UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 14, 2005
RIO TINTO AMERICA INC. SAVINGS PLAN
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(Exact name of registrant as specified in its charter)
Delaware 001-10533 98-0047580
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(State of Incorporation) (Commission File No.) (I.R.S Employer
Identification No.)
Rio Tinto plc, 6 St. James's Square, London SW1Y 4LD England
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(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: +44 207 753 2117
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None
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(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 (see General Instruction A.2 below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Page 1 of 3 pages
ITEM 4.01 CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) Previous independent registered public accounting firm
(i) On October 20, 2005, the administrators of the Rio Tinto America
Savings Plan (the "Plan") dismissed PricewaterhouseCoopers ("PwC") as the Plan's
independent registered public accounting firm. The decision to change the
accounting firm was approved by the Rio Tinto America Inc. Administrative
Committee in its capacity as the Plan Administrator of the Plan, but was not
approved a board of directors or audit committee. The Plan does not have a board
of directors or audit committee.
(ii) PwC's reports on the Plan's financial statements for the fiscal
year ended December 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 principle.
(iii) During the past fiscal year ended December 31, 2003 and through
October 20, 2005, there were no disagreements with PwC on any matters 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 thereto its reports on the
financial statements for such years.
(iv) There were no "reportable events" described in Item 304(a)(1)(v)
of Regulation S-K with respect to the fiscal year ended December 31, 2003 and
through October 20, 2005.
(v) The Plan has requested PwC to furnish the Plan with a letter
addressed to the Securities and Exchange Commission stating whether PwC agrees
with the above statements.
(b) New independent registered public accounting firm
(i) On October 14, 2005, the administrators of the Plan appointed
Tanner LC ("Tanner") as the Plan's independent registered public accounting firm
for the year ended December 31, 2004. During the Plan's most recent fiscal years
and through October 20, 2005 neither the Plan nor anyone acting on its behalf
consulted Tanner regarding (1) either the application of accounting principles
to a specified transaction, either completed or proposed, or the type of audit
opinion that might be rendered on the Plan's financial statements or (2) any
matter that was either the subject of a disagreement, as that term is defined in
Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of
Regulation S-K, or a "reportable event" as described in Item 304(a)(1)(v) of
Regulation S-K of the Securities and Exchange Commission.
Page 2 of 3 pages
SIGNATURE
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.
RIO TINTO AMERICA INC. SAVINGS PLAN
BY: /s/ Christopher Crowl
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Name: Christopher Crowl
Title: Member Rio Tinto America Inc.
Administrative Committee
Date: October 26, 2005
Page 3 of 3 pages