BPI PACKAGING TECHNOLOGIES INC
8-K, 1998-07-31
PLASTICS, FOIL & COATED PAPER BAGS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K


                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGEACT OF 1934



         Date of Report (Date of earliest event reported): July 28, 1998



                        BPI Packaging Technologies, Inc.
             (Exact name of registrant as specified in its charter)



         Delaware                     1-10648                04-2997486
     (State or other                (Commission             (IRS Employer
jurisdiction of incorporation)      File Number)         Identification Number)


                455 Somerset Avenue, Dighton, Massachusetts 02764
               (Address of principal executive offices) (Zip Code)



       Registrant's telephone number, including area code: (508) 824-8636




          (Former name or former address, if changed since last report)





<PAGE>



Item 4. Changes in Registrant's Certifying Accountant

         On July 29, 1998, BPI Packaging  Technologies,  Inc. (the "Registrant")
engaged  Livingston  and Haynes,  P.C. as  independent  accountants to audit the
consolidated financial statements of the Registrant for the year ending December
31, 1998. The decision to engage Livingston and Haynes, P.C. was approved by the
Audit  Committee of the  Registrant's  Board of  Directors.  During the 10 month
period  ended  December  31,  1997 and the years  ended  February  28,  1997 and
February 23, 1996, and the subsequent  interim period prior to the engagement of
Livingston  and  Haynes,  P.C.,  neither  the  Registrant  nor any person on the
Registrant's  behalf  consulted   Livingston  and  Haynes,  P.C.  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 Registrant's  consolidated financial statements,  or any matter that was the
subject of a disagreement with the previous independent  accountants (as defined
in  paragraph  304(a)(1)(iv)  of  Regulation  S-K)  or a  reportable  event  (as
described in paragraph  304(a)(1)(v) of Regulation  S-K), and no written or oral
advice  concerning  same was  provided to the  Registrant  that was an important
factor  considered by the Registrant in making a decision as to any  accounting,
auditing or financial reporting issue.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

         (c) Exhibits

         The following exhibits are filed herewith:

         Exhibit No.

         99.      Press Release of Registrant issued July 30, 1998


                                      - 2 -

<PAGE>


                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.

                                     BPI PACKAGING TECHNOLOGIES, INC.



                                     By:   /s/ C. Jill Beresford
                                           C. Jill Beresford
                                           Chairman and Chief Executive Officer

Date:  July 30, 1998

                                      - 3 -

Company Press Release

BPI PACKAGING TECHNOLOGIES ANNOUNCES APPOINTMENT OF
NEW AUDIT FIRM

N. DIGHTON,  Mass.--July 30, 1998--BPI Packaging  Technologies,  ("the Company")
[NASDAQ/NMS:  "BPIE" (Common  Stock)],  Board of Directors  today  announced the
engagement  of a  new  audit  firm,  Livingston  and  Haynes,  P.C.  ("L&H")  of
Wellesley, Mass., replacing  PricewaterhouseCoopers,  LLP ("PWC"), the Company's
former audit firm.

C. Jill Beresford, Chairman and Chief Executive Officer, stated, "We are looking
forward to working  with the L&H audit team for three  reasons:  First,  L&H has
been providing  audit,  accounting and tax services to clients for over 70 years
and has significant experience in SEC engagements.

Second, BPI has seen a rapid, professional and accurate response in working with
L&H.  The  combination  of their size and  proximity  to the Company has already
demonstrated  a level of service that the new  management  team expects from its
auditors.  Also,  an  important  part  of my  job  is  providing  the  Company's
shareholders  with timely,  accurate and orderly financial  communications.  For
whatever reasons the Company has been historically late in SEC filings,  the new
management  team intends to change the Company's  past pattern of behavior.  L&H
clearly understands this management objective.

Third,   Steve  St.  Louis,   the  Company's   Vice  President  of  Finance  and
Administration,  has  experience in working with L&H in the past.  Mr. St. Louis
began  working  with the  Company  in March 1998 and his  contribution  has been
extremely  positive.   Mr.  St.  Louis'  knowledge  in  working  with  L&H  will
significantly  minimize any transition issues normally associated with a move to
a new audit firm."

Ms.  Beresford  concluded,  "L&H,  with the  cooperation  of PWC,  is  currently
reviewing  the Company's  Registration  Statement on Form S-1 and the Form 10-Q,
for  quarter  ended  June 30,  1998,  which  will be filed on time by August 14,
1998."

BPI Packaging  Technologies Inc. is a leading  manufacturer of proprietary thin,
clear film for tissue and bundle  overwrap,  proprietary  plastic  carryout bags
sold  to  convenience  stores  and  produce   departments  of  supermarkets  and
proprietary in-store advertising and promotion products.

Certain  statements  contained in this press release are not based on historical
facts,  but are "forward looking  statements"  within the meaning of the Private
Securities  Litigation  Reform  Act of 1995,  that are  based  upon a number  of
assumptions  concerning  future  conditions  that  may  ultimately  prove  to be
inaccurate.  Actual events and results may  materially  differ from  anticipated
results described in such statements.




<PAGE>


Contact:

     BPI Packaging Technologies Inc.
     C. Jill Beresford, 508/824-8636
            or
     Tower Research Associates
     Arthur Stupay, 216/861-4816



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