EPIGEN INC /DE
8-K, 1999-03-25
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
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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 EXCHANGE ACT OF 1934


        Date of report (Date of earliest event reported) March 19, 1999

                                  EPIGEN, INC.
               (Exact name of Registrant as Specified in Charter)


   Delaware                        1-11055                      04-3120712 
- -----------------------------------------------------------------------------  
(State or other                  Commission File No.          (IRS Employer
 jurisdiction                                                  Identification
 of incorporation)                                             Number)


         Tower Lodge, North Tower Hill Road, Box L, Millbrook, NY 12545
         --------------------------------------------------------------
              (Address of Principal Executive Offices) (Zip Code)


       Registrant's telephone number, including area code (914) 677-5317






                                       -1-
<PAGE>


Item 4.  Changes in Registrant's Certifying Accountant

         On  March  19,  1999,  Registrant's  independent  accountant,  Paul  C.
         Roberts, resigned in order to allow him to pursue other, non-accounting
         related business.

         For each of the past two fiscal  years,  Mr.  Roberts has  expressed an
         opinion  which was  qualified  as to the  uncertainty  of  Registrant's
         ability to continue as a going concern.

         The decision to change  accountants was approved by Registrant's  board
         of directors. Registrant does not have an auditor similar committee.

         During Registrant's  preceding two fiscal years and through the date of
         this Report,  there have been no disagreements  between  Registrant and
         Mr. Roberts regarding any matter of accounting  principles,  practices,
         financial statement disclosure or auditing scope or procedure.



         On March 19,  1999,  Registrant  engaged a new  certifying  accountant,
         Kirshon, Shron & Chernick ("KSC").  During Registrant's two most recent
         fiscal  years  and  through  the date of this  Report,  Registrant  has
         neither   consulted  KSC  regarding  the   application   of  accounting
         principles to a specified transaction or the type of opinion that might
         be rendered on Registrant's financial statements or any matter that was
         the subject of a disagreement or a reportable event

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

         Exhibit 1. - Letter from Paul C. Roberts dated March 22, 1999 pursuant
         to Item 304(a)(3) of Regulation S-K.



                                       -2-

<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.



                                        EPIGEN, INC.


                                        By: /s/ Donald C. Fresne
                                            ---------------------------
                                            Donald C. Fresne, President
                                            and Chief Executive Officer

Date: March 25, 1999





                                       -3-

<PAGE>


                                 PAUL C. ROBERTS
                           Certified Public Accountant
                               87 Old Purchase Way
                               Edgartown, MA 02539
                                 (508) 627-1042


                                 March 19, 1999




Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

     Re: Epigen, Inc. ("Registrant")

Dear Sirs:

     This letter is sent to you pursuant to Item 304(a)(3) of Regulation S-K.

     The undersigned has received a copy of Registrant's  disclosure of a change
in its  certifying  accountant  on Form 8-K dated March 19, 1999 and agrees with
the contents thereof.

                                        Sincerely,


                                        /s/Paul C. Roberts



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