UNITED STATES
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) March 28, 2006
Brooklyn Cheesecake & Desserts Company, Inc.
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(Exact name of Company as specified in its charter)
New York 1-13984 13-382215
(State or Other Jurisdiction) (Commission File Number) (I.R.S. Employer Identification)
of Incorporation)
20 Passaic Avenue, Fairfield, NJ 07004
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (973) 808-9292
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N/A
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(Former name or former address, if changed since last report)
|_| Written communication 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 40.13e-4(c))
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
(b) On March 28, 2006, Mr. Ronald Schutte resigned from his position as Chairman
of the Board, Chief Executive Officer, and President of the Company.
(c) On March 28, 2006, the Board of Directors of the Company appointed Anthony
Merante, a Member of the Board, and Chief Financial Officer as interim Chairman
of the Board, Chief Executive Officer, and President of the Company.
As previously disclosed by the Company, Mr. Merante has made a series of
secured loans to the Company. The aggregated amount of the loans is currently
the sum of $191,293 and is represented by demand notes that bear interest at a
rate of 13%. The loans have been used by the Company for working capital.
Mr. Merante is a Certified Public Accountant and has been a Partner with
the firm of Reda & Company, LLP CPA's ("Reda") since October 2001. Reda has
provided accounting and tax services to the Company since July 2002.
Compensation paid by the Company to Reda has not exceeded $60,000 in any fiscal
year. Prior to joining Reda, Mr. Merante was a Senior Manager with the firm of
Goldstein & Morris, CPA's, from August 1996 to October 2001. Mr. Merante
received a Bachelor of Science Degree from St. John's University.
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.
Dated: March 28, 2006
Brooklyn Cheesecake & Desserts Company, Inc.
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(Registrant)
/s/ Anthony Merante
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Anthony Merante
Chief Executive Officer
Chief Financial Officer