SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K/A
AMENDMENT TO 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 6, 1997
The Bethlehem Corporation
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(Exact name of registrant as specified in its charter)
Pennsylvania 1-4676 24-0525900
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
25th and Lennox Streets, P.O. Box 348, Easton, Pennsylvania 18045
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(Address of principal executive offices)
Registrant's telephone number, including area code: (610) 258-7111
N/A
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(Former name or former address, if changed since last report.)
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Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
On March 6, 1997, the Board of Directors of the Registrant terminated
the engagement of Sobel & Co., LLC, Certified Public Accountants ("Sobel"), as
the independent auditors of the Registrant and appointed BDO Seidman LLP as the
independent auditors of the Registrant for the fiscal year ending May 31, 1997.
Sobel's report on the financial statements of the Registrant for the fiscal
years ended May 31, 1995 and May 31, 1996 did not contain any adverse opinion or
disclaimer of opinion and was not qualified or modified as to uncertainty, audit
scope or accounting principles. There were no disagreements with Sobel during
the Registrant's fiscal years ended May 31, 1995 and May 31, 1996 or the
subsequent interim period on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to Sobel's satisfaction, would have caused the
Registrant to make reference to the subject matter of the disagreement(s) in
connection with its reports.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 16 - Letter, dated March 21, 1997 from Sobel to the Securities
and Exchange Commission.
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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.
The Bethlehem Corporation
Dated: March 21, 1997 By: /s/ Alan H. Silverstein
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Alan H. Silverstein
President
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[LETTERHEAD OF SOBEL & CO., LLC, CERTIFIED PUBLIC ACCOUNTANTS]
March 21, 1997
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, NW
Washington, DC 20549
Re: THE BETHLEHEM CORPORATION (THE "COMPANY")
Ladies and Gentlemen:
Further to Item 304(2) of Regulation S-B, we have been provided by the
Company with a copy of its disclosures contained in the attached Form 8-K/A
regarding our replacement as independent auditors of the Company. We have
reviewed the attached Form 8-K/A and agree with the statements made therein
regarding the circumstances of our replacement.
Very truly yours,
/s/ Sobel & Co., LLC
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SOBEL & CO., LLC, CERTIFIED
PUBLIC ACCOUNTANTS
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