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):
February 4, 2000
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ORBIT INTERNATIONAL CORP.
(Exact name of registrant as specified in its charter)
Delaware 0-3936 11-1826363
(State or other jurisdiction incorporation) (Commission File Number) (IRS Employer
Identification No.)
80 Cabot Court, Hauppauge, New York 11788
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (631)435-8300
(Former name or former address, if changed since last report)
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This Form 8-K/A is being filed to amend the disclosure made under Items
304 (a)(1)(i) and
(iii), Item 304 (a) (2), Item 304 (a) (1)(iv), Item 304 (a) (1) (v) and Item
304 (a) (3) and to amend
the form of letter filed as Exhibit 16.
Item 4. Changes in Registrant's Certifying Accountants.
Items 304(a)(1)(i) and (iii) and Item 304(a)(2) Decision to Change
Accountants
On February 4, 2000, the Board of Directors of Orbit International Corp.
(the "Registrant")
determined to replace the firm of Ernst & Young LLP ("E&Y") as its independent
auditors and
approved the engagement of Goldstein Golub Kessler LLP ("GGK") as its
independent auditors for
the fiscal year ended December 31, 1999. The termination by the Registrant of
E&Y was effective
February 4, 2000. E&Y was informed on February 7, 1999 of their termination
by the Registrant.
The engagement of GGK was effective February 7, 2000. During the two most
recent fiscal years
and the subsequent interim period through February 7, 2000, the Registrant
has not consulted with
GGK regarding any matter referenced under Item 304(a)(2) of Regulation S-K.
Item 304(a)(1)(ii) Prior Accountants Reports
The reports of E&Y, as previously issued, on the consolidated financial
statements for the
Registrant's two most recent fiscal years did not contain an adverse opinion
or a disclaimer of
opinion and were not qualified or modified as to uncertainty, audit scope, or
accounting principles.
Item 304(a)(1)(iv) Disagreements with Accountants
During the two most recent fiscal years ended December 31, 1998 and the
subsequent
interim period through February 7, 2000, there were no disagreements with E&Y
on any matters
of accounting principles or practices, financial statement disclosure, or
auditing scope and
procedures which, if not resolved to E&Y's satisfaction, would have caused
them to make reference
to the matter in their report.
Item 304(a)(1)(v) Reportable Events
During the two most recent fiscal years ended December 31, 1998 and the
subsequent
interim period through February 7, 2000, there were no reportable events in
Item 304(a)(1)(v) of
Regulation S-K.
Item 304(a)(3) Letter of E&Y.
The Registrant has provided E&Y with a copy of the disclosure set forth
in this Current
Report on Form 8-K/A prior to the filing hereof. The Registrant has requested
E&Y to furnish it
a letter addressed to the Securities and Exchange Commission, stating that E&Y
agrees with the
above statements. A copy of that letter dated February 16, 2000 is filed as
Exhibit 16 to this Form
8-K/A.
Item 7. Financial Statements and Exhibits
The Registrant has provided E&Y with a copy of the disclosure set forth
in this Current
Report on Form 8-K/A prior to the filing hereof. The Registrant has requested
that E&Y furnish
it with a letter addressed to the Securities and Exchange Commission, which is
attached as Exhibit
16, stating that E&Y agrees with the statements herein, and if not, stating
the respects in which it
does not agree.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the
Registrant had duly caused this report to be signed by the undersigned
hereunto duly authorized.
Orbit International Corp.
By: /s/ Mitchell Binder
Mitchell Binder
Vice President - Finance
Dated: February 17, 2000
EXHIBITS
Exhibit No. Description Page No.
16 Letter from
Ernst & Young LLP 6
Exhibit 16.
February 16, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated February 16, 2000, of Orbit
International Corp. and are
in agreement with the statements contained in the paragraphs under the
captions described as Item
304(a)(1)(ii) Prior Accountants Reports, Item 304(a)(1)(iv) Disagreements with
Accountants and
Item 304(a)(1)(v) Reportable Events, on page 2 therein. We have no basis to
agree or disagree with
other statements of the registrant contained therein.
/s/ Ernst & Young LLP
