COMMODORE ENVIRONMENTAL SERVICES INC /DE/
8-K, 1999-08-24
REAL ESTATE
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 15 or 15(d) of
                       the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): August 19, 1999

                     COMMODORE ENVIRONMENTAL SERVICES, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)

    DELAWARE                       0-10054                     87-0275043
- ------------------           --------------------         --------------------
 (State or other                 (Commission               (I.R.S. Employer
  jurisdiction                   File Number)             Identification No.)
of incorporation)

    150 EAST 58TH STREET, SUITE 3400
           NEW YORK, NEW YORK                                    10155
 ---------------------------------------                        -------
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code:  (212) 308-5800
                                                     --------------


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<PAGE>


Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

        (a)(1)(i)  The Registrant has dismissed its former auditors,
                   PricewaterhouseCoopers LLP ("PwC"), on August 17, 1999.

        (ii)       The Report of PwC on the Registrant's financial statements
                   for the year ended December 31, 1997, neither contained any
                   adverse opinion or disclaimer of opinion nor was qualified or
                   modified as to uncertainty, audit scope or accounting
                   principles. PwC has not audited the financial statements of
                   the Registrant for any period subsequent to December 31,
                   1997.

        (iii)      The decision to terminate its relationship with PwC was
                   approved by the Board of Directors of the Registrant.

        (iv)       During the past two fiscal years and through August 17, 1999,
                   there were no disagreements with PwC 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 PwC,
                   would have caused it to make reference to the subject matter
                   of the disagreements in connection with its reports.

        (a)(2)     Pursuant to action approved by the Registrant's Board of
                   Directors, the Registrant retained Tanner + Co. ("Tanner") as
                   its auditors as of August 19, 1999.

        (a)(3)     The Registrant provided PwC with the above disclosures prior
                   to filing this Current Report on Form 8-K with the
                   Commission, and is filing herewith PwC's response to those
                   disclosures pursuant to Item 304(a)(3) of Regulation S-K.

Item 7. FINANCIAL STATEMENTS AND EXHIBITS

        (A)        EXHIBITS

                  EXHIBIT NO.  DESCRIPTION
                  -----------  -----------
                     16        Letter regarding Change in Certifying
                               Accountant.


                                       2


<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                      COMMODORE ENVIRONMENTAL SERVICES, INC.

                                      By:      /s/ ANDREW P. ODDI
                                         ----------------------------------
                                                 Andrew P. Oddi
                                           Vice President--Treasurer

Date:  August 23, 1999


<PAGE>

                                  EXHIBIT INDEX
                                  -------------


EXHIBIT NO.                         DESCRIPTION
- -----------                         ------------


   16              Letter regarding Change in Certifying Accountant




                                       4




                                   Exhibit 16

August 23, 1999


Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC 20549

Commissioners:

We have read the statements made by Commodore Environmental Services, Inc.,
(copy attached) which will be filed the Commission pursuant to Item 4 of Form
8-K, as part of the Company's Form 8-K to be filed on or about August 23, 1999.
We agree with the statements concerning our firm in such Form 8-K, except we
have no basis for commenting on the statement made in comment (4)(a)(1)(iii).


Very truly yours,




/s/ PRICEWATERHOUSECOOPERS LLP
- --------------------------------
PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania







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