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) May 4, 1995
ANDREA ELECTRONICS CORPORATION
(Exact Name of Registrant as Specified in Charter)
New York 1-4324 11-0482020
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
11-40 45th Road, Long Island City, New York 11101
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (718) 729-8500
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Exhibit Index -- Page 4
Page 1 of 5 Pages
Item 4. Changes in Registrant's Certifying Accountant.
(a) On May 4, 1995, the Registrant dismissed Raich Ende Malter
Lerner & Co. and subsequently engaged Arthur Andersen LLP
as its new independent accountants for its fiscal year
ending December 31, 1995.
(b) During the two most recent fiscal years and through the
date of termination (May 4, 1995), there were no
disagreements with Raich Ende Malter Lerner & Co.,
the Registrant's prior auditors, on any matter of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedure.
(c) Raich Ende Malter Lerner & Co.'s report on the Registrant's
consolidated financial statements for any of the past two
years did not contain an adverse opinion or disclaimer of
opinion, or was it modified or qualified as to uncertainty,
audit scope or accounting principles.
(d) The letter from Raich Ende Malter Lerner & Co. required by
this subparagraph of Item 4 will be submitted to the
Commission as Exhibit 16 hereto.
(e) The decision to dismiss Raich Ende Malter Lerner & Co. and
engage Arthur Andersen LLP as set forth above was made by
the Board of Directors.
2
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: May 5, 1995 ANDREA ELECTRONICS CORPORATION
(Registrant)
/s/ Frank A.D. Andrea, Jr.
Frank A.D. Andrea, Jr.
Chief Executive Officer
/s/ Patrick D. Pilch
Patrick D. Pilch
Chief Financial Officer
3
EXHIBIT INDEX
Exhibit Number Description Page
16 Letter from Former Accountants 5
4
EXHIBIT 16
RAICH ENDE MALTER LERNER & CO.
Certified Public Accountants
The Financial Center
90 Merrick Avenue
East Meadow, New York 1554-1567
516-228-9000 Fax 516-228-9122
May 9, 1995
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Andrea Electronics Corporation
Commission File No. 1-4324
Gentlemen:
We have read the above-referenced Registrant's response to Item 4 - Changes
in Registrant's Certifying Account with respect to its Current Report on
Form 8-K dated May 4, 1995 and concur with the statements therein insofar as
they relate to our firm.
Sincerely,
/s/ Raich Ende Malter Lerner & Co.
RAICH ENDE MALTER LERNER & CO.
/cm
