EASTBROKERS INTERNATIONAL INC
8-K/A, 1999-03-09
INVESTORS, NEC
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                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                              -------------------

                                FORM 8-K/A No. 1

                              -------------------

                             Amending Item Number 7


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


       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): FEBRUARY 17, 1999

                      -----------------------------------

                            EASTBROKERS INTERNATIONAL
                                  INCORPORATED
             (Exact Name Of Registrant As Specified In Its Charter)

                      -----------------------------------


            DELAWARE                       0-26202               52-1807562
(State Or Other Jurisdiction Of    (Commission File Number)    (IRS Employer
 Incorporation Or Organization)                              Identification No.)


          15245     SHADY  GROVE  ROAD,  SUITE 340,  ROCKVILLE,  MARYLAND  20850
                    (Address of Principal Executive Offices)

                                 (301) 527-1110
              (Registrant's telephone number, including area code)

*    This  amendment  to Form 8-K  dated  February  17,  1999 is being  filed to
     include the letter from  Deloitte & Touche LLP dated March 4, 1999  related
     to the comments in Item 4 of this Form 8-K.

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ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT




     Information required by Item 304

     (a)(1)

        (i)    Deloitte  & Touche  LLP has  informed  Eastbrokers  International
               Incorporated (the "Company") that they are declining to stand for
               re-election  as the  Company's  Certifying  Accountants  for  the
               fiscal   year  ending   March  31,   1999.   The   client-auditor
               relationship  between the  Company and  Deloitte & Touche LLP has
               ceased effective February 17, 1999.

        (ii)   The report of  Deloitte & Touche LLP on the  Company's  financial
               statements  for the fiscal year ended March 31, 1998 contained no
               adverse  opinion or disclaimer of opinion and was not modified as
               to uncertainty , audit scope or accounting principles.

        (iii)  The  decision by Deloitte & Touche  LLP's to decline to stand for
               re-election was accepted by the Board of Directors.

        (iv)   The Company has had no  disagreements  with Deloitte & Touche LLP
               regarding  any  matters  of  accounting  principle  or  practice,
               financial statement  disclosure,  or auditing scope or procedure,
               which  disagreements,  if not  resolved  to the  satisfaction  of
               Deloitte & Touche LLP would have  caused  them to make  reference
               thereto  in  their  report  on the  financial  statements  of the
               Company.

        (v)    Deloitte & Touche LLP has issued a letter to the U.S.  Securities
               and  Exchange  Commission  stating its  agreement  with the above
               statements. A copy of this letter dated March 4, 1999 is filed as
               an exhibit to this Form 8-K/A.



     (b) The Company has not yet engaged a new Certifying Accountant.






ITEM 7 -- FINANCIAL STATEMENTS AND EXHIBITS

     C.   EXHIBITS REQUIRED BY ITEM 601 OF REGULATION S-B

      EXHIBIT NO.       DESCRIPTION
      -----------       -------------------

         (16)           Letter from Deloitte & Touche LLP to the U.S. Securities
                        and Exchange Commission dated March 4, 1999.












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                                    SIGNATURE

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




EASTBROKERS INTERNATIONAL INCORPORATED
             (Registrant)



By                        /s/ Kevin D. McNeil
            ----------------------------------------------
                            Kevin D. McNeil
           Executive Vice President, Treasurer, Secretary,
                      and Chief Financial Officer

Dated:  March 8, 1999
























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<PAGE>

                                 EXHIBIT INDEX



      EXHIBIT NO.       DESCRIPTION
      -----------       -------------------

         (16)           Letter from Deloitte & Touche LLP to the U.S. Securities
                        and Exchange Commission dated March 4, 1999.















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EXHIBIT 16





DELOITTE &
      TOUCHE
                       DELOITTE & TOUCHE LLP          Telephone: (410)  576-6700
                       Suite 1100                     Facsimile:   (410)837-0510
                       2 Hopkins Plaza                ITT Telex: 4995614
                       Baltimore, Maryland 21201-2983





   March 4,1999

   Securities and Exchange Commission
   Mail Stop 9-5
   450 5th Street, N.W.
   Washington, D.C. 20549

   Dear Sirs/Madams:

   We have  read  and  agree  with  the  comments  in Item 4 of the  Form 8-K of
   Eastbrokers  International  Inc. dated February 22, 1999. It should be noted,
   however, that in connection with the audit for the year ended March 31, 1998,
   we orally communicated to members of Eastbrokers  International  Inc.'s Board
   of Directors and senior  management our concerns about the Company's  ability
   to prepare accurate and timely financial statements.

   Yours truly,


    /s/ Deloitte & Touche LLP


   Deloitte & Touche LLP
   Baltimore, Maryland







DELOITTE TOUCHE
TOHMATSU

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