UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8 - K - A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): May 11, 1998
SARATOGA BRANDS INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW YORK O-19721 13-3413467
(STATE OR JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
1835 SWARTHMORE AVENUE, LAKEWOOD, NEW JERSEY 08701
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (732) 363-3800
Item 4. Changes in Registrant's Certifying Accountant
a. Effective May 11, 1998, the Saratoga Brands Inc. (the "Company")
dismissed its prior certifying accountants, Broza, Block & Rubino Certified
Public Accountants, PA ("BBR") and retained as its new certifying accountants,
Deloitte & Touche LLP ("Deloitte"). BBR's report on Saratoga's financial
statements for the fiscal years ended December 31, 1994 through December 31,
1997, which were the only fiscal years during which BBR was the certifying
accountant for the Company, contained no adverse opinions or disclaimer of
opinions, and was not qualified as to uncertainties, audit scope or accounting
principles. The decision to change accountants was approved by the Audit
Committee and the Board of Directors of the Company. As required by applicable
rules of the Securities and Exchange Commission, the Company notified BBR that
during the two most recent fiscal years and the interim period from December 31,
1997 through May 11, 1998 the Company was unaware of any disputes between the
Company and BBR as to matters of accounting principles or practices, financial
statement disclosure, or audit scope of procedure, which disagreements, if not
resolved to the satisfaction of BBR, would have caused it to make a reference to
the subject matter of the disagreements in connection with its reports and
requested BBR to confirm this, a copy of which is attached hereto.
b. Effective May 11, 1998, the Company engaged Deloitte as its principle
accountants. During the most recent fiscal year end and the subsequent interim
periods to the date hereof, the Company did not consult Deloitte regarding any
of the matters or events set forth in item 304 (a) (2) and (i) and (ii) of
Regulation S-B.
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 the
undersigned thereunto duly authorized.
SARATOGA BRANDS INC.
(Registrant)
Date: June 8, 1998 By:/s/ Scott G. Halperin
---------------------
Scott G. Halperin
Chairman
Chief Executive Officer
Date: June 8, 1998 By:/s/ Bernard F. Lillis, Jr.
--------------------------
Bernard F. Lillis, Jr.
Chief Financial Officer
Chief Operating Officer
(BROZA, BLOCK & RUBINO LETTERHEAD)
Securities and Exchange Commission
450 5th Street NW
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of the Revised Current Report on Form 8-K-A of Saratoga
Brands Inc. (Commission File Number 0-19271) dated June 8, 1998, and we agree
with the statements contained therein insofar as they relate to our firm.
Very truly yours,
BROZA, BLOCK & RUBINO
Certified Public Accountants, PA
Asbury Park, New Jersey
June 8, 1998
cc: Saratoga Brands Inc.
1835 Swarthmore Avenue
Lakewood, New Jersey 08701