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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
Date of Report: July 27, 1998
ACTION INDUSTRIES, INC.
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(Exact name of Registrant as specified in its charter)
Pennsylvania 1-6485 25-0918682
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(State of Incorporation) (Commission (IRS Employer
File Number) Identification No.)
330 West 42nd Street, New York, NY 10036-6902
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(Address of Principal executive offices) (Zip code)
212-594-2580
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(Registrant's telephone number, including area code)
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) On July 1, 1998 the Registrant terminated the services of Ernst & Young
LLP as the Registrant's certifying accountants.
(b) In connection with the audits of the Registrant's financial statements
for the fiscal years ended June 30, 1996 and 1997 and for the period
from July 1, 1997 through July 1, 1998, there were no disagreements
with the Former Accountants on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of
the Former Accountants, would have caused them to make reference to the
subject matter of the disagreements in their report.
(c) The Former Accountants' reports on the Registrant's financial
statements for the fiscal years ended June 30, 1996 and 1997 do not
contain an adverse opinion or disclaimer of opinion and include an
explanatory paragraph raising substantial doubt concerning the
Registrant's ability to continue as a going concern.
(d) A letter from the Former Accountants addressed to the Securities and
Exchange Commission stating that they agree with the Registrant's
response to this item is filed as an Exhibit hereto.
(e) On July 1, 1998 the Registrant retained the services of Marcum and
Kleigman LLP as its certifying accountants commencing with the fiscal
ending year June 30, 1998.
(f) The Registrant's Audit Committee and Board of Directors have approved
the change in auditors.
(g) Exhibits
Letter from Ernst & Young LLP in accordance with Item 4(d).
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.
ACTION INDUSTRIES, INC.
(Registrant)
By: /s/ William J. Rappaport
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Name: William J. Rappaport
Title: President and Chief
Executive Officer
Dated: July 27, 1998
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EXHIBITS
LETTER FROM ERNST & YOUNG LLP
ERNST & YOUNG LLP LETTERHEAD
July 27, 1998
Ms. Jane Adams
Deputy Chief Accountant
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Ms. Adams:
We have read Item 4 of Form 8-K/A dated July 27, 1998 of Action Industries, Inc.
and are in agreement with the statements contained in paragraphs a,b,c and d
therein. We have no basis to agree or disagree with other statements of the
registrant contained therein.
ERNST & YOUNG LLP
cc: William J. Rappaport
President and Chief Executive Officer,
Action Industries, Inc.