OSHKOSH B GOSH INC
8-K, 1994-01-13
APPAREL & OTHER FINISHD PRODS OF FABRICS & SIMILAR MATL
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                                  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):  December 13, 1993




                                         OSHKOSH B'GOSH, INC.
                        (Exact name of registrant as specified in its charter)


      DELAWARE                            0-13365              39-0519915
      (State or other jurisdiction of    (Commission         (I.R.S.Employer
      incorporation)                      File Number)       Identification No.)


                             112 OTTER AVENUE - OSHKOSH, WISCONSIN  54901
                    (Address of principal executive office)         (Zip code)


             Registrant's telephone number, including area code (414) 231-8800









      Item 4.     Changes in Registrant's Certifying Accountant

                  On  December  13, 1993,  Oshkosh  B'Gosh,  Inc. engaged  the
                  accounting firm of Ernst & Young as the independent auditors
                  to audit  the Company's financial statements  for the fiscal
                  year  ending  December  31,  1993,  replacing  the  firm  of
                  Schumaker,  Romenesko  &  Associates,  S.C.,  which  was the
                  independent public  auditors for  the Company's  most recent
                  consolidated  financial statements.  The change was approved
                  by the Board of Directors.

                  In  connection with the audits of the two fiscal years ended
                  December  31,  1992,  and  the  subsequent  interim  periods
                  preceding  the engagement of  Ernst &  Young, there  were no
                  disagreements with Schumaker,  Romenesko & Associates,  S.C.
                  on any matters of accounting principles or procedures.

                  Schumaker,  Romenesko  &  Associates, S.C.'s  report  on the
                  financial statements  for the  prior two years  contained no
                  adverse or disclaimer of opinion and was not qualified as to
                  uncertainty,  audit scope  or  accounting principles.    The
                  Company   has   requested   that  Schumaker,   Romenesko   &
                  Associates, S.C. furnish it with  a letter addressed to  the
                  SEC stating whether it agrees with the above statements.

                  A  copy of  the  Schumaker, Romenesko  & Associates,  S.C.'s
                  letter to the SEC is filed as an addendum hereto.






















                                           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 thereunto duly authorized.







                                         OSHKOSH B'GOSH, INC.

                                             (Registrant)



DATE:December 13, 1993                    BY   Douglas W. Hyde         
                                               Douglas W. Hyde, President



















                                 SCHUMAKER ROMENESKO & ASSOCIATES S.C.
                              CERTIFIED PUBLIC ACCOUNTANTS & CONSULTANTS




      Securities and Exchange Commission
      450 5th Street, N.W.
      Washington,  D.C.  20549

      Gentlemen:

      We have reviewed and agree with the comments in Item 4 of Form 8-K of 
      Oshkosh B'Gosh, Inc. dated December 13, 1993.




      Schumaker, Romenesko & Associates, S.C.

      Oshkosh, Wisconsin
      December 13, 1993











                         548 PARK PLAZA, P.O. BOX 103, OSHKOSH, WI  54901-0103
                                  (414) 231-6560  FAX (414) 231-7243
                                      OSHKOSH-APPLETON-GREEN BAY
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