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UNITED STATES 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): November 25, 1996
CBR BREWING COMPANY, INC.
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(Exact name of registrant as specified in its charter)
Florida 33-2217A 65-0145422
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification
incorporation) Number)
433 North Camden Drive, Suite 1200,
Beverly Hills, California 90210
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (310) 274-5172
Not applicable
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(Former name or former address, if changed since last report)
Exhibit index page number: Not applicable.
Total sequentially numbered pages in this document: 5
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Effective November 22, 1996, CBR Brewing Company, Inc., a Florida
corporation (the "Company"), dismissed Ernst & Young as the Company's
independent accountants, and engaged Deloitte Touche Tohmatsu, as the Company's
new independent accountants. The dismissal of Ernst & Young and the retention
of Deloitte Touche Tohmatsu was approved by unanimous consent of the Company's
Board of Directors on November 22, 1996 for reasons of efficiency and economy,
as Deloitte Touche Tohmatsu is the independent accountants for the Company's
major associated company, Zhaoqing Blue Ribbon Brewery Noble, Ltd. Prior to the
engagement of Deloitte Touche Tohmatsu, the Company did not consult with such
firm regarding the application of accounting principles to a specified
transaction, either completed or proposed, or the type of audit opinion that
might be rendered on the Company's financial statements.
Ernst & Young audited the Company's financial statements for the two
months ended December 31, 1994 and year ended December 31, 1995, and issued
unqualified opinions for each of such periods. During the periods ended
December 31, 1994 and 1995, and the period from January 1, 1996 to November 11,
1996, there were no disagreements with Ernst & Young on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of Ernst &
Young, would have caused such firm to make reference to the subject matter of
the disagreements in connection with its reports on the Company's financial
statements.
The Company has provided Ernst & Young with a copy of the disclosures
contained herein, and has requested that it furnish the Company with a letter
addressed to the Securities and Exchange Commission stating whether it agrees
with the statements made by the Company in response to item 304(a) regarding its
involvement with the Company as independent accountants and, if not, stating the
respects in which it does not agree. A copy of Ernst & Young's letter is
attached as an Exhibit to this amendment to Current Report on Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
c. Exhibits:
Exhibit
Number Description
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16.1 Letter from Ernst & Young addressed to the Securities and
Exchange Commission
2
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this Amendment to report to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: December 4, 1996
CBR BREWING COMPANY, INC.
(Registrant)
By:/s/ John Z. Li
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John Z. Li, President
3
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Page
Number Description Number
- ------ ----------- ------
<S> <C> <C>
16.1 Letter from Ernst & Young addressed to the
Securities and Exchange Commission 5
</TABLE>
4
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EXHIBIT 16.1
ERNST & YOUNG CERTIFIED PUBLIC ACCOUNTANTS Phone: 852 956 1188
10/F Tower II, The Gateway Fax: 852 956 0118
25-27 Canton Road
Kowloon, Hong Kong
2 December 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen
Re: CBR Brewing Company, Inc.
SEC File No. 33-26617A
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We have read item 4 of the Form 8-K dated 25 November 1996, of CBR Brewing
Company, Inc. and are in agreement with the statements contained in the second
paragraph on page 2 therein. We have no basis to agree or disagree with other
statements of the registrant contained therein.
Very truly yours
Ernst & Young
