1 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): October 29, 1993 BROOKE GROUP LTD. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 1-5759 51-0255124 (Commission File Number) (IRS Employer Identification No.) 100 S.E. Second Street, Miami, FL 33131 Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (305) 579-8000 2 ITEM 5. OTHER EVENTS. The Company files herewith the amended and restated version of the letter agreement with AIF II, L.P. and Artemis Finance SNC that was filed as an exhibit to its Form 8-K current report dated November 3, 1993. The amendment and restatement was entered into on October 18, 1993. ITEM 7. FINANCIAL STATEMENTS. PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits 99(a) Letter Agreement dated as October 4, 1993 between BGLS Inc., Brooke Group Ltd., AIF II, L.P. and Artemis Finance SNC (Amended and Restated). 3 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. BROOKE GROUP LTD. by /s/ Gerald E. Sauter ---------------------- Name: Gerald E. Sauter Title: Vice President and Chief Financial Officer December 23, 1993 4 EXHIBIT INDEX SEQUENTIALLY NUMBERED PAGE EXHIBIT NO. TITLE ON WHICH EXHIBIT BEGINS - ----------- ----- -------------------------- 99(a) Letter Agreement dated as of October 4, 1993 between BGLS Inc., Brooke Group Ltd., AIF II, L.P. and Artemis Finance SNG (Amended and Restated). 6