GREATE BAY CASINO CORP
8-K/A, 1998-10-30
MISCELLANEOUS AMUSEMENT & RECREATION
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

 


                                  FORM 8-K/A

                                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 15, 1998
                                                 -------------------------------


                         GREATE BAY CASINO CORPORATION
- --------------------------------------------------------------------------------
            (Exact name of Registrant as specified in its charter)
 
 
          DELAWARE                   1-6339                       75-1295630
- --------------------------------------------------------------------------------
(State or other jurisdiction      (Commission                   (IRS Employer
      of incorporation)           File Number)               Identification No.)
 


c/o Sands Hotel and Casino, Indiana Avenue at Brighton Park, 
    Atlantic City, NJ                                             08401
- --------------------------------------------------------------------------------
          (Address of principal executive offices)              (Zip Code)



Registrant's telephone number, including area code (609) 441-0704
                                                  ------------------------------


 
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)

                                       1
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

     On October 22, 1998, the Registrant filed a current report on Form 8-K to
report a change in its certifying accountants.  This Form 8-K/A amends that
report by including as Exhibit 99.2 the letter provided by the Registrant's
former accountants to the Securities and Exchange Commission.

ITEM 7. EXHIBITS

Exhibit
Number         Description
- ------         -----------

*99.1          Petition filed on October 8, 1998 in the District Court of Dallas
               County, Texas by Hollywood Casino Corporation and Greate Bay
               Casino Corporation ("Plaintiffs") against Arthur Andersen L.L.P.,
               Richard L. Robbins, Michael E. Gamache, Daniel J. Meehan, and
               Brent A. Railsback ("Defendants")

99.2           Letter dated October 26, 1998 from Arthur Andersen LLP to the
               Office of Chief Accountant, Securities and Exchange Commission.

__________________

*    Incorporated by reference to the same-numbered exhibit to the Form 8-K
     filed October 22, 1998 by the Registrant with the Securities and Exchange
     Commission.

                                       2
<PAGE>
 
                                  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.


                                        GREATE BAY CASINO CORPORATION
                                        -----------------------------
                                                 Registrant


Date:  October 30, 1998                 By: /s/  Charles F. LaFrano III
       ----------------                     ------------------------------------
                                                 Charles F. LaFrano III
                                                     Vice President

                                       3
<PAGE>
 
                               INDEX TO EXHIBITS



Exhibit
Number         Description
- ------         -----------

*99.1          Petition filed on October 8, 1998 in the District Court of Dallas
               County, Texas by Hollywood Casino Corporation and Greate Bay
               Casino Corporation ("Plaintiffs") against Arthur Andersen L.L.P.,
               Richard L. Robbins, Michael E. Gamache, Daniel J. Meehan, and
               Brent A. Railsback ("Defendants")

99.2           Letter dated October 26, 1998 from Arthur Andersen LLP to the
               Office of Chief Accountant, Securities and Exchange Commission.

__________________

*    Incorporated by reference to the same-numbered exhibit to the Form 8-K
     filed October 22, 1998 by the Registrant with the Securities and Exchange
     Commission.

                                       4

<PAGE>
 
                                                                    EXHIBIT 99.2




October 26, 1998



Office of the Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549



Dear Sir/Madam:

We have read the first two paragraphs of Item 4 included in the Form 8-K dated
October 21, 1998 of Greate Bay Casino Corporation filed with the Securities and
Exchange Commission and are in agreement with the statements contained therein.

Very truly yours,



/s/ Arthur Andersen LLP



Copy to:
Charles F. LaFrano, III, Greate Bay Casino Corporation


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