VILLAGE GREEN BOOKSTORE INC
8-K/A, 1997-05-05
MISCELLANEOUS SHOPPING GOODS STORES
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                      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)          April 22, 1997
                                                 -------------------------------


                        THE VILLAGE GREEN BOOKSTORE, INC.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


          New York                 0-16007                  16-1181167
- --------------------------------------------------------------------------------
(State or Other Jurisdiction     (Commission             (IRS Employer
     of Incorporation)           File Number)            Identification No.)


1357 Monroe Avenue, Rochester, New York                       14618
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                    (Zip Code)


Registrant's telephone number, including area code       (716) 442-1151
                                                   -----------------------------



- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)




<PAGE>



ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

a)    In a Unanimous Written Consent of the Board of Directors dated as of April
1, 1997, the Board of Directors of the Registrant approved the engagement of the
accounting firm of Mengel,  Metzger,  Barr & Co. LLP as independent auditors for
the  Registrant  and  its  subsidiaries.  The  audit  relationship  between  the
Registrant and its past auditors was terminated as of April 22, 1997.

b)    During  the  two  most  recent  fiscal  years  and  through  the  date  of
termination of the audit relationship with Deloitte & Touche LLP there have been
no  disagreements  with  Deloitte  &  Touche  LLP on any  matter  of  accounting
principals or practices,  financial statement  disclosure,  or auditing scope or
procedure or any reportable events.

c)    Deloitte  &  Touche  LLP's  report  on  the  financial  statements  of the
Registrant for the fiscal year ended January 28, 1996 noted substantial doubt as
to the Registrant's  ability to continue as a going concern.  The Registrant has
advised Deloitte & Touche LLP that this is not the reason for the termination of
the  audit  relationship.  Deloitte  &  Touche  LLP's  report  on the  financial
statements  of the  Registrant  for the  fiscal  year  ended  January  29,  1995
contained no adverse  opinion or  disclaimer of opinion and was not qualified or
modified as to uncertainty, audit scope or accounting principals.

d)    The  Registrant  has requested and Deloitte & Touche LLP has furnished the
Registrant  with a letter  addressed to the Securities  and Exchange  Commission
stating that it agrees with the statements made by the Registrant in response to
this Item 4. The letter from Deloitte & Touche LLP is attached hereto as Exhibit
16. The  Registrant  delivered  a copy of this  Current  Report on Form 8-K/A to
Deloitte & Touche LLP on May 5, 1997.


<PAGE>



                                   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.


                                    The Village Green Bookstore, Inc.


Date:  May 5, 1997               By:  /s/ Raymond C. Sparks
                                    --------------------------------------------
                                    Name: Raymond C. Sparks
                                    Title: President and Chief Executive Officer






EXHIBIT 16 - LETTER RE: CHANGE IN CERTIFYING ACCOUNTANT


                      [Letterhead of Deloitte & Touche LLP]


May 5, 1997


Securities and Exchange Commission
Mail Stop 9-5
450 5th Street, N.W.
Washington, D.C.  20549


Dear Sirs/Madams:


We have read and agree with the  comments in Item 4 of Form 8-K/A of The Village
Green Bookstore, Inc. dated May 5, 1997.


Yours truly,


/s/ Deloitte & Touche LLP








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