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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): October 31, 2000


                             BASE TEN SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)




         New Jersey                       0-7100                22-1804206
(State or other jurisdiction           (Commission           (I.R.S. employer
     of incorporation)                 File Number)         identification no.)






          One Electronics Drive
           Trenton, New Jersey                                      08619
(Address of principal executive offices)                         (Zip Code)


       Registrant's telephone number, including area code: (609) 586-7010


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Item 4.  Changes in the Company's Certifying Accountant

         Previous Independent Accountants. On October 31, 2000, Base Ten
Systems, Inc. (the "Company") dismissed PricewaterhouseCoopersLLP ("PWC") as its
independent accountants. The dismissal was approved by the Audit Committee of
the Company's Board of Directors. The reports of PWC on the Company's financial
statements for past two fiscal years contained no adverse opinion or disclaimer
of opinion and were not qualified or modified as to uncertainty, audit scope or
accounting principles, except that the reports contained an explanatory
paragraph expressing substantial doubt regarding the Company's ability to
continue as a going concern. In connection with its audits for two most recent
fiscal years and through October 31, 2000, (i) the Company had no disagreements
with PWC on any matter of accounting principles or practices, financial
statement disclosure or auditing scope or procedure that would have required
references by PWC in its reports on the Company's financial statements for those
years if not resolved to the satisfaction of PWC, and (ii) PWC did not advise
the Company of any "reportable events" as defined in Item 304(a)(1)(v) of
Regulation S-K under the Securities Exchange Act of 1934. The Company has
requested PWC to furnish it with a letter addressed to the SEC stating whether
or not it agrees with the foregoing statements. A copy of that letter is filed
as Exhibit 16 to this Report.

         New Independent Accountants. On November 3, 2000, the Company engaged
Amper, Politziner & Mattia PA ("APM") as its new independent accountants.
During the Company's two most recent fiscal years and through November 3, 2000,
the Company did not consult with APM on any accounting, auditing, financial
reporting or any other matters.

Item 7.  Financial Statements and Exhibits

         (a)  None

         (b)  None

         (c)  Exhibits.

         Exhibit
         Number     Exhibit
         ------     -------

         16         Letter dated November 6, 2000 from PricewaterhouseCoopersLLP
                    regarding 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 thereunto duly authorized.


                                               BASE TEN SYSTEMS, INC.



Date: November 6, 2000                         By:         /s/ Kenneth Riley
                                                    ---------------------------
                                                              Kenneth Riley,
                                                        Chief Financial Officer
                                                       (Duly Authorized Officer)