RESTAURANT TEAMS INTERNATIONAL INC
8-K, 1998-11-04
EATING PLACES
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                                  UNITED STATES
                       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): November 4, 1998

                      Restaurant Teams International, Inc.
             (Exact name of registrant as specified in its charter)


State of Texas                  001-13559                 75-2337102
(State of incorporation)   (Commission File No.)          (IRS Employer
                                                          Identification No.)


                                 1705 E. Whaley
                              Longview, Texas 75605
               (Address of principal executive offices) (Zip code)

                                    No change
             (Former name of address, if changed since last report).

Item 4.  CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT.

         On Ocotober 19, 1998, the Registrant  ended its  relationship  with its
independent auditors, T.G. Prothro & Company, effective as of that date.

         There  have been no  disagreements  with T.G.  Prothro & Company on any
matter of accounting principles,  practices,  financial statement disclosure, or
auditing scope or procedure or any reportable event. The change is being made in
order to comply with the American Stock Exchange listing requirements.

         The registrant's audit committee has now engaged Lane, Gorman, Trubitt,
LLP,  effective November 3, 1998. The registrant has not consulted Lane, Gorman,
Trubitt,  LLP prior to such appointment with respect to any matter of accounting
principles or  practices,  financial  statement  disclosure,  auditing  scope or
procedure, or any disagreement with T.G. Prothro & Company.

         The registrant has authorized  T.G.  Prothro & Company to respond fully
to the inquires of Lane, Gorman,  Trubitt, LLP. Attached as an exhibit with this
filing  report is the T.G.  Prothro & Company  letter  addressed  to the SEC, as
required by Item 304 (a) (3) of Regulation S-K.

<PAGE>


ITEM 7.  FINANCIAL STATEMENT, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         (a)      Financial Statements of Businesses Acquired.

                  None

         (b)      Pro Forma Financial Information

                  None

         (c)      Exhibits

                  16.1 Letter re change in Certifying Accountant.

                                   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.

                                            Restaurant Teams International, Inc.


Date: November 4, 1998                      By: /s/ Stanley L. Swanson
                                                    -------------------
                                            Stanley L. Swanson
                                            Chief Executive Officer
                                            (Signature)



Date: November 4, 1998                      By: /s/ Curtis A. Swanson
                                                    ------------------
                                            Curtis A. Swanson
                                            Chief Financial Officer
                                            (Signature)


                                INDEX TO EXHIBITS

         Exhibit No.                                Description
         -----------                                -----------

         16.1                          Letter re change in Certifying Accountant

<PAGE>


                                                                     EXIBIT 16.1


                         T. G. PROTHRO & COMPANY, P.L.L.C.
                        -----------------------------------
                          CERTIFIED PUBLIC ACCOUNTANTS


100 INDEPENDENCE PLACE, SUITE 213                            PHONE: 903.534.8811
POST OFFICE BOX 7337                                           FAX: 903.534.8891
TYLER, TEXAS 75711-7337                                EMAIL: [email protected]

October 19, 1998



Mr. Curtis Swanson, CFO
Restaurant Teams International, Inc.
    (formerly Fresh n' Lite, Inc.)
1705 Whaley
Longview, TX 75601


Dear Curtis:

This is to confirm that the client-auditor relationship between Restaurant Teams
International,  Inc.  (Commission  File Number  001-13559)  and T. G.  Prothro &
Company,  PLLC has ceased.  We have certainly enjoyed our long relationship with
your Corporation and wish you every success in the future.

Sincerely Yours,
T. G. PROTHRO & COMPANY, PLLC


/s/Thomas Prothro
- -----------------
Thomas G. Prothro, CPA
President

Cc: Office of the Chief Accountant
    SECPS Letter File
    Securities and Exchange Commission
    Mail Stop 9-5
    450 Fifth Street, N.W.
    Washington, D.C. 20549

           Members, American Institute of Certified Public Accountants
             Members, Texas Society of Certified Public Accountants





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