SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
FORM 8-K/A
(Amendment No. 1)
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 23, 1998
PRIME CELLULAR, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-18700 13-3570672
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
580 Marshall Street, Phillipsburg, New Jersey 08863
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (908) 387-1673
- --------------------------------------------------------------------------------
Former name or former address, if changed since last report
<PAGE>
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c). Exhibits.
16.1 Letter from Marcum & Kliegman LLP regarding change in Registrant's
certifying accountant, which was the subject matter, in part, of
Registrant's Report on Form 8-K filed on December 31, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
PRIME CELLULAR, INC.
By /s/ Joseph K. Pagano
----------------------------------
Joseph K. Pagano
Chief Executive Officer
(Duly authorized officer)
Date: January 7, 1999
-2-
Marcum & Kliegman LLP
Certified Public Accountants & Consultants
A Limited Liability Partnership
Consisting of Professional Corporations
130 Crossways Park Drive
Woodbury, New York 11797-2027
Phone (516) 390-1000
Fax (516) 390-1001
January 5, 1999
The Securities and Exchange Commission
Washington, D.C. 20549
To whom it may concern:
We have reviewed the filing of Prime Cellular, Inc. on Form 8-K dated December
23, 1998. We agree with the disclosures made by the Registrant included in Item
4 of the filing.
Very truly yours,
/s/ Marcum & Kliegman LLP
