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:
December 1, 1997
(Date of earliest event reported)
Halstead Energy Corp.
(Exact name of registrant as specified in its charter)
Nevada 0-25660 87-0446395
(State of (Commission (IRS Employer
Incorporation) File Number) Identification No.)
33 Hubbells Drive
Mt. Kisco, New York 10549
(Address of principal executive offices) (Zip Code)
(914) 666-3200
(Registrant's telephone number)
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Item 4. Changes in Registrant's Certifying Accountant.
(a) Goldman & Murphy, L.L.P., the Registrant's principal
independent accountant (the "Accountant"), resigned on December
1, 1997.
The Accountant's report on the Registrant's financial
statements for the last two fiscal years did not contain an
adverse opinion or disclaimer of opinion and was not modified as
to uncertainty, audit scope, or accounting principles.
The decision to change accountants was not recommended or
approved by the Registrant's board of directors or an audit or
similar committee of the Registrant's board of directors.
During neither of the Registrant's two most recent fiscal
years nor any later interim period was there any disagreement
between the Registrant and the Accountant on any matter of
accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which, if not
resolved to the Accountant's satisfaction, would have caused it
to make reference to the subject matter of the disagreement in
connection with its report.
Signature
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.
Date December 5, 1997 HALSTEAD ENERGY CORP.
By: /s/Claire E. Tarricone
Name: Claire E. Tarricone
Title: President
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EXHIBIT 16
December 9, 1997
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Halstead Energy Corp.
File Ref No. 0-25660
We were previously the principal accountant for Halstead Energy
Corp. and, under the date of January 16, 1997, except for Note
17, dated May 2, 1997, we reported on the consolidated financial
statements of Halstead Energy Corp. and subsidiaries as of and
for the years ended August 31, 1996 and 1995. On December 1,
1997, we declined to stand for reelection. We have read Halstead
Energy Corp.'s statements included under Item 4 of its Form 8-K
dated December 1, 1997 and we agree with such statements.
Very truly yours,
/s/ Goldman & Murphy, L.L.P.
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