<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment #1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): December 10, 1996.
------------------
IRT INDUSTRIES, INC.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 0-15347 59-2720096
- --------------- ------------- -------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
2400 E. LAS OLAS BLVD., SUITE 128, FT. LAUDERDALE, FL 33301
-----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 525-8815.
----------------
N/A
------------------------------------------
(Former name or former address, if changed since last report)
<PAGE> 2
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On October 23, 1996, Mr. Joel S. Baum, C.P.A., was dismissed as
principal accountant to audit the financial statements for the
Registrant.
The Registrant has retained Dohan and Company, Certified Public
Accountants, P.A. on October 23, 1996 to act as principal accountant
to audit financial statements for the Registrant.
(i). The former accountant was dismissed on October 23, 1996.
(ii). Said principal accountant's report on the financial statements
for either of the past two years did not contain an adverse opinion
or disclaimer of opinion nor was the same qualified or modified as
to uncertainty, audit scope, or accounting principles.
(iii)(B). The decision to change accountants was recommended and
approved by the Board of Directors of the Registrant on October 23,
1996.
(iv). During the Registrant's two most recent fiscal years preceding
the replacement, there were no disagreements between the former
accountant and the Registrant on any matter of accounting principles
or practices, financial statements disclosure, or auditing scope or
procedure.
(2) A new independent accountant has been engaged as the principal
accountant to audit the Registrant's financial statements. The
newly engaged accountant is the firm of Dohan and Company, C.P.A.,
P.A. and was retained as of October 23, 1996.
(3) The former accountant's letter is enclosed as Exhibit A, or is being
filed independently.
<PAGE> 3
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.
IRT INDUSTRIES, INC. ("Registrant")
By: /s/ Richard Rossi
--------------------------------
Richard Rossi
Its: President
-------------------------------
Date: December 10, 1996
------------------------------
<PAGE> 4
JOEL BAUM
1515 University Drive, Suite 209
Coral Springs, FL 33071
(954) 752-1712 Fax (954) 344-3694
- --------------------------------------------------------------------------------
December 10, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20548
Re: IRT Industries, Inc./Commission File No. 0-15347
Ladies and Gentlemen:
The undersigned has served as the independent public accountant to the
referenced corporation prior to the corporation's change of accountants,
described in the enclosed copy of the corporation's Form 8-K Amendment
No. 1; however, the undersigned was dismissed at the mutual agreement of
the parties, as of October 23, 1996. The undersigned does not disagree
with any statements made by the corporation in its Form 8-K in response
to Item 304(a) of Regulation S-K.
Very truly yours,
/s/ Joel S. Baum
Joel S. Baum
cc: IRT Industries, Inc.
