WOM INC
8-K, 2000-03-16
BLANK CHECKS
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                       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

                              ---------------------

                                 March 15, 2000

                Date of Report (Date of earliest event reported)



                                    WOM, Inc.
             (Exact name of registrant as specified in its charter)



  New York                             000-28789                 14-1818862
(State or other                       (Commission             (I.R.S. Employer
jurisdiction of                        File Number)          Identification No.)
Incorporation)

1151 Flatbush Road
Kingston, New York                                                 12401
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code: (914) 336-7700


<PAGE>


Item 4.           Changes in Registrant's Certifying Accountant

         On or about March 15, 2000, WOM, Inc. (the "Company"), dismissed Citrin
Cooperman  &  Company,  LLP (the  "Former  Auditor")  as its  principal  outside
accountant.  The Former Auditor's reports on the Company's financial  statements
during  any of the past two  years  did not  contain  an  adverse  opinion  or a
disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit
scope, or accounting principles.

         The decision to change  accountants  was not recommended or approved by
the board of directors.

          During the Company's  two most recent fiscal years and all  subsequent
interim  periods  preceding the dismissal there were no  disagreements  with the
Former  Auditor on any matter of accounting  principles or practices,  financial
statement disclosure, or auditing scope or procedure, which disagreement, if not
resolved to the satisfaction of the Former Auditor, would have caused it to make
a reference to the subject  matter of the  disagreement  in connection  with its
report.

         On March 15,  2000,  the Company  engaged  Urbach Kahn & Werlin P.C. as
their principal accountant to audit the Company's financial statements.

Item 7.           Financial Statements and Exhibits

         (c)      Exhibits

Exhibit No.       Title of Exhibit

16.1              Letter  from  Citrin Cooperman  & Company, LLP dated March 16,
                  2000.



<PAGE>



                                                     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 hereunto duly authorized.




                                            WOM, Inc.



                                             /s/Michael F. Zinn
                                                ---------------
                                                Michael F. Zinn, President




Dated:   March 16, 2000
         Kingston, New York



Citrin Cooperman & Company, LLP                                  [Logo]
- --------------------------------------------------------------------------------

CERTIFIED PUBLIC ACCOUNTANTS







                                 March 16, 2000


Securities and Exchange Commission
Washington, D.C. 20549


         We were previously principal  accountants for WOM, Inc. and on December
31, 1999, we reported on the balance sheet of WOM, Inc. as of December 31, 1999.
On March 15, 2000, we were  dismissed as principal  accountants  of WOM, Inc. We
have read WOM, Inc.'s statements included under Item 4 of its Form 8-K for March
15, 2000, and we agree with such statements.

                                         Very truly yours,


                                      /s/Citrin Cooperman & Company, LLP
                                         -------------------------------
                                         Citrin Cooperman & Company, LLP



529 FIFTH AVENUE, NEW YORK, NY 10017 o  (212) 697-1000 o  FAX (212) 697-1004
e-mail: [email protected]

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                                     of Independent Accounting and
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