereto in their report on the financial
statements for such years.
(iv) During the two most recent years and through March 13, 2003, there
have been no reportable events as described under Item 304(a)(1)(v) of
Regulation S-K.
(v) The Company provided PricewaterhouseCoopers with a copy of this Form
8-K prior to filing it with the Securities and Exchange Commission ("SEC") and
requested that PricewaterhouseCoopers furnish the Company with a letter
addressed to the SEC stating whether or not it agrees with the above statements.
A copy of such letter, dated March 19, 2003, is filled as Exhibit 16.1 to this
Form 8-K.
(b) New independent accountants
(i) On March 13, 2003, the Company engaged Ernst & Young LLP ("Ernst &
Young") as its independent auditors to replace PricewaterhouseCoopers. The
engagement of Ernst & Young was approved by the Company's Audit Committee and
Board of Directors.
During the years ended December 31, 2002 and 2001 and through March 13,
2003, the Company did not consult Ernst & Young regarding any matters or events
set forth in Item 304(a)(2)(i) and (ii) of Regulation S-K.
ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibit No. Description
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16.1 Letter dated March 19, 2003 from PricewaterhouseCoopers
LLP to the Securities and Exchange Commission
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.
MFA MORTGAGE INVESTMENTS, INC.
By: /s/ Stewart Zimmerman
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Stewart Zimmerman
Chief Executive Officer
Date: March 19, 2003