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): APRIL 7, 1999
SOLITRON DEVICES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 22-1684144
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State or other jurisdiction (IRS Employer
of incorporation Identification Number)
3301 Electronics Way, West Palm Beach, Florida 33407
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (561) 848-4311
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ITEM 4 - CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
(a) 1. On April 5, 1999, Millward & Co. CPAs indicated that at the
present time it was no longer performing audits of public
companies and therefore terminated its audit relationship with
Solitron Devices, Inc. (the "Company"); and on April 7, 1999,
the Company engaged Goldstein Golub Kessler LLP (GGK) as the
company's new independent accountants. During the last two
fiscal years and each subsequent interim period, the Company
has not consulted with GGK 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, or on any
matter that was the subject of a disagreement or a reportable
event.
2. Millward & Co.'s report on the financial statements for the
past two years did not contain an adverse opinion or
disclaimer of opinion and was not a qualified or modified as
to audit scope or accounting principles; however, each of
these reports contained an explanatory paragraph raising
substantial doubt as to the Company's ability to continue as a
going concern due to extensive debt obligations.
3. The audit committee of the Board of Directors approved the
decision to change accountants.
4. During the Company's two most recent fiscal years and any
subsequent interim period preceding such termination, there
were no disagreements with the former accountant on any matter
of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which
disagreement(s), if not resolved to the satisfaction of the
former accountant, would have caused it to make reference to
the subject matter of the disagreement(s) in its report.
ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS:
Exhibit 23 - Letter of Millward & Co., CPA - attached herewith.
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SIGNATURE
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.
SOLITRON DEVICES, INC.
(Registrant)
Date: April 7, 1999 By: /s/ Shevach Saraf
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Shevach Saraf
Chairman, Chief Executive Officer
and President
EXHIBIT 23
April 7, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read the statements of Solitron Devices, Inc. pertaining to our firm
included under Item 4 of Form 8-K dated April 7, 1999, and agree with such
statements as they pertain to our firm. We have no basis to agree or disagree
with other statements of the registrant contained therein.
Sincerely,
Millward & Co. CPAs
/s/ Millward & Co.
